8X8 INC /DE/

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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2026 Proxy Statement

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To our stockholders:

Fiscal 2026 marked a turning point for 8x8. We delivered four consecutive quarters of year-over-year revenue growth, achieved our first GAAP-profitable full fiscal year since fiscal 2015, and continued expanding the capabilities of our platform for a world being reshaped by AI. A year ago, we outlined a clear set of operational priorities: accelerating growth, completing the Fuze customer transition, expanding our partner ecosystem, and maintaining financial discipline. Fiscal 2026 was defined by our execution against those commitments.

Delivering on Our Commitments

Total revenue grew 3% to $735.8 million. Service revenue grew 3% to $715.3 million. Both reflected four consecutive quarters of year-over-year growth. By the fourth quarter, revenue from the remaining customers on the Fuze platform had reached effectively zero, down from approximately 5% of total revenue in the fourth quarter of fiscal 2025. The transition of Fuze customers is now complete.

Our progress extended well beyond the top line in fiscal 2026. GAAP operating income grew 25% to $18.9 million. We delivered GAAP net income of $1.6 million for the full fiscal year, compared to a GAAP net loss of $27.2 million in fiscal 2025. Non-GAAP net income reached $57.5 million, up from $48.3 million in the prior year. GAAP net income per diluted share increased to $0.01, while Non-GAAP net income per diluted share increased to $0.40. We also reduced stock-based compensation expense from $39.9 million in fiscal 2025 to $20.4 million in fiscal 2026, a meaningful reduction in non-cash operating costs.

Cash generation remained strong. Operating cash flow was $55.8 million, our fourth consecutive year of positive annual operating cash flow. We made $30 million in principal repayments on our term loan. Combined with prior repayments, we have reduced total debt by approximately $224 million since our peak indebtedness in August 2022. Stockholders' equity grew to $146.6 million, up 20% from the prior year-end.

Innovating Across Communications, AI and the Customer Experience

Fiscal 2026 was a year of meaningful innovation across our platform. We brought 8x8 Engage to general availability, extending AI-powered customer experience tools to frontline teams outside the contact center, with customer adoption growing more than 300% year-over-year. We introduced AI Studio, enabling organizations to build and deploy AI-powered voice and digital agents without new infrastructure. We acquired Maven Labs and CallRoute to deepen our messaging, automation, and Microsoft Teams capabilities. And we introduced our first product-led growth initiative, making basic workforce engagement tools available at no additional cost directly within the platform, deployable in minutes or hours rather than the days or weeks typically required.

The breadth of what we can offer customers has never been greater, and our results reflect this. Customers using three or more 8x8 products grew meaningfully year-over-year, and these multi-product customers continue to demonstrate stronger retention and higher lifetime value. More than 5 billion digital interactions flowed across 8x8 communications APIs during fiscal 2026. Usage-based revenue grew more than 50% for the full year and more than 70% in the fourth quarter alone, reaching approximately 23% of service revenue in the fourth quarter of fiscal 2026, up from approximately 14% a year earlier. Our internal AI adoption has accelerated as well: we are using AI to automate workflows, replace legacy third-party tools, and compress development cycles in ways that are already showing up in our cost structure.

Serving Customers and Strengthening Our Ecosystem

Our platform is resonating with customers. Throughout the year, we won competitive deals across industries and geographies. For example, in the United States, an insurance company chose 8x8 after evaluating six vendors, replacing two competitors with a full UCaaS and CCaaS deployment. In another example, a healthcare organization with more than 100 locations implemented 8x8 for omnichannel patient communications. Internationally, customers in the UK and the Philippines selected 8x8 for its trusted infrastructure and AI-ready capabilities.

We enter fiscal 2027 with improved partner momentum. Partners remain an underpenetrated growth channel for 8x8, and expanding our global partner ecosystem is a top priority. During fiscal 2026 we increased our investments in systems and automation that make it easier for partners to do business with 8x8, from onboarding and deal registration to co-selling and enablement. We also expanded our Technology Partner Ecosystem during fiscal 2026, including new integrations with our partner MNET, LLC to deliver real-time integration with core financial systems, Workair Limited to deliver the Hive65 workforce management product and engagement, and AI Software, LLC, doing business as Capacity, for agent assistance and guidance. Subsequent to year-end, we announced a strategic partnership with AgentFlow AI GmbH, doing business as Synthflow AI, to expand next-generation agentic AI solutions in the 8x8 Contact Center.

The Voice Infrastructure Advantage

Enterprise communications is undergoing a structural shift. Customers are moving from disconnected tools toward integrated platforms that combine communications, AI, APIs, and workflow automation, while the traditional fixed-seat subscription model gives way to usage-based pricing that aligns cost with value delivered. 8x8 is well positioned for this transition, and fiscal 2026 was a year in which we made that positioning tangible.

As agentic AI moves from experimentation into production, the underlying communications infrastructure becomes increasingly strategic. Every AI interaction, every agentic workflow, every automated customer response still requires a communications layer: voice routing, messaging infrastructure, data handling, compliance logging, service level guarantees. The more AI permeates enterprise operations, the more traffic flows through the communications infrastructure and the more critical that infrastructure becomes. AI gets smarter from data. We believe the data that matters most lives in conversations, and the company that owns the communications network owns the context that delivers truly intelligent AI in the enterprise setting.

Our global network with carrier-grade voice and messaging across fifty-eight countries sits at the intersection of what AI needs and what AI cannot replace. We believe this will prove to be a structural advantage that is not easily replicated.

Independent analysts and industry observers have reached similar conclusions. 8x8 was named a Leader in the IDC European MarketScape for Worldwide Communications Engagement Platforms and a Leader in the Omdia Universe for Customer Engagement Platforms. We earned recognition across five categories at the 22nd Annual International Business Awards, including Gold Stevie Awards, bringing our three-year total to 21 Stevie Awards. 8x8 was also named a Top Provider for both CCaaS and CPaaS by Metrigy in its Q2 2026 MetriStar Top Provider reports.1

Looking Ahead

We enter fiscal 2027 with real momentum: a unified platform that enterprises trust, rapid growth in usage revenue, including from our AI products and communications APIs, and a customer base that increasingly depends on the full 8x8 stack to run their most critical operations. The investments we made over the past three years — in platform, in AI, in go-to-market discipline — are compounding, and the results are showing up in our financials.

We are on a multi-year journey as we build a diversified, durable business. Our priorities remain clear:

•Expand our global communications infrastructure for AI-driven customer engagement.

•Deliver innovation that enables seamless human and agent interactions that build trust at every stage of the customer journey.

•Scale our partner and distribution ecosystem globally.

•Drive operational discipline and efficiency.

On behalf of the leadership team, thank you to our customers, partners, employees, and shareholders for your continued trust and support.

Sincerely,

Samuel C. Wilson

Chief Executive Officer

1 Reference: IDC MarketScape: European Contact Center as a Service Applications Software 2025 Vendor Assessment by Oru Mohiuddin, Graham Fruin, and Bruno Teyton, October 2025, IDC #EUR153005525; Omdia Universe: Customer Engagement Platforms, 2026 by Mila D’Antonio, Principal Analyst, Customer Engagement, published February 6, 2026; MetriStar Top Provider Award: Communications Platform as a Service, Q2 2026 by Beth Schultz, VP of Research and Principal Analyst, Metrigy; Metrigy MetriStar Top Provider Award: Contact Center-as-a-Service Platforms, Q2 2026, by Robin Gareiss, CEO and Principal Analyst, Metrigy; https://iba.stevieawards.com/

Table of Contents

CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS

This proxy statement contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Any statements that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as "may," "will," "should," "estimates," "predicts," "potential," "continue," "strategy," "believes," "anticipates," "plans," "expects," "intends," “opportunity,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements contained in this Proxy Statement include, but are not limited to, statements about: our future financial performance, including revenue, margins, and operating expenses; trends in our business and the technology industry; the sufficiency of our cash, cash equivalents, investments, and operating cash flows to meet our liquidity needs; our ability to service our debt; our market position, opportunity, and growth strategy; our ability to compete successfully; our product strategy, innovation efforts and evolving artificial intelligence ("AI") capabilities; our ability to operate under evolving macroeconomic conditions; our ability to attract and retain customers; our ability to expand into new markets and internationally; our ability to manage growth and future expenses; and the impact of recent accounting standards on our consolidated financial statements.

For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s annual report on Form 10-K, as well as other reports that 8x8, Inc. files from time to time with the U.S. Securities and Exchange Commission (the “SEC”). All forward-looking statements are qualified in their entirety by this cautionary statement, and 8x8, Inc. undertakes no obligation to update publicly any forward-looking statement for any reason, except as required by law, even as new information becomes available or other events occur in the future.

Notice of the 2026 Annual Meeting of Stockholders

The 2026 Annual Meeting (the “2026 Annual Meeting”) of Stockholders of 8x8, Inc. (“8x8” or the “Company”), a Delaware corporation, will be held virtually at the date and time indicated below.

Meeting Information

August 3, 2026

9:00 a.m., Pacific Time

All stockholders are cordially invited to virtually attend the 2026 Annual Meeting. We will be hosting the 2026 Annual Meeting via live webcast on the Internet. Any stockholder can listen to and participate in the 2026 Annual Meeting live via the Internet atwww.virtualshareholdermeeting.com/8x82026. Stockholders may vote and ask questions while connected to the 2026 Annual Meeting on the Internet. You will not be able to attend the 2026 Annual Meeting in person. Instructions on how to participate in the 2026 Annual Meeting and demonstrate proof of stock ownership are posted atwww.virtualshareholdermeeting.com/8x82026. However, to ensure your representation at the 2026 Annual Meeting, you are urged to vote as promptly as possible. Any stockholder of record virtually attending the 2026 Annual Meeting may vote even if he or she has previously returned a proxy. The items of business are summarized below and are described in more detail in the Proxy Statement accompanying this notice.

Notice of Internet Availability

In accordance with Securities and Exchange Commission rules that allow us to furnish our proxy materials over the Internet, we are mailing to most of our stockholders a Notice of Internet Availability of Proxy Materials, instead of a paper copy of the proxy materials, on or about June 24, 2026. The notice contains instructions on how to access the proxy materials over the Internet and how to submit your proxy via the Internet. If you would like to receive a paper copy of our proxy materials from us instead of downloading a printable version from the Internet, please follow the instructions for requesting a paper copy of such materials included in the notice, as well as in the accompanying Proxy Statement.

Record Date

Stockholders of record at the close of business on Monday, June 8, 2026 are entitled to notice of and to vote at the 2026 Annual Meeting or at any adjournments or postponements thereof.

Stockholder List

A list of stockholders entitled to vote will be available for 10 days prior to the 2026 Annual Meeting at our headquarters, 675 Creekside Way, Campbell, California 95008. If you would like to view the stockholder list, please contact our Investor Relations department at (408) 495-2524 to schedule an appointment or for alternative arrangements to the extent office access is impracticable. In addition, a list of stockholders of record will be available during the 2026 Annual Meeting for inspection by stockholders of record for any legally valid purpose related to the 2026 Annual Meeting at www.virtualshareholdermeeting.com/8x82026.

By Order of the Board of Directors,

Jaswinder Pal Singh

Campbell, California

June 24, 2026