On February 10, 2026, Yext, Inc. (NYSE: YEXT), a prominent brand visibility platform, announced the commencement of a modified Dutch auction tender offer aimed at repurchasing up to $180 million of its common stock. This strategic move is designed to enhance shareholder value and provide liquidity to investors by allowing them to tender their shares within a specified price range.

The tender offer will facilitate the purchase of shares at a price not less than $5.75 and not greater than $6.50 per share. This price range is particularly significant, as it exceeds the closing price of Yext's common stock on February 9, 2026, which stood at $4.91 per share.

2. Key Details of the Tender Offer

The tender offer is set to expire on March 12, 2026, at 5:00 p.m. New York City time. Shareholders will have the flexibility to tender their shares prior to this deadline, with the added option to withdraw their tenders at any time before the expiration of the offer. Importantly, the offer is not conditioned on a minimum number of shares being tendered, nor is it subject to a financing condition, providing a straightforward opportunity for shareholders to participate.

Yext’s management believes that this modified Dutch auction tender offer serves as an effective mechanism for returning capital to its stockholders. The auction format allows shareholders to select the price at which they are willing to sell their shares, offering a bespoke approach to liquidity without the potential disruptions associated with open market transactions.

3. Benefits for Shareholders

The primary goal of the tender offer is to return capital to Yext stockholders while simultaneously enhancing their relative ownership in the company. Shareholders who opt not to participate in the tender offer will see an increase in their percentage interest in Yext, potentially benefiting from the company's future performance.

This initiative is particularly timely, as it aligns with Yext’s commitment to providing clarity and control over brand visibility across various digital channels, powered by its extensive data-driven insights.

4. Tender Offer Process

Yext will provide comprehensive instructions and details regarding the tender offer in the accompanying materials sent to stockholders. The information agent for this tender offer is D.F. King & Co., Inc., while Broadridge Corporate Issuer Solutions, LLC will serve as the depositary. BofA Securities, Inc. has been appointed as the dealer manager for the offer.

Shareholders are encouraged to consult their financial and tax advisors before participating in the tender offer, as the decision to tender shares should be based on a thorough understanding of the terms and conditions outlined in the official documentation.

5. Conclusion

Yext, Inc.'s announcement of its modified Dutch auction tender offer reflects the company's proactive approach to enhancing shareholder value and managing its capital structure. As Yext continues to solidify its position as a leader in brand visibility, this tender offer represents a significant opportunity for shareholders to capitalize on their investments while contributing to the company's future growth trajectory.

For more information on the tender offer, shareholders can access the relevant materials on Yext’s investor relations website, ensuring they stay informed and engaged in the company’s strategic decisions.

Original press release