NTCT

• GAAP net income was $21.8 million ($0.29 per diluted share) versus a GAAP net loss of $3.7 million ($0.05 loss per diluted share) in the prior-year quarter.
• Non-GAAP net income was $38.6 million ($0.52 per diluted share) versus $24.7 million ($0.34 per diluted share) in the prior-year quarter.
• Adjusted EBITDA was $46.9 million (22.3% of revenue) versus $29.3 million (15.7% of revenue) in the prior-year quarter.
• For fiscal year 2027, the company reaffirmed revenue guidance of $885.0 million to $915.0 million, GAAP EPS of $1.55 to $1.70, and non-GAAP EPS of $2.65 to $2.80.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• The audit committee appointed KPMG LLP to serve as the new independent auditor for the fiscal year ending March 31, 2027.
• PwC's reports on NetScout's fiscal 2025 and 2026 financial statements contained no adverse opinion, disclaimer, or qualification.
• No disagreements or reportable events occurred with PwC during fiscal 2025, fiscal 2026, or the subsequent interim period through May 28, 2026.
• NetScout did not consult KPMG on any accounting, auditing, or financial reporting matter during the covered periods.

4.01 Changes in Registrant's Certifying Accountant · 9.01 Financial Statements and Exhibits

• Full-year FY2026 revenue was $859.5 million, up from $822.7 million in FY2025; GAAP net income was $95.5 million ($1.30 diluted EPS) versus a net loss of $366.9 million in FY2025.
• Non-GAAP Q4 net income was $38.5 million ($0.52 diluted EPS), and non-GAAP full-year net income was $182.0 million ($2.48 diluted EPS).
• FY2027 outlook: revenue of $885.0-$915.0 million, GAAP diluted EPS of $1.55-$1.70, and non-GAAP diluted EPS of $2.65-$2.80.
• On May 1, 2026, NETSCOUT closed the acquisition of DigiCert's DDoS protection business, expected to contribute ~$20 million in annualized revenue.
• During Q4, NETSCOUT repurchased 1.0 million shares for ~$29 million; cash and investments totaled $705.1 million as of March 31, 2026.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• GAAP net income was $55.1 million ($0.75 diluted EPS) vs. $48.8 million ($0.67) a year ago; non-GAAP net income was $73.7 million ($1.00) vs. $68.3 million ($0.94).
• GAAP operating margin improved to 25.7% from 24.5%; non-GAAP operating margin was 35.9% vs. 35.6%.
• Company raised FY2026 revenue outlook to $835M-$870M and non-GAAP EPS to $2.37-$2.45.
• Cash and investments totaled $586.2 million as of Dec 31, 2025; no debt outstanding on $600M credit facility.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• GAAP net income was $25.8 million ($0.35 diluted EPS) vs. $9.0 million ($0.13) a year ago; non-GAAP net income was $45.1 million ($0.62) vs. $33.6 million ($0.47).
• GAAP operating margin improved to 14.8% from 7.4%; non-GAAP operating margin was 26.5% vs. 23.1%.
• Company raised FY2026 revenue outlook to $830-$870 million and non-GAAP EPS to $2.35-$2.45.
• Repurchased 740,981 shares at average price $22.34; no debt outstanding on $600M credit facility.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• The amended plan became effective immediately upon stockholder approval; the board had approved it on July 17, 2025, subject to that approval.
• Stockholders elected Robert E. Donahue, John R. Egan, Marlene Pelage, and Anil K. Singhal as Class II directors, each for a three-year term until the 2028 annual meeting.
• The advisory vote on named executive officer compensation passed with 51,034,391 votes for, 7,875,187 against, and 54,172 abstentions.
• Stockholders ratified PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending March 31, 2026.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.07 Submission of Matters to a Vote of Security Holders

• GAAP net loss was $3.7 million ($0.05 per diluted share) vs. a $443.4 million loss ($6.20 per share) a year ago; non-GAAP net income was $24.7 million ($0.34 per diluted share) vs. $20.6 million ($0.28) in Q1 FY2025.
• GAAP loss from operations narrowed to $6.6 million (negative 3.5% margin) from $463.3 million (negative 265.4%) in Q1 FY2025; non-GAAP operating income was $26.6 million (14.2% margin).
• Cash and investments totaled $543.5 million as of June 30, 2025; the company repurchased 761,249 shares at an average price of $19.72 for about $15.0 million.
• Fiscal year 2026 outlook reaffirmed: revenue $825–$865 million, GAAP EPS $1.07–$1.22, non-GAAP EPS $2.25–$2.40.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Anthony Piazza appointed EVP and CFO, and Sanjay Munshi appointed COO, effective June 1, 2025.
• Eric Watt appointed principal accounting officer effective June 1, 2025.
• Piazza will receive base salary of $350,000, target bonus of 71.4% of base, and grants of 18,000 RSUs and 12,000 PSUs.
• Munshi will receive base salary of $350,000, target bonus of 57.1% of base, and grants of 15,000 RSUs and 10,000 PSUs.

2.02 Results of Operations and Financial Condition · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits