Domo, Chapter 1: Utah’s Domo Agrees to Sell Substantially All of Its Operating Assets to Progress Software for $400 Million

EXECUTIVE SUMMARY

✅ Utah-based Domo has agreed to sell substantially all of its operating assets and transfer its employees to Progress Software for approximately $400 million in cash.

✅  If the deal is approved and consummated, Domo will survive under a new name and stock ticker, retaining an estimated $246 million in net cash, more than $900 million in Net Operating Loss (NOL) carryforwards, with Founder /Chief Executive Officer, Josh James, continuing as CEO of the renamed firm.

✅  Additional details should come to light when Domo files its preliminary and definitive Schedule 14C information statements with the U.S. Securities and Exchange Commission.

27 July 2026 — AMERICAN FORK, Utah — The board of directors of Utah-based Domo (NASDAQ:DOMO) has agreed to sell substantially all of the company's operating assets and transfer its employees to Progress Software (NASDAQ:PRGS) for approximately $400 million in cash.

But Progress is not buying the publicly traded company itself.

Rather, under the announced transaction, Progress will acquire

• The software platform,
• Domo's intellectual property,
• Customer relationships,
• Domo's workforce, and
• Other assets needed to operate the Domo business.

Presuming the transaction closes (which is expected), the corporation now known as Domo is expected to survive under a new corporate name and stock ticker.

It is also expected to retain approximately $246 million in net cash and more than $900 million in federal and state Net Operating Loss carryforwards, or NOLs.

In practical terms, Domo has agreed to sell the operating business while keeping the public-company structure and selected assets left behind.

What Is Domo Selling?

Domo provides cloud-based software that helps organizations bring information together from different systems, analyze it and use it through dashboards, applications, automated workflows and artificial intelligence tools.

According to Domo’s Form 8-K filed with the U.S. Securities and Exchange Commission, Progress has agreed to acquire substantially all of Domo’s assets and employees, and will also assume specified liabilities tied to the business.

The approximate $400 million purchase price is payable to Domo, subject to adjustments under the Asset Purchase Agreement.

To be clear, the promised $400 million payment is NOT going directly to Domo shareholders.

Additionally, the companies expect the transaction to close during Progress’ fourth fiscal quarter of 2026, subject to regulatory clearance and other closing conditions.

Until then, this is an agreement to sell, not a completed transaction.

What Will Domo Retain?

After repaying debt and accounting for transaction-related obligations, Domo estimates that the surviving corporation will hold approximately $246 million in net cash.

The company calculated that estimate at approximately $4.84 per share when the transaction was announced, which (as the Domo news release stated) is an 81% premium to the prior 30-day average of the company's share price.

The cash is expected to remain inside the surviving company unless its board later approves a distribution or deploys the money through another strategy.

Domo also expects to retain more than $900 million in federal and state NOLs.

Those tax losses could potentially offset taxable income generated by businesses the surviving company owns in the future. Their ultimate value will depend upon future profitability, transaction structure and federal tax limitations.

According to a filing with the SEC, Domo has adopted a "Tax Benefits Preservation Plan" intended to help protect those tax assets from ownership changes that could limit their use.

The company said its board expects to consider opportunities to monetize the NOLs and may evaluate returning capital to shareholders.

Please note that the phrase

"consider opportunities to monetize the NOLs"

was not explained.

Nor has Domo announced a specific acquisition, investment, or a possible distribution plan.

What is expected, however, is that Domo CEO and Founder, Josh James, will retain his position as CEO of the successor company.

To be Clear, the Sale Is Already Approved

It should be noted that James controls enough shareholder voting power to approve the transaction without support from Domo’s minority shareholders.

And that's what he did, through written consent.

As disclosed in the SEC-filed Voting and Support Agreement, James and the James-controlled Cocolalla (which together hold sufficient voting power to approve the transaction), delivered the required written consent to sell the Domo assets.

And Progress is obviously a party to that agreement as the buyer.

So yes, this sale is already approved and does not need to solicit shareholder votes to approve the sale.

It must instead provide shareholders with an information statement describing the corporate action that has already been authorized.

What's Next?

Domo’s initial announcement and SEC filings establish the transaction’s basic structure:

🔹 Progress has agreed to pay approximately $400 million for substantially all of Domo’s operating assets and employees.

🔹 Domo is expected to survive under a different brand identity with a different stock symbol.

🔹 And that company is expected to retain substantial cash and tax assets after the sale.

What's next should be Domo’s filing of its preliminary Schedule 14C information statement with the SEC, also known as a PRE-14C.

After the SEC review process, Domo is expected to file its definitive Schedule 14C, or Form DEF-14C, and provide the final information statement to shareholders.

Those filings should disclose

🔺 More about how the transaction developed,

🔺 What Domo’s board considered, and

🔺 How the $400 million agreement was evaluated.

That reporting belongs in Domo, Chapter 2.

For Chapter 1, however, the business reality is already clear:

▪️ Progress wants the operating company;

▪️ Both parties have already agreed to the deal; and

▪️ Domo intends to preserve the corporation as a publicly traded entity.

But for now, we wait for more news to drop.

Publisher's Note

This writeup was originally published and distributed to our Subscribers at approximately 11:11am MT on Monday, 27 July 2026.

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