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HUBSPOT INC

For the period ended Dec 31, 2025. Filed Feb 11, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 11, 2026

HUBS$205.93+2.7%Stored close · as of Nov 9, 2026

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Contents

Item 9B. Other Information

Because we are filing this Annual Report on Form 10-K within four business days after the applicable event, we are

making the following disclosure under this Part II, Item 9B instead of filing a Current Report on Form 8-K under Item 1.01.

Entry into a Material Definitive Agreement and Item 2.03. Creation of a Direct Financial Obligation or an Obligation under

an Off-Balance Sheet Arrangement of a Registrant.

On February 10, 2026, we entered into a Credit Agreement with Bank of America, N.A., as the administrative agent and L/C Issuer, and the banks and other financial institutions or entities party thereto as lenders (the “Revolving Credit Agreement”). The Revolving Credit Agreement provides for (i) a five year senior secured revolving credit facility in the amount of up to $500 million and (ii) an uncommitted incremental facility subject to certain conditions. We may use the proceeds of future borrowings under the credit facility to finance working capital, capital expenditures and for other general corporate purposes, including permitted acquisitions and investments. The facility may be drawn as a Base Rate Loan (at the highest of the federal funds rate plus 0.50%, the Bank of America prime rate, or one-month Term SOFR plus 1.00%, all subject to a 1.00% floor, plus an applicable margin ranging from 0.125% to 0.875%) or Term SOFR Loan (SOFR plus an applicable margin ranging from 1.125% to 1.875%). The facility is subject to customary fees for loan facilities of this type, including ongoing commitment fees at a rate between 0.125% and 0.300% per annum on the daily undrawn balance. Our obligations under the Revolving Credit Agreement are secured by substantially all of our assets. The Revolving Credit Agreement contains customary representations and warranties, customary affirmative and negative covenants, and, during periods when we do not maintain investment-grade credit ratings, a financial covenant that is tested quarterly and requires us to maintain a certain consolidated leverage ratio, and customary events of default.

The foregoing summary of the Revolving Credit Agreement is qualified in its entirety by reference to the complete terms and

provisions of the Revolving Credit Agreement, a copy of which will be filed as an exhibit the Company’s Form 10-Q for the quarter ended March 31, 2026 and incorporated by reference herein

Because we are filing this Annual Report on Form 10-K within four business days after the applicable event, we are making the following disclosure under this Part II, Item 9B instead of filing a Current Report on Form 8-K under Item 8.01 Other Events.

On February 7, 2026, the Company’s Board of Directors authorized a share repurchase program for the repurchase of shares of the company’s common stock, in an aggregate amount of up to $1.0 billion (the “2026 Share Repurchase Program”) over a period of up to 24 months. Repurchases under this program will be made in the open market, through privately negotiated transactions or other means, including pursuant to 10b5-1 plans, and in compliance with applicable securities laws and other requirements. The timing, manner, price, and amount of the 2026 Share Repurchase Program will be subject to the discretion of the Company’s management. The 2026 Share Repurchase Program does not obligate the Company to acquire a specified number of shares, and may be suspended, modified, or terminated at any time, without prior notice.

10b5-1 Trading Plans

The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted, modified or terminated by our directors and certain officers during the fourth quarter of 2025, each of which is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c), referred to as Rule 10b5-1 trading plans.

NameAction TakenNature of Trading ArrangementDuration of Trading ArrangementAggregate Number of Securities
Kate Bueker (Chief Financial Officer)Adoption (November 26, 2025)Trading plan intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c)400 days19,781 shares
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