OpenText renews $500M share repurchase program for next 12 months
OTEX authorized to repurchase up to 23.8M shares (10% of public float) via Rule 10b-18 open-market purchases through August 2027
What the filing says
OpenText Corporation announced the renewal of its share repurchase program, authorizing the company to purchase up to 23,846,439 common shares (representing 10% of the public float) over the next 12 months. Purchases may commence on August 12, 2026 and will expire on August 11, 2027, subject to earlier termination if maximum purchase limits are reached. Under the previous normal course issuer bid (August 12, 2025 through July 31, 2026), the company repurchased 14,273,800 common shares for approximately $392 million at a volume-weighted average price of $27.49 per share.
The repurchase plan will be executed in accordance with Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended, on the Toronto Stock Exchange, the NASDAQ Global Select Market, and/or other exchanges in Canada and the United States. Shares will be purchased at prevailing market prices. The company has also entered into an automatic share purchase plan (ASPP) with its broker to facilitate repurchases during periods when the company would ordinarily not be permitted to purchase due to regulatory or self-imposed blackout restrictions.
Management stated that the renewal reflects confidence in operational execution and expanding cash flows, with the repurchase program complementing OpenText's overall capital allocation strategy, which also includes ongoing M&A activity and a quarterly dividend program. In Fiscal 2026, the company returned a record $677 million to shareholders, including $268 million via dividends and $409 million through share repurchases. All common shares purchased under the repurchase plan will be cancelled.
The Company's determination to renew its share repurchase plan reflects its confidence in its operational execution and expanding cash flows, with the Repurchase Plan being additive to the Company's overall strategic capital allocation, complementing its ongoing M&A activity and dividend program. The Repurchase Plan will be effected in accordance with Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended. — OPEN TEXT CORP 8-K filing · View on SEC EDGAR →
What this means
OpenText's repurchase renewal occurs as the company reported Fiscal 2026 free cash flow of $808 million and Adjusted EBITDA margin of 36.3%, demonstrating cash generation capacity to support capital returns. The 23.8-million-share authorization (approximately 9.8% of the current ~242.1 million shares outstanding) represents a modest but material reduction in share count. Prior-year execution at $27.49 average per share against a roughly $500 million authorization suggests the program is sized to absorb opportunistic repurchases without creating rigid pricing constraints. The program is subordinate to debt reduction priorities and M&A activity, indicating disciplined capital allocation in a context of $5.7 billion in long-term debt.
Frequently asked questions
- What is the authorization limit and duration of this renewed repurchase program?
- OpenText is authorized to repurchase up to 23,846,439 common shares, representing 10% of the company's public float (calculated based on 242,126,739 shares outstanding as of July 31, 2026). Purchases may commence on August 12, 2026 and expire on August 11, 2027, or earlier if the maximum purchase limits are reached.
- How does this repurchase compare to the previous 12-month period?
- During the prior normal course issuer bid (August 12, 2025 through July 31, 2026), OpenText repurchased 14,273,800 shares for approximately $392 million at a volume-weighted average price of $27.49 per share. The new authorization of $500 million provides additional capacity for opportunistic purchases in the coming year.
- What execution mechanism will OpenText use?
- Purchases will be executed in accordance with Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended. The company has also established an automatic share purchase plan (ASPP) with its broker to facilitate purchases during customary blackout periods, subject to parameters set by management and applicable law.
- How does the repurchase program fit into OpenText's broader capital allocation strategy?
- Management characterized the repurchase program as additive to and complementary to the company's overall capital allocation, which includes ongoing debt reduction, M&A activity, and a quarterly dividend program. In Fiscal 2026, OpenText returned $677 million to shareholders: $268 million in dividends and $409 million in repurchases.
- What will happen to repurchased shares?
- All common shares purchased under the repurchase plan will be cancelled, reducing the total issued and outstanding share count.