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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________
FORM 8-K
__________________

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 16, 2025

__________________
TENABLE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
__________________
Delaware 001-38600 47-5580846
(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification Number)

6100 Merriweather Drive, Columbia, Maryland, 21044
(Address of principal executive offices, including zip code)

(410) 872-0555
(Registrant’s telephone number, including area code)
__________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share TENB The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 5.02    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
As previously disclosed in Tenable Holdings, Inc.’s (the “Company”) Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on December 5, 2024, the Company’s Board of Directors (the “Board”) previously appointed Stephen A. Vintz, the Company’s Chief Financial Officer, and Mark Thurmond, the Company’s Chief Operating Officer, to serve as Co-Chief Executive Officers on an interim basis. On April 16, 2025, the Company announced that the Board unanimously appointed Mr. Vintz and Mr. Thurmond as co-Chief Executive Officers on a permanent basis. Mr. Vintz will continue to serve as the Company’s Chief Financial Officer while the Company conducts a search for a new Chief Financial Officer.
Biographical and other information about each of Mr. Vintz and Mr. Thurmond is included in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on April 3, 2025.
There are no family relationships between either Mr. Vintz or Mr. Thurmond and any of the Company’s directors or other executive officers. Neither Mr. Vintz nor Mr. Thurmond has a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K other than as previously reported in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on April 3, 2025.
Item 7.01    Regulation FD Disclosure
On April 16, 2025, the Company issued a press release announcing that its Board has unanimously appointed Stephen A. Vintz and Mark Thurmond as Co-Chief Executive Officers on a permanent basis. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01 of this Current Report on 8-K (including Exhibit 99.1) is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section of the Securities Act of 1933, as amended. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, whether made before or after today’s date, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific references in such filing.
Item 9.01    Financial Statements and Exhibits.
(d)     Exhibits
Exhibit Number Description
99.1
101.SCH Inline XBRL Taxonomy Extension Schema Document.
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104
The cover page from Tenable's 8-K filed on April 16, 2025, formatted in Inline XBRL.



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
TENABLE HOLDINGS, INC.
Date: April 16, 2025 By: /s/ Michelle VonderHaar
Michelle VonderHaar
Chief Legal Officer and Corporate Secretary

EX-99.1 2 a4162025ex991.htm EX-99.1 Document

Tenable Appoints Steve Vintz and Mark Thurmond as Co-CEOs
COLUMBIA, Md. (April 16, 2025) — Tenable®, the exposure management company, today announced that its Board of Directors has unanimously appointed Steve Vintz and Mark Thurmond as co-Chief Executive Officers on a permanent basis. Following an extensive search process that considered both internal and external candidates, the Board concluded that Vintz and Thurmond are best positioned to move the company forward. The decision reflects the Board’s confidence in the strength of their leadership following a successful interim period during which they drove significant operational and strategic momentum. The Board also intends to appoint Vintz and Thurmond to the Board immediately following the company’s annual shareholder meeting to be held on May 14, 2025.
Vintz, Tenable’s Chief Financial Officer since 2014, and Thurmond, who has served as Chief Operating Officer since 2020, bring deep industry and operational experience. Under the co-CEO structure, Vintz will oversee product, cyber security, corporate development and all general and administrative functions, while Thurmond will oversee GTM functions including sales, professional services, technical support, marketing, and customer success. Together, they will continue to guide the company’s mission to help organizations understand and reduce cyber risk across their modern attack surfaces.
“Mark and Steve have demonstrated exceptional leadership and alignment during their time as interim co-CEOs,” said Art Coviello, Chairman of the Tenable Board of Directors. “Their collaborative leadership style, deep industry knowledge, and customer-first mindset have already created strong results. We are confident in their ability to continue driving innovation and long-term value for all stakeholders.”
Under their interim leadership, Tenable has expanded its customer footprint, with strong adoption of the Tenable One Exposure Management platform and growing momentum behind Tenable Cloud Security. They also completed the strategic acquisition of Vulcan Cyber, advancing Tenable’s product roadmap with the expected launch of a significantly expanded version of Tenable One that we believe will be the most comprehensive exposure management platform on the market.
“We are honored to lead Tenable as co-CEOs and energized by the opportunity ahead,” said Vintz and Thurmond in a joint statement. “We have tremendous belief in Tenable’s mission, team and market position, and we’re excited to build on our momentum to deliver meaningful outcomes for our customers, employees and shareholders.”
Coviello, a respected cybersecurity leader, will remain Chairman of the Board. Additionally, Steve Vintz will continue to serve as Chief Financial Officer, while the company conducts a CFO search.
About Tenable
Tenable® is the exposure management company, exposing and closing the cybersecurity gaps that erode business value, reputation and trust. The company’s AI-powered exposure management platform radically unifies security visibility, insight and action across the attack surface, equipping modern organizations to protect against attacks from IT infrastructure to cloud environments to critical infrastructure and everywhere in between. By protecting enterprises from security exposure, Tenable reduces business risk for approximately 44,000 customers around the globe. Learn more at tenable.com.
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Media Contact:
Tenable
tenablepr@tenable.com
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding the effects of appointing the co-CEOs, are forward-looking statements and represent our views as of the date of this press release.



The words “anticipate,” "believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number of assumptions and risks and uncertainties, many of which involve factors or circumstances that are beyond our control that could affect our financial results. These risks and uncertainties are detailed in the sections titled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2024 as well as other filings that we make from time to time with the SEC, which are available on the SEC's website at sec.gov. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events and trends discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in any forward-looking statements. Except as required by law, we are under no obligation to update these forward-looking statements subsequent to the date of this press release, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.