Palo Alto Networks, Inc. (NasdaqGS:PANW) entered into a definitive agreement to acquire Chronosphere, Inc. from a group of shareholders for $3.4 billion on November 19, 2025. A cash consideration and replacement equity awards of $3.35 billion will be paid by Palo Alto Networks, Inc., subject to adjustments. As part of consideration, $3.35 billion is paid towards common equity of Chronosphere, Inc.

Chronosphere reports generating annual recurring revenue (?ARR?) of over $160 million as of the end of September 2025, growing ARR triple-digits year-over-year. The team, including Martin Mao and Rob Skillington, will join Palo Alto once the acquisition closes. Chronosphere has more than 250 employees.

The transaction is subject to the satisfaction of closing conditions, including regulatory clearance. The expected completion of the transaction is second half of fiscal 2026.

Lauren Bellerjeau,Chere See, Eric McCrath, Tessa Schwartz, Joshua Lerner, Michael Schulman, Dave Sturgeon, Trevor James, Julie O?Neill, Annabel Gillham, Kerry Jones, Marie-Claire Strawbridge, Felix Helmstädter, James Brower, Locke Bell and Ruti Smithline of Morrison & Foerster LLP acted as legal advisor to Palo Alto Networks, Inc. Matthew Abbott and Cullen Sinclair of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisor to General Atlantic Service Company, L.P. Damien M. Weiss, Todd Cleary, Jack Hamilton, Rob Broderick, Eric Allen Conner, Sriram Krishnamurthy, Matthew C. Norgard, Matt Gorman, James G. Clessuras, Barath R. Chari, Matthew Staples, Daniel Chen, Derek E. Wallace, Jamillia P. Ferris, Michelle Yost Hale, Kimberley Biagioli, Joshua F. Gruenspecht, Anne E. Seymour, Timothy Cox, Susan P. Reinstra, Martin R. Sul, and Ryan J. Greecher of Wilson Sonsini Goodrich & Rosati, P.C. acted as legal advisor to Chronosphere, Inc.

Palo Alto Networks, Inc. (NasdaqGS:PANW) completed the acquisition of Chronosphere, Inc. from a group of shareholders on January 29, 2026.