UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 6, 2019

Verint Systems Inc.

(Exact Name of Registrant as Specified in Charter)

175 Broadhollow Road

Melville, New York 11747

(Address of Principal Executive Offices, and Zip Code)

(631) 962-9600

Registrant’s Telephone Number, Including Area Code

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

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 (see General Instruction A.2. below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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.  ☐

On May 6, 2019, Verint Systems Inc. (the “Company”) issued a press release providing preliminary information regarding its revenue for the quarter ended April 30, 2019. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.

The information in this Item 2.02, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

(d) Exhibits

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 hereunto duly authorized.

Date: May 6, 2019

Exhibit 99.1

Press Release

Verint Announces Preliminary Q1 Revenue Above Guidance

Strong Start to Year Eliminates Speculation of Q1 Underachievement Due to Recent Ransomware Event

Q1 Results to be Discussed on Earning Call Scheduled for May 29th at 4:30 pm ET

New Disclosure on Verint’s Cloud and Automation Strategy to be Provided as Part of Verint’s Sell-Side Analyst Event on May 20^th and May 21^st at Verint’s Annual Customer Engagement User Conference

MELVILLE, N.Y., May 6, 2019 — Verint^® Systems Inc. (Nasdaq: VRNT), a global Actionable Intelligence^® leader, today announced preliminary Q1 non-GAAP revenue above guidance for its first quarter ended April 30, 2019.    Verint now expects Q1 non-GAAP revenue to come in 1% to 2% above its guidance of $315 million that was issued on Verint’s March 27, 2019 earnings call.

“We are pleased to start the year strong, ahead of our revenue guidance, notwithstanding the ransomware event two weeks before quarter end, reflecting continued momentum in our business. We also expect our Q1 revenue overachievement to drive healthy EPS in Q1 as we grow non-GAAP earnings faster than revenue through margin expansion,” said Dan Bodner, Verint CEO.

Bodner continued, “We look forward to our earnings call on May 29^th to further review our results and share new disclosures that will help investors better understand the underlying growth trends in our business. We also look forward to discussing how our automation and cloud strategy is clearly differentiating Verint during our sell-side analyst event on May 20^th and May 21^st taking place at our annual Customer Engagement user conference.”

As previously disclosed, Verint experienced a ransomware attack on April 16^th. Verint quickly identified and remediated the attack, and fully restored Verint’s IT services in less than 24 hours without any loss or disclosure of customer data.

About Verint Systems Inc.

Verint^® (Nasdaq: VRNT) is a global leader in Actionable Intelligence^® solutions with a focus on customer engagement optimization and cyber intelligence. Today, over 10,000 organizations in more than 180 countries—including over 85 percent of the Fortune 100—count on intelligence from Verint solutions to make more informed, effective and timely decisions. Learn more about how we’re creating A Smarter World with Actionable Intelligence^® at www.verint.com.

This press release contains “forward-looking statements,” including statements regarding expectations, predictions, views, opportunities, plans, strategies, beliefs, and statements of similar effect relating to Verint Systems Inc. These forward-looking statements are not guarantees of future performance and they are based on management’s expectations that involve a number of risks, uncertainties and assumptions, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. For a detailed discussion of these risk factors, see our Annual Report on Form 10-K for the fiscal year ended January 31, 2019, and other filings we make with the SEC. The forward-looking statements contained in this press release are made as of the date of this press release and, except as required by law, Verint assumes no obligation to update or revise them or to provide reasons why actual results may differ.

VERINT, ACTIONABLE INTELLIGENCE, THE CUSTOMER ENGAGEMENT COMPANY, NEXT IT, FORESEE, OPINIONLAB, KIRAN ANALYTICS, TERROGENCE, SENSECY, CUSTOMER ENGAGEMENT SOLUTIONS, CYBER INTELLIGENCE SOLUTIONS, EDGEVR, RELIANT, VANTAGE, STAR-GATE, SUNTECH, and VIGIA are trademarks or registered trademarks of Verint Systems Inc. or its subsidiaries. Other trademarks mentioned are the property of their respective owners.

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Contacts:

Investor Relations

Alan Roden

Verint Systems Inc.

alan.roden@verint.com