---
schema_version: "secwatch.filing_event.v1"
accession: "0001660280-23-000127"
form_type: "8-K"
ticker: "TENB"
cik: "0001660280"
company_name: "Tenable Holdings, Inc."
filed_at: "2023-09-07T23:59:59+00:00"
generated_at: "2026-06-10T22:52:22.387746+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# Tenable acquires CNAPP vendor Ermetic for $265M; close expected early Q4 2023

## Summary
- Purchase price: ~$240M cash + $25M in restricted stock/RSUs, subject to customary adjustments.
- Ermetic provides cloud-native application protection (CNAPP) and cloud infrastructure entitlement mgmt (CIEM).
- Acquisition expected to close early Q4 2023, subject to customary closing conditions.
- Q4 2023: non-GAAP op expenses up $4–6M; unlevered FCF down $14–16M (incl. acquisition costs).
- Tenable will integrate Ermetic into its Tenable One Exposure Management Platform.

## SEC filing metadata
- accession: 0001660280-23-000127
- form_type: 8-K
- ticker: TENB
- cik: 0001660280
- company_name: Tenable Holdings, Inc.
- filed_at: 2023-09-07T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1660280/000166028023000127/0001660280-23-000127-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1660280/000166028023000127/tenb-20230907.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001660280-23-000127
- JSON: https://secwatch.observer/filing/0001660280-23-000127.json
- Plain text: https://secwatch.observer/filing/0001660280-23-000127.txt

## Key facts
- Material Agreements
  Tenable Holdings, Inc. entered into Purchase Agreement with Ermetic Ltd., each of the shareholders of Ermetic identified in the Purchase Agreement or joined to the Purchase Agreement pursuant to a joinder agreement (collectively, the "Sellers"), and Shareholder Representative Services LLC valued at approximately $265 million (effective 2023-09-07).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Ermetic Ltd., each of the shareholders of Ermetic identified in the Purchase Agreement or joined to the Purchase Agreement pursuant to a joinder agreement (collectively, the "Sellers"), and Shareholder Representative Services LLC
  - Value: approximately $265 million
  - Effective: 2023-09-07
  source text: On September 7, 2023, Tenable, Inc., a Delaware corporation (“Purchaser”) and a wholly owned subsidiary of Tenable Holdings, Inc., a Delaware corporation (“Tenable”), entered into a share purchase agreement (the “Purchase Agreement”) with Ermetic Ltd., a company organized under the laws of the State of Israel (“Ermetic”), each of the shareholders of Ermetic identified in the Purchase Agreement or joined to the Purchase Agreement pursuant to a joinder agreement (collectively, the “Sellers”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the representative, agent and attorney-in-fact of the indemnitors under the Purchase Agreement, pursuant to which Purchaser will acquire all of the outstanding share capital of Ermetic (the “Acquisition”) and Ermetic will continue as a wholly-owned subsidiary of Purchaser and indirect subsidiary of Tenable. The aggregate purchase price for the Acquisition is approximately $265 million, payabl
  evidence_url: https://www.sec.gov/Archives/edgar/data/1660280/000166028023000127/0001660280-23-000127-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.