0000876167-24-000031 | 10-K | XBRL Viewer | Progress Software Corp MA

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Leases - Schedule of Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Leases [Abstract]
Lease costs under long-term operating leases	$ 8,935	$ 7,079	$ 7,867
Lease costs under short-term operating leases	170	71	32
Variable lease cost under short-term and long-term operating leases	354	282	434
Operating lease right-of-use asset impairment	115	0	3,057
Sublease income	(468)	0	0
Total net operating lease cost	9,106	7,432	11,390
Cash paid for leases	10,472	8,571	8,406
Right-of-use assets recognized for new leases and amendments (non-cash)	$ 3,444	$ 451	$ 3,222
Weighted average remaining lease term in years	2 years 8 months 26 days	3 years 3 months 29 days
Weighted average discount rate	4.60%	2.60%

Business Combinations

12 Months Ended

Nov. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Business Combinations

MarkLogic Acquisition

On February 7, 2023, we completed the acquisition of the parent company of MarkLogic Corporation ("MarkLogic"), pursuant to the Stock Purchase Agreement (the "Purchase Agreement"), dated as of January 3, 2023. The acquisition was completed for a base purchase price of $355.0 million (subject to certain customary adjustments) in cash. We funded the acquisition through a combination of existing cash resources and by drawing down $195.0 million from our then-existing revolving credit facility. Refer to Note 8: Debt for further information.

The acquisition consideration for MarkLogic has been preliminarily allocated to MarkLogic’s assets and assumed liabilities based on estimated fair values. The preliminary fair value estimates of the net assets acquired are based upon preliminary calculations and valuations, and those estimates and assumptions are subject to change as we obtain additional information for those estimates during the measurement period (up to one year from the acquisition date).

The allocation of the purchase price is as follows (in thousands):


	Preliminary Purchase Price Allocation		Life
Net working capital	$	47,900
Property, plant and equipment	723
Purchased technology	67,300		7 years
Trade name	12,500		7 years
Customer relationships	152,300		7 years
Other assets, including long-term unbilled receivables	4,789
Deferred taxes	(24,958)
Deferred revenue	(33,116)
Goodwill	161,070
Net assets acquired	$	388,508

The fair value of the intangible assets was estimated using the income approach in which the after-tax cash flows are discounted to present value. The cash flows are based on estimates used to value the acquisition, and the discount rates applied were benchmarked with reference to the implied rate of return from the transaction model as well as the weighted average cost of capital. The valuation assumptions take into consideration our estimates of customer attrition, technology obsolescence, and revenue growth projections.

We recorded the excess of the purchase price over the identified tangible and intangible assets as goodwill. We believe that the investment value of the future enhancement of our product and solution offerings created as a result of this acquisition has principally contributed to a purchase price that resulted in the recognition of $161.1 million of goodwill, which is not deductible for tax purposes.

Acquisition-related transaction costs (e.g., legal, due diligence, valuation, and other professional fees) and certain acquisition restructuring and related charges are not included as a component of consideration transferred but are required to be expensed as incurred. During the fiscal year ended November 30, 2023, we incurred approximately $4.3 million of acquisition-related costs, which are included in acquisition-related expenses on our consolidated statement of operations.

The amount of revenue of MarkLogic included in our consolidated statement of operations during the fiscal year ended November 30, 2023, was approximately $72.5 million. We determined that disclosing the amount of MarkLogic related earnings included in the consolidated statement of operations is impracticable, as certain operations of MarkLogic were integrated into the operations of the Company from the date of acquisition.

Pro Forma Information

The following pro forma financial information presents the combined results of operations of Progress and MarkLogic as if the acquisition had occurred on December 1, 2021, after giving effect to certain pro forma adjustments. The pro forma adjustments reflected herein include only those adjustments that are directly attributable to the MarkLogic acquisition and factually supportable. These pro forma adjustments include: (i) a net increase in amortization expense to record amortization expense relating to the $232.1 million of acquired identifiable intangible assets, (ii) an increase in interest expense to record interest for the period presented as a result of drawing down our revolving line of credit in connection with the acquisition, and (iii) the income tax effect of the adjustments made at the statutory tax rate of the U.S. (approximately 24.5%).

The pro forma financial information does not reflect any adjustments for anticipated expense savings resulting from the acquisition and is not necessarily indicative of the operating results that would have actually occurred had the transaction been consummated on December 1, 2021.


(In thousands, except per share data)	Pro Forma Fiscal Year Ended November 30, 2023		Pro Forma Fiscal Year Ended November 30, 2022
Revenue	$	733,289	$	712,170
Net income	$	79,411	$	77,058
Net income per basic share	$	1.83	$	1.77
Net income per diluted share	$	1.78	$	1.74

Kemp Acquisition

On November 1, 2021, we completed the acquisition of the parent company of Kemp Technologies, Inc. (“Kemp”). The acquisition was completed for a base purchase price of $258.0 million (subject to certain customary adjustments) in cash.

The acquisition consideration for Kemp has been allocated to Kemp’s tangible assets, identifiable intangible assets, and assumed liabilities based on their estimated fair values. The excess of the total consideration over the tangible assets, identifiable intangible assets, and assumed liabilities was recorded as goodwill.

We recorded measurement period adjustments based on our valuation and purchase price allocation procedures. The measurement period adjustments were completed during the fourth quarter of fiscal year 2022.

The allocation of the purchase price is as follows (in thousands):


	Final Purchase Price Allocation		Life
Net working capital	$	26,650
Property, plant and equipment	795
Purchased technology	39,400		5 years
Trade name	7,200		5 years
Customer relationships	75,500		5 years
Other assets	197
Other noncurrent liabilities	(1,404)
Deferred taxes	(22,027)
Deferred revenue	(29,997)
Goodwill	179,433
Net assets acquired	$	275,747

Tangible assets acquired and assumed liabilities were recorded at fair value. We determined the acquisition date deferred revenue balance based on our assessment of the individual contracts acquired. A significant portion of the deferred revenue was recognized in the 12 months following the acquisition.

We recorded the excess of the purchase price over the identified tangible and intangible assets as goodwill. We believe that the investment value of the future enhancement of our product and solution offerings created as a result of this acquisition has principally contributed to a purchase price that resulted in the recognition of $179.4 million of goodwill, which is not deductible for tax purposes.

Pro Forma Information

The following pro forma financial information presents the combined results of operations of Progress and Kemp as if the acquisition had occurred on December 1, 2019, after giving effect to certain pro forma adjustments. The pro forma adjustments reflected herein include only those adjustments that are directly attributable to the Kemp acquisition and factually supportable. These pro forma adjustments include: (i) an increase in revenue from Kemp as a result of the application of Topic 606 to recognize and measure contract assets and contract liabilities in the business combination, (ii) a net increase in amortization expense to record amortization expense relating to the $122.1 million of acquired identifiable intangible assets, (iii) a decrease in interest expense to remove the interest expense associated with Kemp’s debt obligations, and (iv) the income tax effect of the adjustments made at the statutory tax rate of the U.S. (approximately 24.5%).


(In thousands, except per share data)	Pro Forma Fiscal Year Ended November 30, 2021
Revenue	$	590,133
Net income	$	75,612
Net income per basic share	$	1.72
Net income per diluted share	$	1.69

Stock-Based Compensation - Schedule of Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Nov. 30, 2023 USD ($) $ / shares shares
Shares
Beginning balance (in shares) \| shares	2,480
Granted (in shares) \| shares	243
Exercised (in shares) \| shares	(485)
Canceled (in shares) \| shares	(186)
Ending balance (in shares) \| shares	2,052
Exercisable (in shares) \| shares	1,123
Vested or expected to vest (in shares) \| shares	2,052
Weighted Average Exercise Price
Beginning of year (in dollars per share) \| $ / shares	$ 41.73
Granted (in dollars per share) \| $ / shares	51.41
Exercised (in dollars per share) \| $ / shares	37.49
Canceled (in dollars per share) \| $ / shares	43.28
End of year (in dollars per share) \| $ / shares	44.09
Exercisable (in dollars per share) \| $ / shares	42.87
Vested or expected to vest (in dollars per share) \| $ / shares	$ 44.09
Weighted Average Remaining Contractual Term
Options Outstanding (in years)	4 years 1 month 6 days
Exercisable (in years)	3 years 4 months 24 days
Vested or expected to vest (in years)	4 years 1 month 6 days
Aggregate Intrinsic Value
Options outstanding \| $	$ 19,187
Exercisable \| $	11,870
Vested or expected to vest \| $	$ 19,187

Stock-Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions	3 Months Ended			12 Months Ended
	Feb. 28, 2023 metric	Feb. 28, 2022 metric	Feb. 28, 2021 metric	Nov. 30, 2023 USD ($) plan period $ / shares shares	Nov. 30, 2022 $ / shares shares	Nov. 30, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shareholder approved stock plans \| plan				1
Number of plans for which shareholder approval not required \| plan				2
Unrecognized stock-based compensation expense, net of expected forfeitures \| $				$ 57.6
Costs are expected to be recognized, weighted average period				2 years
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year
Weighted average estimated fair value of options granted, per share (in dollars per share) \| $ / shares				$ 14.40	$ 10.95	$ 9.46
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				3 years
Number of common stock shares each restricted stock unit represents (in shares)				1
Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of performance metrics \| metric	2	2	2
Stock-based compensation service period	3 years	3 years	3 years
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
ESPP number of purchase periods \| period				9
ESPP offering period				27 months
Number of shares authorized (in shares)				10,250,000
ESPP purchase period				3 months
ESPP purchase price (as a percent)				85.00%
Employee stock purchase plan, issued shares (in shares)				279,000	301,000	277,000
Weighted average purchase price of shares (in dollars per share) \| $ / shares				$ 36.88	$ 30.59	$ 28.20
Shares available and reserved for issuance (in shares)				107,000
Additional holding period				3 months
Weighted average estimated fair value of options granted, per share (in dollars per share) \| $ / shares				$ 13.56	$ 11.01	$ 11.59
2008 Stock Option and Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under stock plans (in shares)				2,985,048
2002 Nonqualified Stock Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under stock plans (in shares)				93,064
2004 Inducement Stock Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant under stock plans (in shares)				466,716
2021 Plan \| Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of shares based on cumulative performance condition						75.00%
Cumulative performance condition					3 years
Percentage of shares based on market conditions					25.00%
Market condition period					3 years
2022 Plan \| Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of shares based on cumulative performance condition					75.00%
Cumulative performance condition						3 years
Percentage of shares based on market conditions						25.00%
Market condition period						3 years
2023 Plan \| Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of shares based on cumulative performance condition				75.00%
Cumulative performance condition				3 years
Percentage of shares based on market conditions				25.00%
Market condition period				3 years

Business Segments and International Operations (Details) $ in Thousands	12 Months Ended
	Nov. 30, 2023 USD ($) segment	Nov. 30, 2022 USD ($)	Nov. 30, 2021 USD ($)
Revenues from External Customers and Long-Lived Assets [Line Items]
Number of reportable segments \| segment	1
Long-lived assets	$ 15,225	$ 14,927
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	8,200	7,600	$ 22,100
Outside United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 7,000	$ 7,300	$ 7,500

Earnings Per Share (Tables)

12 Months Ended

Nov. 30, 2023

Earnings Per Share [Abstract]

Schedule of Calculation of Basic and Diluted Earnings Per Share

The following table sets forth the calculation of basic and diluted earnings per share from continuing operations (in thousands, expect per share data):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Net income	$	70,197	$	95,069	$	78,420
Weighted average shares outstanding	43,456		43,475		43,916
Basic earnings per common share	$	1.62	$	2.19	$	1.79

Diluted earnings per common share:
Net income	$	70,197	$	95,069	$	78,420
Weighted average shares outstanding	43,456		43,475		43,916
Effect of dilution from common stock equivalents	1,158		772		704
Effect of dilution from if-converted Convertible Senior Notes	44		—		—
Diluted weighted average shares outstanding	44,658		44,247		44,620
Diluted earnings per share	$	1.57	$	2.15	$	1.76

Revenue Recognition - Performance Obligations (Details) $ in Millions	Nov. 30, 2023 USD ($)
Revenue from Contract with Customer [Abstract]
Remaining performance obligation, amount	$ 296.0
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation, percentage	80.00%
Expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-12-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Expected timing of satisfaction, period

Revenue Recognition - Schedule of Unbilled Receivables and Contract Assets (Details) $ in Thousands	Nov. 30, 2023 USD ($)
Revenue from Contract with Customer [Abstract]
2025	$ 16,646
2026	10,165
2027	1,562
Total	$ 28,373

Stock-Based Compensation (Tables)

12 Months Ended

Nov. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Option Activity

A summary of stock option activity under all the plans is as follows:


	Shares	Weighted Average		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
	(in thousands)	Exercise Price		(in years)	(in thousands)
Options outstanding, December 1, 2022	2,480	$	41.73
Granted	243	51.41
Exercised	(485)	37.49
Canceled	(186)	43.28
Options outstanding, November 30, 2023	2,052	$	44.09	4.1	$	19,187
Exercisable, November 30, 2023	1,123	$	42.87	3.4	$	11,870
Vested or expected to vest, November 30, 2023	2,052	$	44.09	4.1	$	19,187

Schedule of Status of Restricted Stock Units

A summary of restricted stock units' activity is as follows (in thousands, except per share data):


	Number of Shares	Weighted Average Fair Value
Restricted stock units outstanding, December 1, 2022	1,051	$	44.80
Granted	859	52.10
Issued	(548)	45.98
Canceled	(55)	47.99
Restricted stock units outstanding, November 30, 2023	1,307	$	49.27

Schedule of Valuation Assumptions

We estimated the fair value of stock options and ESPP awards granted in fiscal years 2023, 2022, and 2021 on the measurement dates using the Black-Scholes option valuation model, and LTIP awards using the Monte Carlo Simulation valuation model, with the following weighted average assumptions:


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Stock options:
Expected volatility	30.6	%	31.0	%	30.0	%
Risk-free interest rate	3.5	%	1.9	%	0.5	%
Expected life (in years)	4.8		4.8		4.8
Expected dividend yield	1.4	%	1.6	%	1.6	%
Employee stock purchase plan:
Expected volatility	26.9	%	31.8	%	33.1	%
Risk-free interest rate	4.9	%	2.4	%	0.1	%
Expected life (in years)	1.2		1.2		1.3
Expected dividend yield	1.3	%	1.5	%	1.5	%
Long-term incentive plan:
Expected volatility	31.4	%	35.1	%	36.3	%
Risk-free interest rate	3.8	%	1.3	%	0.2	%
Expected life (in years)	2.9		2.9		2.8
Expected dividend yield	—	%	—	%	—	%

Schedule of Stock Options and Stock Awards Activity

The following additional activity occurred under our plans (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Total intrinsic value of stock options on date exercised	$	12,171	$	1,717	$	2,523
Total fair value of deferred stock units on date vested	2,260		2,029		2,084
Total fair value of restricted stock units on date vested	33,402		25,597		16,018

Schedule of Classification of Stock-Based Compensation

The following table provides the classification of stock-based compensation as reflected in our consolidated statements of operations (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Cost of maintenance and services	$	2,976	$	1,969	$	1,561
Sales and marketing	6,797		4,884		6,055
Product development	12,214		10,326		8,104
General and administrative	18,542		19,915		14,004
Total stock-based compensation	$	40,529	$	37,094	$	29,724
Income tax benefit included in the provision for income taxes	$	9,355	$	6,344	$	5,281

Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 788,719	$ 558,619
Accumulated Amortization	(434,441)	(341,264)
Net Book Value	354,278	217,355
Purchased technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	280,000	212,700
Accumulated Amortization	(181,045)	(150,877)
Net Book Value	98,955	61,823
Customer-related
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	458,608	306,308
Accumulated Amortization	(221,362)	(162,341)
Net Book Value	237,246	143,967
Trademarks and trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	50,111	37,611
Accumulated Amortization	(32,034)	(26,046)
Net Book Value	18,077	11,565
Non-compete agreement
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	0	2,000
Accumulated Amortization	0	(2,000)
Net Book Value	$ 0	$ 0

Stockholders’ Equity	12 Months Ended
Stockholders’ Equity	Nov. 30, 2023
Equity [Abstract]
Stockholders’ Equity	Stockholders’ Equity Preferred Stock Our Board of Directors is authorized to establish one or more series of preferred stock and to fix and determine the number and conditions of preferred shares, including dividend rates, redemption and/or conversion provisions, if any, preferences and voting rights. As of November 30, 2023, there was no preferred stock issued or outstanding. Common Stock We have 200,000,000 shares of authorized common stock, $0.01 par value per share, of which 43,795,955 were issued and outstanding at November 30, 2023. There were 324,470 deferred stock units ("DSUs") outstanding at November 30, 2023. Each DSU represents one share of our common stock and all DSU grants have been made to non-employee members of our Board of Directors. DSUs do not have voting rights and can only be converted into common stock when the recipient ceases to be a member of the Board of Directors or a change in control of the Company occurs. Common Stock Repurchases On January 10, 2023, our Board of Directors increased our share repurchase authorization by $150.0 million, to an aggregate authorization of $228.0 million. In fiscal years 2023, 2022, and 2021, we repurchased and retired 0.6 million, 1.7 million and 0.8 million shares of our common stock for $34.0 million, $77.0 million and $35.0 million, respectively. As of November 30, 2023, there was $194.0 million remaining under the current authorization.

Stock-Based Compensation - Schedule of Activity Stock Options and Stock Awards (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total intrinsic value of stock options on date exercised	$ 12,171	$ 1,717	$ 2,523
Deferred Stock Unit
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of deferred stock units and restricted stock units on date vested	2,260	2,029	2,084
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of deferred stock units and restricted stock units on date vested	$ 33,402	$ 25,597	$ 16,018

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)(2)(iii)(03)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 20: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 21: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 22: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 23: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (e)(2)
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-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 24: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Section 50
-Paragraph 2
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iii)
-Publisher FASB
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(iv)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

Reference 28: http://www.xbrl.org/2003/role/disclosureRef
-Topic 718
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (f)(2)(v)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480429/718-10-50-2

+ Details

Consolidated Balance Sheets - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Current assets:
Cash and cash equivalents	$ 126,958	$ 256,277
Accounts receivable (less allowances of $851 in 2023 and $859 in 2022)	125,825	97,834
Unbilled receivables	29,965	29,158
Other current assets	48,040	42,784
Total current assets	330,788	426,053
Long-term unbilled receivables	28,373	39,936
Property and equipment, net	15,225	14,927
Intangible assets, net	354,278	217,355
Goodwill	832,101	671,037
Right-of-use lease assets	18,711	17,574
Deferred tax assets	15,052	11,765
Other assets	8,255	12,832
Total assets	1,602,783	1,411,479
Current liabilities:
Current portion of long-term debt, net	13,109	6,234
Accounts payable	12,371	9,282
Accrued compensation and related taxes	49,559	42,467
Dividends payable to stockholders	8,376	8,115
Short-term operating lease liabilities	10,114	7,471
Other accrued liabilities	22,499	16,765
Short-term deferred revenue, net	236,090	227,670
Total current liabilities	352,118	318,004
Long-term debt, net	356,111	259,220
Convertible senior notes, net	354,772	352,625
Long-term operating lease liabilities	13,000	15,041
Long-term deferred revenue, net	58,946	54,770
Deferred tax liabilities	3,574	4,628
Other noncurrent liabilities	4,547	8,687
Commitments and contingencies (Note 10 and note 19)
Stockholders’ equity:
Preferred stock, $0.01 par value; authorized, 10,000,000 shares; issued, none	0	0
Common stock, $0.01 par value; authorized, 200,000,000 shares; issued and outstanding, 43,795,955 shares in 2023 and 43,257,008 shares in 2022	438	433
Additional paid-in capital	370,579	331,650
Retained earnings	120,858	101,656
Accumulated other comprehensive loss	(32,160)	(35,235)
Total stockholders’ equity	459,715	398,504
Total liabilities and stockholders’ equity	$ 1,602,783	$ 1,411,479

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Assets
Allowance for accounts receivable	$ 851	$ 859
Stockholders’ equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	43,795,955	43,257,008
Common stock, shares outstanding (in shares)	43,795,955	43,257,008

Debt - Schedule of Credit Facility (Details) - USD ($)		12 Months Ended
Debt - Schedule of Credit Facility (Details) - USD ($)	Jan. 25, 2022	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Line of Credit Facility [Line Items]
Unamortized discount and issuance costs		$ 7,258,000
Line of Credit
Line of Credit Facility [Line Items]
Unamortized discount and issuance costs		0
Amended Credit Agreement
Line of Credit Facility [Line Items]
Principal repayments, option one		1,700,000
Principal repayments, option two		3,400,000
Principal repayments, option three		$ 5,200,000
Percentage of capital stock of domestic subsidiaries		100.00%
Percentage of capital stock of first-tier foreign subsidiaries		65.00%
Amended Credit Agreement \| Line of Credit
Line of Credit Facility [Line Items]
Interest rate of credit facilities		7.20%
Debt, weighted average interest rate		6.68%
Amended Credit Agreement \| Minimum \| Eurodollar \| Line of Credit
Line of Credit Facility [Line Items]
Interest rate of credit facilities		1.00%
Amended Credit Agreement \| Minimum \| Base Rate \| Line of Credit
Line of Credit Facility [Line Items]
Interest rate of credit facilities		0.00%
Amended Credit Agreement \| Maximum \| Eurodollar \| Line of Credit
Line of Credit Facility [Line Items]
Interest rate of credit facilities		2.00%
Amended Credit Agreement \| Maximum \| Base Rate \| Line of Credit
Line of Credit Facility [Line Items]
Interest rate of credit facilities		1.00%
Amended Credit Agreement \| Secured Debt \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 275,000,000
Amended Credit Agreement \| Revolving Line of Credit
Line of Credit Facility [Line Items]
Credit facility maturity, number of days prior to maturity date of Notes	181 days
Credit facility maturity, minimum number of days after refinancing of Notes	181 days
Line of credit facility outstanding amount		$ 110,000,000
Amended Credit Agreement \| Revolving Line of Credit \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 300,000,000
Amended Credit Agreement \| Revolving Line of Credit \| Minimum \| Line of Credit
Line of Credit Facility [Line Items]
Commitment fee percentage		0.125%
Amended Credit Agreement \| Revolving Line of Credit \| Maximum \| Line of Credit
Line of Credit Facility [Line Items]
Commitment fee percentage		0.275%
Amended Credit Agreement \| Bridge Loan \| Line of Credit
Line of Credit Facility [Line Items]
Debt instrument, face amount	25,000,000
Amended Credit Agreement \| Letter of Credit
Line of Credit Facility [Line Items]
Line of credit facility outstanding amount		$ 110,000,000
Letters of credit outstanding		2,500,000
Amended Credit Agreement \| Letter of Credit \| Line of Credit
Line of Credit Facility [Line Items]
Debt instrument, face amount	$ 25,000,000
Credit Agreement
Line of Credit Facility [Line Items]
Debt issuance cost		3,200,000
Unamortized discount and issuance costs		1,100,000
Amortization of debt issuance costs		$ 600,000	$ 600,000	$ 600,000

Fair Value Measurements

12 Months Ended

Nov. 30, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table details the fair value measurements within the fair value hierarchy of our financial assets and liabilities at November 30, 2023 (in thousands):


			Fair Value Measurements Using
	Total Fair Value		Level 1		Level 2		Level 3
Assets

Interest rate swap	$	1,495	$	—	$	1,495	$	—
Liabilities
Foreign exchange derivatives	$	(2,530)	$	—	$	(2,530)	$	—

The following table details the fair value measurements within the fair value hierarchy of our financial assets and liabilities at November 30, 2022 (in thousands):


			Fair Value Measurements Using
	Total Fair Value		Level 1		Level 2		Level 3
Assets
Money market funds	$	27,254	$	27,254	$	—	$	—
Interest rate swap	4,407		—		4,407		—
Liabilities
Foreign exchange derivatives	$	(3,000)	$	—	$	(3,000)	$	—

Assets and Liabilities Not Carried at Fair Value

Fair Value of the Convertible Senior Notes

The fair value of our Convertible Senior Notes, with a carrying value of $354.8 million and $352.6 million, was $377.1 million and $376.0 million as of November 30, 2023 and November 30, 2022, respectively. The fair value was determined based on the quoted price in an over-the-counter market on the last trading day of the reporting period and classified within Level 1 in the fair value hierarchy.

Fair Value of Other Financial Assets and Liabilities

The carrying amounts of other financial assets and liabilities including cash, accounts receivable, unbilled accounts receivable, accounts payable, and accrued liabilities approximate their respective fair values because of the relatively short period of time between their origination and their expected realization or settlement.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Audit Information	12 Months Ended
Audit Information	Nov. 30, 2023
Auditor Information [Abstract]
Auditor Name	Deloitte & Touche LLP
Auditor Location	Boston, Massachusetts
Auditor Firm ID	34

Cyber Related Matters	12 Months Ended
Cyber Related Matters	Nov. 30, 2023
Health Care Organizations [Abstract]
Cyber Related Matters	Cyber Related Matters November 2022 Cyber Incident Following the detection of irregular activity on certain portions of our corporate network, we engaged outside cybersecurity experts and other incident response professionals to conduct a forensic investigation and assess the extent and scope of the incident. Costs for this incident were primarily related to the engagement of external cybersecurity experts and other incident response professionals. For the fiscal year ended November 30, 2023, we incurred $4.7 million of costs related to this incident. Costs are provided net of insurance recoveries of $2.5 million. We do not expect to incur additional costs related to this incident as the investigation is closed. MOVEit Vulnerability On the evening of May 28, 2023, our MOVEit technical support team received an initial customer support call indicating unusual activity within their MOVEit Transfer instance. An investigative team was mobilized and, on May 30, 2023, the investigative team discovered a zero-day vulnerability in MOVEit Transfer (including our cloud-hosted version of MOVEit Transfer known as MOVEit Cloud). The investigative team determined the zero-day vulnerability (the “MOVEit Vulnerability”) could provide for unauthorized escalated privileges and access to the customer’s underlying environment in both MOVEit Transfer (the on-premise version) and MOVEit Cloud (a cloud-hosted version of MOVEit Transfer that we deploy in both (i) a public cloud format, as well as (ii) for a small group of customers, in customer-dedicated cloud instances that are hosted, separate and apart from the public instances of our MOVEit Cloud platform). We will continue to assess the potential impact of the MOVEit Vulnerability on our business, operations, and financial results. MOVEit Transfer and MOVEit Cloud represented less than 4% in aggregate of our revenue for the fiscal year ended November 30, 2023. Litigation and Governmental Investigations As of the date of the filing of this report on Form 10-K, (i) we have received formal letters from 31 customers and others that claim to have been impacted by the MOVEit Vulnerability, some of which have indicated that they intend to seek indemnification from us related to the MOVEit Vulnerability, (ii) we have received a letter from an insurer providing for notice of a subrogation claim (where the insurer is seeking recovery for all expenses incurred in connection with the MOVEit Vulnerability), which has resulted in the filing of a lawsuit in the District of Massachusetts, and (iii) we are party to approximately 118 class action lawsuits filed by individuals who claim to have been impacted by the exfiltration of data from the environments of our MOVEit Transfer customers, which the Judicial Panel on Multidistrict Litigation transferred to the District of Massachusetts for coordinated and consolidated proceedings. We have also been cooperating with several inquiries from domestic and foreign data privacy regulators; inquiries from several state attorneys general; as well as formal investigations from: (i) a U.S. federal law enforcement agency (as of the date of the filing of this report, the law enforcement investigation that we are cooperating with is not an enforcement action or formal governmental investigation of which we have been told that we are a target), (ii) the SEC (as further described hereafter), and (iii) the Office of the Attorney General for the District of Columbia (as further described hereafter). On October 2, 2023, Progress received a subpoena from the SEC seeking various documents and information relating to the MOVEit Vulnerability. As described in the cover letter accompanying the subpoena, at this stage, the SEC investigation is a fact-finding inquiry, the investigation does not mean that Progress or anyone else has violated federal securities laws, and the investigation does not mean that the SEC has a negative opinion of any person, entity, or security. Progress intends to cooperate fully with the SEC in its investigation. On December 21, 2023, Progress received a preservation notice from the Federal Trade Commission (the "FTC"), but has not otherwise received a request for information nor is Progress aware of any formal FTC investigation. On January 18, 2024, Progress received a subpoena from the Office of the Attorney General for the District of Columbia seeking various documents and information relating to the MOVEit Vulnerability. At this stage, the investigation is a fact-finding inquiry, and the investigation does not mean that Progress or anyone else has violated applicable laws. Progress intends to cooperate fully with the Office of the Attorney General for the District of Columbia in its investigation. Expenses Incurred and Future Costs For the fiscal year ended November 30, 2023, we incurred $1.5 million of costs related to the MOVEit Vulnerability. The costs recognized are net of received and expected insurance recoveries of approximately $3.7 million. The timing of recognizing insurance recoveries may differ from the timing of recognizing the associated expenses. We expect to incur investigation, legal and professional services expenses associated with the MOVEit Vulnerability in future periods. We will recognize these expenses as services are received, net of insurance recoveries. While a loss from these matters is reasonably possible, we cannot reasonably estimate a range of possible losses at this time, particularly while the foregoing matters remain ongoing. Furthermore, with respect to the litigation, the proceedings remain in the early stages, alleged damages have not been specified, there is uncertainty as to the likelihood of a class or classes being certified or the ultimate size of any class if certified, and there are significant factual and legal issues to be resolved. Also, each of the governmental inquiries and investigations mentioned above could result in adverse judgements, settlements, fines, penalties, or other resolutions, the amount, scope and timing of which could be material, but which we are currently unable to predict. Therefore, we have not recorded a loss contingency liability for the MOVEit Vulnerability as of November 30, 2023. Insurance Coverage During the period when the November 2022 Cyber Incident and the MOVEit Vulnerability occurred, we maintained $15.0 million of cybersecurity insurance coverage, which is expected to reduce our exposure to expenses and liabilities arising from these events. As of November 30, 2023, we have recorded approximately $6.2 million in insurance recoveries, of which $2.5 million was related to the November 2022 Cyber Incident and $3.7 million was related to the May 2023 MOVEit Vulnerability, providing us with $8.8 million of additional cybersecurity insurance coverage (which is subject to a $0.5 million retention per claim). We will pursue recoveries to the maximum extent available under our insurance policies.

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 60,383	$ 55,301
Less accumulated depreciation and amortization	(45,158)	(40,374)
Property and equipment, net	15,225	14,927
Computer equipment and software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	46,405	42,672
Buildings and leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	9,874	8,771
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	3,828	3,582
Capitalized software development costs
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 276	$ 276

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Common Stock	Additional Paid-In Capital	Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjustment	Retained Earnings	Retained Earnings Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive Loss
Balance, beginning of year (in shares) at Nov. 30, 2020			44,241,000
Balance, beginning of year at Nov. 30, 2020	$ 346,013		$ 442	$ 305,802		$ 72,547		$ (32,778)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock under employee stock purchase plan (in shares)			277,000
Issuance of stock under employee stock purchase plan	7,818		$ 3	7,815
Exercise of stock options (in shares)			195,000
Exercise of stock options	6,997		$ 2	6,995
Vesting of restricted stock units and release of deferred stock units (in shares)			342,000
Vesting of restricted stock units and release of deferred stock units	0		$ 3	(3)
Withholding tax payments related to net issuance of restricted stock units (in shares)			(112,000)
Withholding tax payments related to net issuance of restricted stock units	(5,186)		$ (1)	(5,185)
Stock-based compensation	29,724			29,724
Equity component of Notes, net of issuance costs and tax	47,456			47,456
Purchase of capped calls, net of tax	(32,507)			(32,507)
Dividends declared	$ (31,581)					(31,581)
Treasury stock repurchases and retirements (in shares)	(800,000)		(797,000)
Treasury stock repurchases and retirements	$ (35,000)		$ (8)	(5,862)		(29,130)
Net income	78,420					78,420
Other comprehensive (loss) income	335							335
Balance, end of year (in shares) at Nov. 30, 2021			44,146,000
Balance, end of year at Nov. 30, 2021	$ 412,489	$ (42,563)	$ 441	354,235	$ (47,456)	90,256	$ 4,893	(32,443)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible List]	Accounting Standards Update 2020-06
Issuance of stock under employee stock purchase plan (in shares)			301,000
Issuance of stock under employee stock purchase plan	$ 9,204		$ 3	9,201
Exercise of stock options (in shares)			174,000
Exercise of stock options	6,785		$ 2	6,783
Vesting of restricted stock units and release of deferred stock units (in shares)			448,000
Vesting of restricted stock units and release of deferred stock units	0		$ 5	(5)
Withholding tax payments related to net issuance of restricted stock units (in shares)			(117,000)
Withholding tax payments related to net issuance of restricted stock units	(8,488)		$ (1)	(8,487)
Stock-based compensation	37,094			37,094
Dividends declared	$ (31,253)					(31,253)
Treasury stock repurchases and retirements (in shares)	(1,700,000)		(1,695,000)
Treasury stock repurchases and retirements	$ (77,041)		$ (17)	(19,715)		(57,309)
Net income	95,069					95,069
Other comprehensive (loss) income	$ (2,792)							(2,792)
Balance, end of year (in shares) at Nov. 30, 2022	43,257,008		43,257,000
Balance, end of year at Nov. 30, 2022	$ 398,504		$ 433	331,650		101,656		(35,235)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of stock under employee stock purchase plan (in shares)			279,000
Issuance of stock under employee stock purchase plan	$ 10,289		$ 2	10,287
Exercise of stock options (in shares)	485,000		485,000
Exercise of stock options	$ 15,275		$ 5	15,270
Vesting of restricted stock units and release of deferred stock units (in shares)			615,000
Vesting of restricted stock units and release of deferred stock units	0		$ 6	(6)
Withholding tax payments related to net issuance of restricted stock units (in shares)			(229,000)
Withholding tax payments related to net issuance of restricted stock units	(12,377)		$ (2)	(12,375)
Stock-based compensation	40,529			40,529
Dividends declared	$ (31,815)					(31,815)
Treasury stock repurchases and retirements (in shares)	(600,000)		(611,000)
Treasury stock repurchases and retirements	$ (33,962)		$ (6)	(14,776)		(19,180)
Net income	70,197					70,197
Other comprehensive (loss) income	$ 3,075							3,075
Balance, end of year (in shares) at Nov. 30, 2023	43,795,955		43,796,000
Balance, end of year at Nov. 30, 2023	$ 459,715		$ 438	$ 370,579		$ 120,858		$ (32,160)

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Pay vs Performance Disclosure
Net income	$ 70,197	$ 95,069	$ 78,420

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-3

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480175/815-40-65-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-8

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-9

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147483443/250-10-50-11

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
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+ Details

Insider Trading Arrangements

3 Months Ended

12 Months Ended

Nov. 30, 2023

Trading Arrangements, by Individual

Material Terms of Trading Arrangement

During the fourth quarter of fiscal year 2023, none of our directors or officers informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as described in the table below:

Name and Title

Character of Trading Arrangement1

Date Adopted

Duration2

Aggregate Number of Shares of Common Stock to be Sold Pursuant to Trading Arrangement

Anthony Folger,

EVP & Chief Financial Officer

Rule 10b5-1
Trading Arrangement

October 17, 2023

June 10, 2024

Up to 18,7673

1. Except as indicated by footnote, each trading arrangement marked as a "Rule 10b5-1 Trading Arrangement" is intended to satisfy the affirmative defense of Rule 10b5-1(c), as amended (the "Rule").

2. Except as indicated by footnote, each trading arrangement permits transactions through and including the earlier to occur of (a) the completion of all sales or (b) the date listed in the table. Each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule.

3. Includes: (i) 3,767 shares of our common stock; (ii) up to 7,500 shares of common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of Performance Stock Units; and 7,500 employee stock options expected to be exercised via same-day sale.

Non-Rule 10b5-1 Arrangement Adopted

false

Rule 10b5-1 Arrangement Terminated

false

Non-Rule 10b5-1 Arrangement Terminated

false

Anthony Folger [Member]

Trading Arrangements, by Individual

Name

Anthony Folger

Title

EVP & Chief Financial Officer

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

October 17, 2023

Arrangement Duration

237 days

Aggregate Available

18,767

Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Statement of Cash Flows [Abstract]
Payments of debt issuance costs			$ 9,900
Proceeds from income tax refunds	$ 965	$ 968	$ 894

Intangible Assets and Goodwill - Narrative (Details) - USD ($)	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets, amortization expense	$ 96,600,000	$ 68,900,000	$ 46,900,000
Goodwill impairment	$ 0	$ 0	$ 0

Cash and Cash Equivalents (Tables)

12 Months Ended

Nov. 30, 2023

Investments and Cash [Abstract]

Schedule of Cash and Cash Equivalents

A summary of our cash and cash equivalents at November 30, 2023 is as follows (in thousands):


	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
Cash	$	126,958	$	—	$	—	$	126,958

A summary of our cash and cash equivalents at November 30, 2022 is as follows (in thousands):


	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
Cash	$	229,023	$	—	$	—	$	229,023
Money market funds	27,254		—		—		27,254
Total	$	256,277	$	—	$	—	$	256,277

Revenue Recognition

12 Months Ended

Nov. 30, 2023

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Timing of Revenue Recognition

Our revenues are derived from licensing our products, and from related services, which consist of maintenance, hosting services, and consulting and education. Information relating to revenue from external customers by revenue type is as follows:


	Fiscal Year Ended
(In thousands)	November 30, 2023		November 30, 2022		November 30, 2021
Performance obligations transferred at a point in time:
Software licenses	$	220,789	$	188,336	$	156,590
Performance obligations transferred over time:
Maintenance	401,501		362,335		325,863
Services	72,149		51,342		48,860
Total revenue	$	694,439	$	602,013	$	531,313

Geographic Revenue

In the following table, revenue attributed to the United States includes sales to customers in the U.S. and sales to certain multinational organizations. Revenue from Canada, EMEA, Latin America and the Asia Pacific region includes sales to customers in each region plus sales from the U.S. to distributors in these regions. Information relating to revenue from external customers from different geographical areas is as follows:


	Fiscal Year Ended
(In thousands)	November 30, 2023		November 30, 2022		November 30, 2021
United States	$	380,672	$	310,917	$	294,947
Canada	30,998		30,237		22,867
EMEA	222,862		207,707		169,335
Latin America	21,112		18,053		17,036
Asia Pacific	38,795		35,099		27,128
Total revenue	$	694,439	$	602,013	$	531,313

No single customer, partner, or country outside of the U.S. has accounted for more than 10% of our consolidated revenue in any year presented.

Contract Balances

Unbilled Receivables and Contract Assets

The timing of revenue recognition may differ from the timing of customer billing. When revenue is recognized prior to billing and the right to the amount due from customers is conditioned only on the passage of time, we record an unbilled receivable on our consolidated balance sheets. Our multi-year term license arrangements, which are typically billed annually, result in revenue recognition in advance of billing and the recognition of unbilled receivables.

As of November 30, 2023, billing of our long-term unbilled receivables is expected to occur as follows (in thousands):


2025	$	16,646
2026	10,165
2027	1,562
Total	$	28,373

Contract assets arise when revenue is recognized in excess of billings and the right to the amount due from customers is conditioned on something other than the passage of time, such as the completion of a related performance obligation. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. We did not have any net contract assets as of November 30, 2023 or November 30, 2022. These amounts are included in unbilled receivables and contract assets, net or long-term unbilled receivables and contract assets, net on our consolidated balance sheets.

Deferred Revenue

Deferred revenue is recorded when revenue is recognized subsequent to customer invoicing. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. Deferred revenue expected to be recognized as revenue more than one year subsequent to the balance sheet date is included in long-term liabilities on the consolidated balance sheets. Our net deferred revenue balance is primarily made up of deferred maintenance.

As of November 30, 2023, the changes in net deferred revenue were as follows (in thousands):


Balance, December 1, 2021	$	252,380
Billings and other	632,073
Revenue recognized	(602,013)
Balance, November 30, 2022	$	282,440
Billings and other	673,919
Acquired from business combinations	33,116
Revenue recognized	(694,439)
Balance, November 30, 2023	$	295,036

Transaction price allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods. As of November 30, 2023, transaction price allocated to remaining performance obligations was $296.0 million. We expect to recognize approximately 80% of the revenue within the next year and the remainder thereafter.

Deferred Contract Costs

Deferred contract costs, which include certain sales incentive programs, are incremental and recoverable costs of obtaining a contract with a customer. Incremental costs of obtaining a contract with a customer are recognized as an asset if the expected benefit of those costs is longer than one year. We have applied the practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. These costs include a large majority of our sales incentive programs as we have determined that annual compensation is commensurate with annual sales activities.

Certain of our sales incentive programs do meet the requirements to be capitalized. Depending upon the sales incentive program and the related revenue arrangement, such capitalized costs are amortized over the longer of (i) the product life, which is generally three to five years; or (ii) the term of the related revenue contract. We determined that a three to five year product life represents the period of benefit that we receive from these incremental costs based on both qualitative and quantitative factors, which include customer contracts, industry norms, and product upgrades. Total deferred contract costs were $7.6 million, $8.8 million, and $7.9 million as of November 30, 2023, 2022, and 2021, respectively, and are included in other current assets and other assets on our consolidated balance sheets. Amortization of deferred contract costs is included in sales and marketing expense on our consolidated statement of operations and was minimal in all periods presented.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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+ Details

Income Taxes - Schedule of Deferred Taxes (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Deferred tax assets:
Accounts receivable	$ 174	$ 191
Accrued compensation	5,101	3,884
Accrued liabilities and other	2,511	1,352
Deferred revenue	20,204	12,461
Stock-based compensation	9,459	8,030
Original issue discount	5,135	7,169
Tax credit and loss carryforwards	34,948	27,809
Operating lease liabilities	3,208	4,082
Capitalized research and development	20,814	0
Gross deferred tax assets	101,554	64,978
Valuation allowance	(2,381)	(6,275)
Total deferred tax assets	99,173	58,703
Deferred tax liabilities:
Goodwill	(25,454)	(23,745)
Right-of-use lease assets	(2,196)	(2,938)
Depreciation and amortization	(55,962)	(20,875)
Prepaid expenses	(4,083)	(4,008)
Total deferred tax liabilities	(87,695)	(51,566)
Total	$ 11,478	$ 7,137

Revenue Recognition (Tables)

12 Months Ended

Nov. 30, 2023

Revenue from Contract with Customer [Abstract]

Schedule of Revenue from External Customers by Revenue Type


	Fiscal Year Ended
(In thousands)	November 30, 2023		November 30, 2022		November 30, 2021
Performance obligations transferred at a point in time:
Software licenses	$	220,789	$	188,336	$	156,590
Performance obligations transferred over time:
Maintenance	401,501		362,335		325,863
Services	72,149		51,342		48,860
Total revenue	$	694,439	$	602,013	$	531,313

Schedule of Revenue from External Customers from Different Geographical Areas


	Fiscal Year Ended
(In thousands)	November 30, 2023		November 30, 2022		November 30, 2021
United States	$	380,672	$	310,917	$	294,947
Canada	30,998		30,237		22,867
EMEA	222,862		207,707		169,335
Latin America	21,112		18,053		17,036
Asia Pacific	38,795		35,099		27,128
Total revenue	$	694,439	$	602,013	$	531,313

Schedule of Contract with Customer, Asset and Liability

As of November 30, 2023, billing of our long-term unbilled receivables is expected to occur as follows (in thousands):


2025	$	16,646
2026	10,165
2027	1,562
Total	$	28,373

As of November 30, 2023, the changes in net deferred revenue were as follows (in thousands):


Balance, December 1, 2021	$	252,380
Billings and other	632,073
Revenue recognized	(602,013)
Balance, November 30, 2022	$	282,440
Billings and other	673,919
Acquired from business combinations	33,116
Revenue recognized	(694,439)
Balance, November 30, 2023	$	295,036

Debt - Narrative (Details) $ / shares in Units, shares in Millions				1 Months Ended	12 Months Ended
	Feb. 28, 2023 USD ($)	Feb. 07, 2023 USD ($)	Apr. 08, 2021 USD ($) $ / shares shares	Apr. 30, 2021 USD ($) day	Nov. 30, 2023 USD ($) day $ / shares	Nov. 30, 2022 USD ($)	Nov. 30, 2021 USD ($)	Aug. 31, 2022
Line of Credit Facility [Line Items]
Payments of debt issuance costs							$ 9,900,000
Number of shares subject to anti-dilution adjustments (in shares) \| shares			6.3
Capped call transactions (in dollars per share) \| $ / shares			$ 89.88
Represents premium price			100.00%
Payments for derivative instrument			$ 43,100,000
Decrease in additional paid in capital					$ (370,579,000)	$ (331,650,000)
Increase in retained earnings					120,858,000	101,656,000
Decrease in deferred tax liabilities					(3,574,000)	(4,628,000)
Increase (decrease) in interest expense					5,747,000	5,712,000	$ 10,475,000
Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2020-06
Line of Credit Facility [Line Items]
Decrease in additional paid in capital					47,500,000
Decrease in debt discount					56,000,000
Increase in retained earnings					4,900,000
Decrease in deferred tax liabilities					13,400,000
Increase (decrease) in interest expense					$ (11,500,000)	(11,500,000)
Convertible Senior Notes \| Convertible Debt
Line of Credit Facility [Line Items]
Debt instrument, face amount				$ 360,000,000
Annual interest rate				1.00%	1.00%
Payments of debt issuance costs						$ 10,800,000
Common stock exceeds					130.00%
Trading days \| day					20
Consecutive trading day \| day					30
Conversion ratio				0.0174525
Initial conversion price (in dollars per share) \| $ / shares					$ 57.30
Repurchase price					100.00%
Principal amount redeemable					$ 100,000,000
Share price (in dollars per share) \| $ / shares			$ 44.94
Conversion option allocated to equity					64,800,000
Debt instrument, interest rate, effective percentage						5.71%		1.63%
Convertible Senior Notes \| Convertible Debt \| Debt Instrument, Redemption, Period One
Line of Credit Facility [Line Items]
Common stock exceeds				130.00%
Trading days \| day				20
Consecutive trading day \| day				30
Convertible Senior Notes \| Convertible Debt \| Debt Instrument, Redemption, Period Two
Line of Credit Facility [Line Items]
Common stock exceeds				98.00%
Trading days \| day				5
Consecutive trading day \| day				10
Amended Credit Agreement \| Revolving Line of Credit
Line of Credit Facility [Line Items]
Proceeds from lines of credit	$ 195,000,000	$ 195,000,000
Line of credit facility outstanding amount					$ 110,000,000

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2021	Nov. 30, 2022	Nov. 30, 2020
Operating Loss Carryforwards [Line Items]
Increase (decrease) in valuation allowance	$ (4,000)
Net operating loss carryforwards	27,000
Cumulative undistributed foreign earnings	105,600
Tax positions related to a prior period	5,172	$ 5,471	$ 5,276	$ 6,219
Deferred tax assets related to operating loss carryforwards, not recorded	4,400
Interest and penalties recorded to provision for income taxes	800	$ 800
Accrued estimated interest and penalties	500		$ 1,300
Other Noncurrent Liabilities
Operating Loss Carryforwards [Line Items]
Tax positions related to a prior period	800
Federal and Foreign
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	92,000
State
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	69,000
Tax credit carryforwards	2,300
Indefinite-Lived Carryforwards
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	2,900
Federal
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	$ 7,100

Debt (Tables)

12 Months Ended

Nov. 30, 2023

Line of Credit Facility [Abstract]

Schedule of Future Maturities of Long-term Debt

As of November 30, 2023, future maturities of the Company's long-term debt were as follows:


(In thousands)	2026 Notes		Revolving Line of Credit		Term Loan		Total
2024	$	—	$	—	$	13,750	$	13,750
2025	—		—		20,625		20,625
2026	360,000		—		20,625		380,625
2027	—		110,000		206,250		316,250

Total face value of long-term debt	360,000		110,000		261,250		731,250
Unamortized discount and issuance costs	(5,228)		—		(2,030)		(7,258)
Less current portion of long-term debt, net	—		—		(13,109)		(13,109)
Long-term debt	$	354,772	$	110,000	$	246,111	$	710,883

Schedule of Interest Expense Related To Notes


	Fiscal Year Ended
(In thousands)	November 30, 2023		November 30, 2022		November 30, 2021
Contractual interest expense (1% coupon)	$	3,600	$	3,600	$	2,280
Amortization of debt discount and issuance costs(1)	2,147		2,112		8,195
	$	5,747	$	5,712	$	10,475
(1)After the adoption of ASU 2020-06, the effective interest rate for the Notes was 1.63%. Prior to adoption of ASU 2020-06, the effective interest rate for the Notes was 5.71%.

Derivative Instruments

12 Months Ended

Nov. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments

Cash Flow Hedge

On July 9, 2019, we entered into an interest rate swap contract with an initial notional amount of $150.0 million to manage the variability of cash flows associated with approximately one-half of our variable rate debt. The contract matures on April 30, 2024 and requires periodic interest rate settlements. In June 2023, the interest rate swap agreement was amended to implement certain changes in the reference rate from LIBOR to SOFR. Under our interest rate swap contract, we receive a floating rate based on the greater of 1-month SOFR or 0.00% and pay a fixed rate of 1.855% on the outstanding notional amount.

We have designated the interest rate swap as a cash flow hedge and assessed the hedge effectiveness both at the onset of the hedge and at regular intervals throughout the life of the derivative. To the extent that the interest rate swap is highly effective in offsetting the variability of the hedged cash flows, changes in the fair value of the derivative are included as a component of other comprehensive loss on our consolidated balance sheets. Although we determined at the onset of the hedge that the interest rate swap will be a highly effective hedge throughout the term of the contract, any portion of the fair value swap subsequently determined to be ineffective will be recognized in earnings. As of November 30, 2023 and 2022, the fair value of the hedge was a gain of $1.5 million and $4.4 million, respectively, and was included in other assets on our consolidated balance sheets. The net amount of accumulated other comprehensive loss was reclassified to interest expense during fiscal years 2023, 2022, and 2021 and resulted in income of $3.6 million, and expense of $0.7 million, and $2.5 million, respectively.

The following table presents our interest rate swap contract where the notional amount is equal to approximately one-half of the corresponding reduction in the balance of our term loan. The fair value of the derivative represents the discounted value of the expected future discounted cash flows for the interest rate swap, based on the payment schedule and the current forward curve for the remaining term of the contract, as of the date of each reporting period (in thousands):


	November 30, 2023				November 30, 2022
	Notional Value		Fair Value		Notional Value		Fair Value
Interest rate swap contracts designated as cash flow hedges	$	103,125	$	1,495	$	120,000	$	4,407

Forward Contracts

We generally use forward contracts that are not designated as hedging instruments to hedge economically the impact of the variability in exchange rates on intercompany accounts receivable and loans receivable denominated in certain foreign currencies. We generally do not hedge the net assets of our international subsidiaries.

All forward contracts are recorded at fair value on the consolidated balance sheets at the end of each reporting period and expire between 30 days and 2 years from the date the contract was entered. At November 30, 2023, $2.5 million was recorded in other accrued liabilities on the consolidated balance sheets. At November 30, 2022, $3.1 million and $0.1 million were recorded in other noncurrent liabilities and other current assets, respectively, on the consolidated balance sheets.

In fiscal year 2023, realized and unrealized gains of $2.3 million from our forward contracts were recognized in foreign currency loss, net on the consolidated statements of operations. In fiscal year 2022 and 2021, realized and unrealized losses of $7.7 million and $2.1 million, respectively, from our forward contracts were recognized in foreign currency loss, net on the consolidated statements of operations. These gains and losses were substantially offset by realized and unrealized losses and gains on the offsetting positions.

The table below details outstanding foreign currency forward contracts where the notional amount is determined using contract exchange rates (in thousands):


	November 30, 2023				November 30, 2022
	Notional Value		Fair Value		Notional Value		Fair Value
Forward contracts to sell U.S. dollars	$	102,229	$	(2,526)	$	74,578	$	(2,995)
Forward contracts to purchase U.S. dollars	844		(4)		544		(5)
Total	$	103,073	$	(2,530)	$	75,122	$	(3,000)

Leases - Narrative (Details)	Nov. 30, 2023
Lessee, Lease, Description [Line Items]
Remaining lease term (in years)	3 years
Minimum
Lessee, Lease, Description [Line Items]
Term of contract (in years)	1 year
Maximum
Lessee, Lease, Description [Line Items]
Term of contract (in years)	7 years

Restructuring (Tables)

12 Months Ended

Nov. 30, 2023

Restructuring Charges [Abstract]

Schedule of Restructuring Activity

The following table provides a summary of activity for all of the restructuring actions, with material actions detailed further below (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total
Balance, December 1, 2020	$	421	$	3,552	$	3,973
Costs incurred	3,518		2,790		6,308
Cash disbursements	(1,072)		(4,447)		(5,519)
Translation adjustments and other	1,616		(6)		1,610
Balance, November 30, 2021	$	4,483	$	1,889	$	6,372
Costs incurred	414		465		879
Cash disbursements	(1,027)		(2,321)		(3,348)
Translation adjustments and other	—		(3)		(3)
Balance, November 30, 2022	$	3,870	$	30	$	3,900
Costs incurred	1,117		7,290		8,407
Cash disbursements	(1,690)		(5,413)		(7,103)
Translation adjustments and other	—		(17)		(17)
Balance, November 30, 2023	$	3,297	$	1,890	$	5,187

A summary of activity for this restructuring action is as follows (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total
Balance, December 1, 2022	$	—	$	—	$	—
Costs incurred	—		1,732		1,732
Cash disbursements	—		(102)		(102)
Translation adjustments and other	—		13		13
Balance, November 30, 2023	$	—	$	1,643	$	1,643

A summary of activity for this restructuring action is as follows (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total




Balance, December 1, 2022	$	—	$	—	$	—
Costs incurred	186		5,542		5,728
Cash disbursements	(81)		(5,265)		(5,346)
Translation adjustments and other	—		(29)		(29)
Balance, November 30, 2023	$	105	$	248	$	353

A summary of activity for this restructuring action is as follows (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total
Balance, December 1, 2020	$	—	$	3,523	$	3,523
Costs incurred	3,323		826		4,149
Cash disbursements	(455)		(4,350)		(4,805)
Translation adjustments and other	1,615		8		1,623
Balance, November 30, 2021	$	4,483	$	7	$	4,490
Costs incurred	414		—		414
Cash disbursements	(1,027)		(7)		(1,034)

Balance, November 30, 2022	$	3,870	$	—	$	3,870
Costs incurred	897		—		897
Cash disbursements	(1,575)		—		(1,575)
Balance, November 30, 2023	$	3,192	$	—	$	3,192

Intangible Assets and Goodwill - Schedule of Future Amortization Expense From Intangible Assets Held (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 89,077
2025	78,567
2026	70,054
2027	44,740
2028	33,157
Thereafter	38,683
Net Book Value	$ 354,278	$ 217,355

Nature of Business and Summary of Significant Accounting Policies - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning of year	$ 398,504	$ 412,489	$ 346,013
Other comprehensive (loss) income	3,075	(2,792)	335
Balance, end of year	459,715	398,504	412,489
Total
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning of year	(35,235)	(32,443)	(32,778)
Other comprehensive (loss) income	3,075	(2,792)	335
Balance, end of year	(32,160)	(35,235)	(32,443)
Foreign Currency Translation Adjustment
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning of year	(38,523)	(30,055)
Other comprehensive (loss) income	5,289	(8,468)
Balance, end of year	(33,234)	(38,523)	(30,055)
Unrealized Losses on Investments
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning of year	(61)	(49)
Other comprehensive (loss) income	0	(12)
Balance, end of year	(61)	(61)	(49)
Unrealized (Losses) Gains on Hedging Activity
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
Balance, beginning of year	3,349	(2,339)
Other comprehensive (loss) income	(2,214)	5,688
Balance, end of year	$ 1,135	$ 3,349	$ (2,339)

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Cash flows from operating activities:
Net income	$ 70,197	$ 95,069	$ 78,420
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of property and equipment	6,345	5,002	5,477
Amortization of acquired intangibles and other	96,802	69,730	47,507
Amortization of debt discount and issuance costs on Notes	2,147	2,112	8,195
Stock-based compensation	40,529	37,094	29,724
Non-cash lease expense	9,393	7,781	10,946
Loss on disposal of long-lived assets, net	0	0	7
Gain on sale of assets held for sale	0	(10,770)	0
Deferred income taxes	(28,641)	(7,602)	(908)
Credit losses and other sales allowances	488	774	(282)
Changes in operating assets and liabilities:
Accounts receivable	12,119	(27,254)	(10,998)
Other assets	(1,579)	(2,214)	(15,105)
Inventories	2,489	(1,556)	245
Accounts payable and accrued liabilities	(1,242)	(3,583)	5,486
Lease liabilities	(10,472)	(8,571)	(8,406)
Income taxes payable	(553)	(120)	(2,251)
Deferred revenue, net	(24,102)	36,268	30,473
Net cash flows from operating activities	173,920	192,160	178,530
Cash flows (used in) from investing activities:
Purchases of investments	(15,262)	0	0
Sales and maturities of investments	15,700	1,950	5,950
Purchases of property and equipment	(5,570)	(6,090)	(4,654)
Payments for acquisitions, net of cash acquired	(355,250)	0	(253,961)
Proceeds from sale of long-lived assets, net	0	25,998	0
Other investing activities	0	134	2,330
Net cash flows (used in) from investing activities	(360,382)	21,992	(250,335)
Cash flows from (used in) financing activities:
Proceeds from equity plans	25,956	16,165	15,033
Payments for taxes related to net share settlements of equity awards	(12,377)	(7,824)	(5,186)
Repurchases of common stock	(33,962)	(77,041)	(35,000)
Proceeds from issuance of senior convertible notes, net of issuance costs of $9.9 million	0	0	350,100
Purchase of capped calls	0	0	(43,056)
Dividend payments to stockholders	(31,554)	(31,063)	(31,561)
Proceeds from the issuance of debt	195,000	7,475	0
Repayment of revolving line of credit	(85,000)	0	0
Principal payment on term loan	(6,875)	(6,873)	(117,313)
Payment of debt issuance costs	0	(2,262)	(904)
Net cash flows from (used in) financing activities	51,188	(101,423)	132,113
Effect of exchange rate changes on cash	5,955	(11,858)	(2,892)
Net (decrease) increase in cash and cash equivalents	(129,319)	100,871	57,416
Cash and cash equivalents, beginning of year	256,277	155,406	97,990
Cash and cash equivalents, end of year	126,958	256,277	155,406
Supplemental disclosure:
Cash paid for income taxes, net of refunds of $965 in 2023, $968 in 2022 and $894 in 2021	39,771	28,680	25,915
Cash paid for interest	23,867	8,572	8,537
Non-cash investing and financing activities:
Dividends declared and unpaid	$ 8,376	$ 8,115	$ 7,925

Nature of Business and Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Summary Of Significant Accounting Policies [Line Items]
Impairment of intangible assets	$ 0	$ 0	$ 0
Other comprehensive (loss) income, tax provision (benefit)	400,000	1,100,000	(700,000)
Advertising costs	1,100,000	1,100,000	900,000
Acquisition-related expenses	4,704,000	4,603,000	4,102,000
Restructuring expenses	$ 8,400,000	900,000	6,300,000
Software licenses
Summary Of Significant Accounting Policies [Line Items]
Period of payments of licenses upon execution of contract	30 days
Minimum \| Stock Options
Summary Of Significant Accounting Policies [Line Items]
Stock-based compensation service period	4 years
Minimum \| Restricted Stock Units (RSUs)
Summary Of Significant Accounting Policies [Line Items]
Stock-based compensation service period	3 years
Minimum \| Software licenses
Summary Of Significant Accounting Policies [Line Items]
Expected timing of satisfaction, period	1 year
Minimum \| Maintenance
Summary Of Significant Accounting Policies [Line Items]
Expected timing of satisfaction, period	1 year
Minimum \| Services
Summary Of Significant Accounting Policies [Line Items]
Expected timing of satisfaction, period	1 year
Minimum \| Computer equipment and software
Summary Of Significant Accounting Policies [Line Items]
Useful lives of major asset	3 years
Minimum \| Furniture and fixtures
Summary Of Significant Accounting Policies [Line Items]
Useful lives of major asset	5 years
Maximum \| Stock Options
Summary Of Significant Accounting Policies [Line Items]
Stock-based compensation service period	5 years
Maximum \| Restricted Stock Units (RSUs)
Summary Of Significant Accounting Policies [Line Items]
Stock-based compensation service period	4 years
Maximum \| Software licenses
Summary Of Significant Accounting Policies [Line Items]
Expected timing of satisfaction, period	3 years
Maximum \| Maintenance
Summary Of Significant Accounting Policies [Line Items]
Expected timing of satisfaction, period	3 years
Maximum \| Services
Summary Of Significant Accounting Policies [Line Items]
Expected timing of satisfaction, period	3 years
Maximum \| Computer equipment and software
Summary Of Significant Accounting Policies [Line Items]
Useful lives of major asset	7 years
Maximum \| Furniture and fixtures
Summary Of Significant Accounting Policies [Line Items]
Useful lives of major asset	7 years
Forward Contracts
Summary Of Significant Accounting Policies [Line Items]
Derivative, gain (loss) on derivative, net	$ 2,300,000	$ (7,700,000)	$ (2,100,000)

Stock-Based Compensation - Schedule of Fair Value of Options and Employee Stock Purchase Plan (Details)	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	30.60%	31.00%	30.00%
Risk-free interest rate	3.50%	1.90%	0.50%
Expected life (in years)	4 years 9 months 18 days	4 years 9 months 18 days	4 years 9 months 18 days
Expected dividend yield	1.40%	1.60%	1.60%
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	26.90%	31.80%	33.10%
Risk-free interest rate	4.90%	2.40%	0.10%
Expected life (in years)	1 year 2 months 12 days	1 year 2 months 12 days	1 year 3 months 18 days
Expected dividend yield	1.30%	1.50%	1.50%
Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	31.40%	35.10%	36.30%
Risk-free interest rate	3.80%	1.30%	0.20%
Expected life (in years)	2 years 10 months 24 days	2 years 10 months 24 days	2 years 9 months 18 days
Expected dividend yield	0.00%	0.00%	0.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Stockholders’ Equity (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Nov. 30, 2023 USD ($) unit $ / shares shares	Nov. 30, 2022 USD ($) $ / shares shares	Nov. 30, 2021 USD ($) shares	Jan. 10, 2023 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, par value (in dollars per share) \| $ / shares	$ 0.01	$ 0.01
Common stock, shares issued (in shares)	43,795,955	43,257,008
Common stock, shares outstanding (in shares)	43,795,955	43,257,008
Stock repurchase program additional authorized amount \| $				$ 150,000
Share repurchase program, authorized amount \| $				$ 228,000
Common stock repurchased and retired (in shares)	600,000	1,700,000	800,000
Common stock repurchased and retired, value (in dollars) \| $	$ 33,962	$ 77,041	$ 35,000
Remaining authorized repurchase amount \| $	$ 194,000
Deferred Stock Unit
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Deferred stock units, shares outstanding (in shares)	324,470
Deferred stock unit of common stock in shares \| unit	1

Fair Value Measurements - Narrative (Details) - Convertible Debt - USD ($) $ in Millions	Nov. 30, 2023	Nov. 30, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term debt	$ 354.8	$ 352.6
Fair value notes	$ 377.1	$ 376.0

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Stock-Based Compensation - Schedule of Status of Restricted Stock Units (Details) - Restricted Stock Units (RSUs) shares in Thousands	12 Months Ended
	Nov. 30, 2023 $ / shares shares
Number of Shares
Beginning balance (in shares) \| shares	1,051
Granted (in shares) \| shares	859
Issued (in shares) \| shares	(548)
Canceled (in shares) \| shares	(55)
Ending balance (in shares) \| shares	1,307
Weighted Average Fair Value
Beginning of year (in dollars per share) \| $ / shares	$ 44.80
Granted (in dollars per share) \| $ / shares	52.10
Issued (in dollars per share) \| $ / shares	45.98
Canceled (in dollars per share) \| $ / shares	47.99
End of year (in dollars per share) \| $ / shares	$ 49.27

Revenue Recognition - Schedule of Geographic Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 694,439	$ 602,013	$ 531,313
United States
Disaggregation of Revenue [Line Items]
Total revenue	380,672	310,917	294,947
Canada
Disaggregation of Revenue [Line Items]
Total revenue	30,998	30,237	22,867
EMEA
Disaggregation of Revenue [Line Items]
Total revenue	222,862	207,707	169,335
Latin America
Disaggregation of Revenue [Line Items]
Total revenue	21,112	18,053	17,036
Asia Pacific
Disaggregation of Revenue [Line Items]
Total revenue	$ 38,795	$ 35,099	$ 27,128

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-Publisher FASB
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-Paragraph 40
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
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-Paragraph 22
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
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-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Leases (Tables)

12 Months Ended

Nov. 30, 2023

Leases [Abstract]

Schedule of Lease, Cost

The components of net operating lease cost for the years ended November 30, 2023, 2022 and 2021 were as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Lease costs under long-term operating leases	$	8,935	$	7,079	$	7,867
Lease costs under short-term operating leases	170		71		32
Variable lease cost under short-term and long-term operating leases(1)	354		282		434
Operating lease right-of-use asset impairment	115		—		3,057
Sublease income	(468)		—		—
Total net operating lease cost	$	9,106	$	7,432	$	11,390

(1) Lease costs that are not fixed at lease commencement.

The table below presents supplemental cash flow information related to leases during the years ended November 30, 2023, 2022 and 2021 (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Cash paid for leases	$	10,472	$	8,571	$	8,406
Right-of-use assets recognized for new leases and amendments (non-cash)	$	3,444	$	451	$	3,222

Weighted average remaining lease term in years and weighted average discount rate are as follows:


	November 30, 2023		November 30, 2022
Weighted average remaining lease term in years	2.74		3.33
Weighted average discount rate	4.6	%	2.6	%

Schedule of Lessee, Operating Lease, Liability, Maturity

Future payments under non-cancellable leases at November 30, 2023 are as follows (in thousands):


2024	$	11,063
2025	7,422
2026	3,990
2027	2,047
2028	233
Thereafter	14
Total lease payments	24,769
Less imputed interest	(1,655)
Present value of lease liabilities	$	23,114

Leases

12 Months Ended

Nov. 30, 2023

Leases [Abstract]

Leases

The Company has operating leases for facilities, vehicles, and equipment under various non-cancelable lease agreements. The Company’s leases have remaining lease terms ranging from 1 year to 7 years. The Company’s lease terms may include options to extend or terminate the lease. The Company considers several economic factors when making the determination as to whether the Company will exercise options to extend or terminate the lease, including but not limited to, the significance of leasehold improvements incurred in the office space, the difficulty in replacing the asset, underlying contractual obligations, or specific characteristics unique to a particular lease. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Consideration in the contract is comprised of any fixed payments and variable payments that depend on an index or rate. Payments in the Company's operating lease arrangements primarily consist of base office rent. The Company makes variable payments on certain of its leases related to taxes, insurance, common area maintenance, and utilities, among other things. We sublease certain facilities to third parties, which have remaining lease terms of up to three years.

The components of net operating lease cost for the years ended November 30, 2023, 2022 and 2021 were as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Lease costs under long-term operating leases	$	8,935	$	7,079	$	7,867
Lease costs under short-term operating leases	170		71		32
Variable lease cost under short-term and long-term operating leases(1)	354		282		434
Operating lease right-of-use asset impairment	115		—		3,057
Sublease income	(468)		—		—
Total net operating lease cost	$	9,106	$	7,432	$	11,390

(1) Lease costs that are not fixed at lease commencement.

The table below presents supplemental cash flow information related to leases during the years ended November 30, 2023, 2022 and 2021 (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Cash paid for leases	$	10,472	$	8,571	$	8,406
Right-of-use assets recognized for new leases and amendments (non-cash)	$	3,444	$	451	$	3,222

Weighted average remaining lease term in years and weighted average discount rate are as follows:


	November 30, 2023		November 30, 2022
Weighted average remaining lease term in years	2.74		3.33
Weighted average discount rate	4.6	%	2.6	%

Future payments under non-cancellable leases at November 30, 2023 are as follows (in thousands):


2024	$	11,063
2025	7,422
2026	3,990
2027	2,047
2028	233
Thereafter	14
Total lease payments	24,769
Less imputed interest	(1,655)
Present value of lease liabilities	$	23,114

Debt

12 Months Ended

Nov. 30, 2023

Line of Credit Facility [Abstract]

Debt

As of November 30, 2023, future maturities of the Company's long-term debt were as follows:


(In thousands)	2026 Notes		Revolving Line of Credit		Term Loan		Total
2024	$	—	$	—	$	13,750	$	13,750
2025	—		—		20,625		20,625
2026	360,000		—		20,625		380,625
2027	—		110,000		206,250		316,250

Total face value of long-term debt	360,000		110,000		261,250		731,250
Unamortized discount and issuance costs	(5,228)		—		(2,030)		(7,258)
Less current portion of long-term debt, net	—		—		(13,109)		(13,109)
Long-term debt	$	354,772	$	110,000	$	246,111	$	710,883

During February 2023, we partially funded our acquisition of MarkLogic by drawing down $195.0 million under the revolving line of credit. As of November 30, 2023, there was $110.0 million outstanding under the revolving line of credit.

Notes Payable

Convertible Senior Notes

In April 2021, the Company issued, in a private placement, Convertible Senior Notes (the "Notes") with an aggregate principal amount of $360 million, due April 15, 2026, unless earlier repurchased, redeemed or converted. There are no required principal payments prior to the maturity of the Notes. The Notes bear interest at an annual rate of 1%, payable semi-annually in arrears on April 15 and October 15 of each year. The Company incurred approximately $10.8 million in issuance costs for the issuance of the Convertible Notes.

Conversion Rights

Before January 15, 2026, Noteholders may convert their Notes in the following circumstances:

•During any fiscal quarter (and only during such fiscal quarter) commencing after the fiscal quarter ending on May 31, 2021, if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price for each of at least twenty trading days (whether or not consecutive) during the thirty consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter;

•During the five consecutive business days immediately after any ten consecutive trading day period (the “Measurement Period”), if the trading price per $1,000 principal amount of Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sale price per share of Company’s common stock on such trading day and the conversion rate on such trading day; or

•Upon the occurrence of certain corporate events or distributions on the Company’s common stock, or if the Company calls such Notes for redemption, then the Noteholder of any Note may convert such Note at any time before the close of business on the business day immediately before the related redemption date.

From and after January 15, 2026, Noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will satisfy its conversion obligations by paying cash up to the aggregate principal amount of Notes to be converted, by issuing shares of its common stock or a combination of cash and shares of its common stock, at its election. The initial conversion rate is 17.4525 shares of common stock per $1,000 principal amount of the Notes, representing an initial conversion price of approximately $57.30 per share of common stock. The conversion rate will be adjusted upon the occurrence of certain events, including spin-offs, tender offers, exchange offers, make-whole fundamental change and certain stockholder distributions.

Repurchase Rights

On or after April 20, 2024, and on or before the 50th scheduled trading day immediately before the maturity date, the Company may redeem for cash all or part of the Notes, subject to the partial redemption limitation, at a repurchase price equal to 100% of the principal amount, plus accrued and unpaid interest, if the last reported sale price per share of the Company’s common stock exceeded 130% of the conversion price on (1) each of at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides a redemption notice and (2) the trading day immediately before the date the Company sends such notice. Pursuant to the partial redemption limitation, the Company may not elect to redeem less than all of the outstanding Notes unless at least $100.0 million aggregate principal amount of Notes are outstanding and not subject to redemption as of the time it sends the related redemption notice.

Capped Call Transactions

On April 8, 2021, in connection with the pricing of the Notes, the Company entered into privately negotiated capped call transactions (“Capped Call Transactions”) with one or more of the initial purchasers and/or their respective affiliates and/or other financial institutions. The Capped Call Transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the Notes, approximately 6.3 million shares (representing the number of shares of common stock initially underlying the Notes) of the Company’s common stock. The Capped Call Transactions are generally expected to reduce potential dilution to our common stock upon any conversion of Notes and/or offset any potential cash payments the Company is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap. The cap price of the Capped Call Transactions will initially be $89.88 per share of common stock, which represents a premium of 100% over the last reported sale price of the common stock of $44.94 per share on April 8, 2021, and is subject to certain adjustments under the terms of the Capped Call Transactions. The cost of the purchased capped calls of $43.1 million was recorded as a reduction to additional paid-in-capital.

We elected to integrate the capped call options with the applicable Notes for federal income tax purposes pursuant to applicable U.S. Treasury Regulations. Accordingly, the $43.1 million gross cost of the purchased capped calls will be deductible for income tax purposes as original discount interest over the term of the Notes.

Accounting for the Notes

The Company adopted ASU 2020-06 using the modified retrospective approach on December 1, 2021. Under ASU 2020-06, we no longer separate the Notes into liability and equity components. We recognized the cumulative effect of applying this new standard as of December 1, 2021.

In accounting for the transaction, prior to the adoption of ASU 2020-06, the Notes were separated into liability and equity components.

The initial carrying amount of the liability component was calculated by measuring the fair value of a similar debt instrument that does not have an associated conversion feature. The amount initially recognized for the equity component totaled $64.8 million. The excess of the Notes’ principal amount over the initial carrying amount of the liability component, referred to as the debt discount, was amortized as interest expense over the Notes’ contractual term. The equity component, which represented the difference between the gross proceeds and the initial liability component, was recorded as an increase to additional paid-in capital and was not remeasured.

Upon adoption of ASU 2020-06 on December 1, 2021, using the modified retrospective method, the Company reversed the separation of the debt and equity components and accounted for the Notes wholly as debt. The Company also reversed the amortization of the debt discount that was due to the equity component, with a cumulative adjustment to retained earnings on the adoption date. Further, the Company reversed the allocation of the issuance costs to the equity component and accounted for the entire amount as debt issuance cost that will be amortized as interest expense over the remaining term at an effective interest rate of 1.63% with a cumulative adjustment to retained earnings on the adoption date.

We recognized the cumulative effect of initially applying this new standard as of December 1, 2021 as an adjustment to the December 1, 2021 opening balance of retained earnings. The conversion option that was previously accounted for in equity under the cash conversion model was recombined into the convertible debt outstanding, and as a result, additional paid in capital and the related unamortized debt discount on the convertible senior notes were reduced. The removal of the remaining debt discount recorded for this previous separation has the effect of increasing our net debt balance. We recorded a $47.5 million decrease to additional paid-in capital, a $56.0 million decrease to debt discount, a $4.9 million increase to retained earnings, and a $13.4 million decrease to long-term deferred tax liabilities.

As a result of the adoption of ASU 2020-06, non-cash interest expense decreased by approximately $11.5 million in 2022 and 2023 as well as in future periods due to the de-recognition of the debt discount associated with the previously bifurcated equity components of the Notes. Further, the standard requires the use of the if converted method to calculate diluted earnings per share. Refer to Note 17: Earnings Per Share for further discussion about the impact of the adoption of ASU 2020-06 on diluted earnings per share upon adoption and as of the fiscal year ended November 30, 2023.


	Fiscal Year Ended
(In thousands)	November 30, 2023		November 30, 2022		November 30, 2021
Contractual interest expense (1% coupon)	$	3,600	$	3,600	$	2,280
Amortization of debt discount and issuance costs(1)	2,147		2,112		8,195
	$	5,747	$	5,712	$	10,475
(1)After the adoption of ASU 2020-06, the effective interest rate for the Notes was 1.63%. Prior to adoption of ASU 2020-06, the effective interest rate for the Notes was 5.71%.

Credit Facility

On January 25, 2022, the Company entered into the Credit Agreement, which provides for a $275.0 million secured term loan and a $300.0 million secured revolving line of credit. The revolving line of credit has sublimits for swing line loans up to $25.0 million and for the issuance of standby letters of credit in a face amount up to $25.0 million.

Interest rates for the Credit Agreement are determined by reference to a term benchmark rate or a base rate at our option and would range from 1.00% to 2.00% above the term benchmark rate or would range from 0.00% to 1.00% above the defined base rate for base rate borrowings, in each case based upon our leverage ratio. Additionally, we may borrow certain foreign currencies at rates set in the same range above the respective term benchmark rates for those currencies, based on our leverage ratio. We will incur a quarterly commitment fee on the undrawn portion of the revolving credit facility, ranging from 0.125% to 0.275% per annum, based on our leverage ratio. The average interest rate of the credit facility during the fiscal year ended November 30, 2023 was 6.68%, and the interest rate as of November 30, 2023 was 7.20%.

The credit facility matures on the earlier of (i) January 25, 2027, and (ii) the date that is 181 days prior to the maturity date of our Notes subject to certain conditions as set forth in the Credit Agreement, including the repayment of the Notes, the refinancing of the Notes including a maturity date that is at least 181 days after January 25, 2027 and compliance with a liquidity test when all amounts outstanding will be due and payable in full. The revolving line of credit does not require amortization of principal. The term loan requires repayment of principal at the end of each fiscal quarter, beginning with the fiscal quarter ended February 28, 2022. The principal repayment amounts are in accordance with the following schedule: (i) eight payments of $1.7 million each, (ii) four payments of $3.4 million each, (iii) eight payments of $5.2 million each, and (iv) the last payment is of the remaining principal amount. Any amounts outstanding under the term loan thereafter would be due on the maturity date. The term loan may be prepaid before maturity in whole or in part at our option without penalty or premium.

Costs incurred to obtain our long-term debt of $3.2 million, including $1.1 million of unamortized debt issuance costs related to the previous credit agreement, are recorded as debt issuance costs as a direct deduction from the carrying value of the long-term debt liability on our consolidated balance sheets as of November 30, 2023. These costs are being amortized over the term of the Credit Agreement using the effective interest rate method. Amortization expense related to the debt issuance costs was $0.6 million for the fiscal years ended November 30, 2023, 2022 and 2021 and is recorded in interest expense on our consolidated statements of operations.

Revolving loans may be borrowed, repaid, and reborrowed until January 25, 2027, at which time all amounts outstanding must be repaid. As of November 30, 2023, there was $110.0 million outstanding amounts under the revolving line of credit and $2.5 million of letters of credit.

Our obligations under the Credit Agreement are guaranteed by each of our material domestic subsidiaries and are secured by substantially all of our assets and such material domestic subsidiaries, as well as 100% of the capital stock of our domestic subsidiaries and 65% of the capital stock of our first-tier foreign subsidiaries, in each case, subject to certain exceptions as described in the Credit Agreement. Future material domestic subsidiaries will be required to guaranty our obligations under the Credit Agreement, and to grant security interests in substantially all of their assets to secure such obligations. The Credit Agreement generally prohibits, with certain exceptions, any other liens on our assets and the assets of our subsidiaries, subject to certain exceptions as described in the Credit Agreement.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
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+ Details

Business Segments and International Operations	12 Months Ended
Business Segments and International Operations	Nov. 30, 2023
Segment Reporting [Abstract]
Business Segments and International Operations	Business Segments and International Operations Operating segments are components of an enterprise that engage in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker ("CODM") in deciding how to allocate resources and assess performance. Our CODM is our Chief Executive Officer. We operate as one operating segment: software products to develop, deploy, and manage high-impact applications. Our CODM evaluates financial information on a consolidated basis. As we operate as one operating segment, the required financial segment information can be found in the condensed consolidated financial statements. Long-lived assets, comprised of our property and equipment, totaled $8.2 million, $7.6 million and $22.1 million in the U.S. and $7.0 million, $7.3 million and $7.5 million outside of the U.S. at the end of fiscal years 2023, 2022, and 2021, respectively. During the fiscal year ended November 30, 2023, India accounted for more than 10% of our consolidated long-lived assets. During the fiscal year ended November 30, 2022, India and Bulgaria accounted for more than 10% of our consolidated long-lived assets. No individual country outside of the U.S. accounted for more than 10% of our consolidated long-lived assets in 2021.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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+ Details

Nature of Business and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Nov. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Allowances Against Accounts Receivable

A summary of activity in the allowance for doubtful accounts is as follows (in thousands):



	November 30, 2023		November 30, 2022		November 30, 2021
Beginning balance	$	740	$	552	$	886
Charge to costs and expenses	435		493		58
Write-offs and other	(499)		(302)		(408)
Translation adjustments	2		(3)		16
Ending balance	$	678	$	740	$	552

Schedule of Accumulated Other Comprehensive (Loss) Income

Accumulated other comprehensive loss by components, net of tax (in thousands):


	Foreign Currency Translation Adjustment		Unrealized Losses on Investments		Unrealized (Losses) Gains on Hedging Activity		Total
Balance, December 1, 2021	$	(30,055)	$	(49)	$	(2,339)	$	(32,443)
Other comprehensive (loss) income	(8,468)		(12)		5,688		(2,792)
Balance, December 1, 2022	$	(38,523)	$	(61)	$	3,349	$	(35,235)
Other comprehensive income (loss)	5,289		—		(2,214)		3,075
Balance, November 30, 2023	$	(33,234)	$	(61)	$	1,135	$	(32,160)

Debt - Schedule of Interest Expense Related To The Notes (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021	Aug. 31, 2022	Apr. 30, 2021
Debt Instrument [Line Items]
Contractual interest expense	$ 3,600	$ 3,600	$ 2,280
Amortization of debt discount and issuance costs	2,147	2,112	8,195
Interest expense, debt	$ 5,747	$ 5,712	$ 10,475
Convertible Senior Notes \| Convertible Debt
Debt Instrument [Line Items]
Annual interest rate	1.00%				1.00%
Debt instrument, interest rate, effective percentage		5.71%		1.63%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Derivative Instruments (Tables)

12 Months Ended

Nov. 30, 2023

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Outstanding Foreign Currency Forward Contracts


	November 30, 2023				November 30, 2022
	Notional Value		Fair Value		Notional Value		Fair Value
Interest rate swap contracts designated as cash flow hedges	$	103,125	$	1,495	$	120,000	$	4,407

The table below details outstanding foreign currency forward contracts where the notional amount is determined using contract exchange rates (in thousands):


	November 30, 2023				November 30, 2022
	Notional Value		Fair Value		Notional Value		Fair Value
Forward contracts to sell U.S. dollars	$	102,229	$	(2,526)	$	74,578	$	(2,995)
Forward contracts to purchase U.S. dollars	844		(4)		544		(5)
Total	$	103,073	$	(2,530)	$	75,122	$	(3,000)

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References + Details

Debt - Schedule of Future Maturities (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Debt Instrument [Line Items]
2024	$ 13,750
2025	20,625
2026	380,625
2027	316,250
Total face value of long-term debt	731,250
Unamortized discount and issuance costs	(7,258)
Less current portion of long-term debt, net	(13,109)	$ (6,234)
Long-term debt	710,883
2026 Notes
Debt Instrument [Line Items]
2024	0
2025	0
2026	360,000
2027	0
Total face value of long-term debt	360,000
Unamortized discount and issuance costs	(5,228)
Less current portion of long-term debt, net	0
Long-term debt	354,772
Revolving Line of Credit
Debt Instrument [Line Items]
2024	0
2025	0
2026	0
2027	110,000
Total face value of long-term debt	110,000
Unamortized discount and issuance costs	0
Less current portion of long-term debt, net	0
Long-term debt	110,000
Term Loan
Debt Instrument [Line Items]
2024	13,750
2025	20,625
2026	20,625
2027	206,250
Total face value of long-term debt	261,250
Unamortized discount and issuance costs	(2,030)
Less current portion of long-term debt, net	(13,109)
Long-term debt	$ 246,111

Property and Equipment (Tables)

12 Months Ended

Nov. 30, 2023

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consists of the following (in thousands):


	November 30, 2023		November 30, 2022
Computer equipment and software	$	46,405	$	42,672
Buildings and leasehold improvements	9,874		8,771
Furniture and fixtures	3,828		3,582
Capitalized software development costs	276		276
Property and equipment, gross	60,383		55,301
Less accumulated depreciation and amortization	(45,158)		(40,374)
Property and equipment, net	$	15,225	$	14,927

Property and Equipment - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Property, Plant and Equipment [Abstract]
Depreciation and amortization expense	$ 6.3	$ 5.0	$ 5.5

Stock-Based Compensation

12 Months Ended

Nov. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

We currently have one stockholder-approved stock plan from which we can issue stock-based awards, which was approved by our stockholders in fiscal year 2008 and most recently amended and approved by stockholders in May 2021 ("2008 Plan"). The 2008 Plan permits the granting of stock awards to officers, members of the Board of Directors, employees and consultants. Awards under the 2008 Plan may include nonqualified stock options, incentive stock options, grants of conditioned or restricted stock, unrestricted grants of stock, grants of stock contingent upon the attainment of performance goals, deferred stock units and stock appreciation rights. A total of 2,985,048 shares were available for issuance as of November 30, 2023.

We have previously adopted two stock plans for which the approval of stockholders was not required: the 2002 Nonqualified Stock Plan ("2002 Plan") and the 2004 Inducement Stock Plan ("2004 Plan"). The 2002 Plan permits the granting of stock awards to non-executive officer employees and consultants. Executive officers and members of the Board of Directors are not eligible for awards under the 2002 Plan. Awards under the 2002 Plan may include nonqualified stock options, grants of conditioned or restricted stock, unrestricted grants of stock, grants of stock contingent upon the attainment of performance goals and stock appreciation rights. A total

of 93,064 shares were available for issuance under the 2002 Plan as of November 30, 2023. Additional shares cannot be added to the 2002 Plan without stockholder approval.

The 2004 Plan is reserved for persons to whom we may issue securities as an inducement to become employed by us pursuant to the rules and regulations of the NASDAQ Stock Market. Awards under the 2004 Plan may include nonqualified stock options, grants of conditioned or restricted stock, unrestricted grants of stock, grants of stock contingent upon the attainment of performance goals and stock appreciation rights. A total of 466,716 shares were available for issuance under the 2004 Plan as of November 30, 2023. Additional shares cannot be added to the 2002 Plan without stockholder approval.

Under all of our plans, the awards granted generally begin to vest within one year of the grant.

A summary of stock option activity under all the plans is as follows:


	Shares	Weighted Average		Weighted Average Remaining Contractual Term	Aggregate Intrinsic Value
	(in thousands)	Exercise Price		(in years)	(in thousands)
Options outstanding, December 1, 2022	2,480	$	41.73
Granted	243	51.41
Exercised	(485)	37.49
Canceled	(186)	43.28
Options outstanding, November 30, 2023	2,052	$	44.09	4.1	$	19,187
Exercisable, November 30, 2023	1,123	$	42.87	3.4	$	11,870
Vested or expected to vest, November 30, 2023	2,052	$	44.09	4.1	$	19,187

A summary of restricted stock units' activity is as follows (in thousands, except per share data):


	Number of Shares	Weighted Average Fair Value
Restricted stock units outstanding, December 1, 2022	1,051	$	44.80
Granted	859	52.10
Issued	(548)	45.98
Canceled	(55)	47.99
Restricted stock units outstanding, November 30, 2023	1,307	$	49.27

Each restricted stock unit represents one share of common stock. The restricted stock units generally vest semi-annually over a three-year period. Performance-based restricted stock units are subject to multi-year performance criteria aligned with our business plan and are earned only to the extent the performance criteria are achieved.

The fair value of stock awards, restricted stock units and DSUs is equal to the closing price of our common stock on the date of grant, less the present value of expected dividends when applicable. Restricted stock units have forfeitable dividend equivalent rights equal to the dividend paid on our common stock.

During the first quarter of fiscal years 2021, 2022, and 2023, we granted performance-based restricted stock units that include two performance metrics under a Long-Term Incentive Plan ("LTIP") where the performance measurement period is three years. For the 2021, 2022 and 2023 plans, the vesting terms were based on the following: (i) 75% is based on achievement of a three-year cumulative operating income, and (ii) 25% is based on our level of attainment of specified TSR targets relative to the percentage appreciation of a specified index of companies for the respective three-year periods. The vesting of LTIP awards is also subject to continued employment of the grantees through the performance period, except in the event of a qualifying termination. In order to estimate the fair value of such awards, we used a Monte Carlo Simulation valuation model for the market condition portion of the award and used the closing price of our common stock on the date of grant, less the present value of expected dividends when applicable, for the portion related to the performance condition.

The 1991 Employee Stock Purchase Plan was most recently amended and approved by stockholders in May 2021 ("ESPP") and permits eligible employees to purchase up to an aggregate of 10,250,000 shares of our common stock through accumulated payroll deductions. The ESPP has a 27-month offering period comprised of nine three-month purchase periods. The purchase price of the stock is equal to 85% of the lesser of the market value of such shares at the beginning of a 27-month offering period or the end of each three-month segment within such offering period. If the market price at any of the nine purchase periods is less than the market price on the first date of the 27-month offering period, subsequent to the purchase, the offering period is canceled and the employee is entered into a new 27-month offering period with the then current market price as the new base price. We issued 279,000 shares, 301,000 shares, and 277,000 shares with weighted average purchase prices of $36.88, $30.59, and $28.20 per share, respectively, in fiscal years 2023, 2022, and 2021, respectively. At November 30, 2023, approximately 107,000 shares were available and reserved for issuance under the ESPP.


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Stock options:
Expected volatility	30.6	%	31.0	%	30.0	%
Risk-free interest rate	3.5	%	1.9	%	0.5	%
Expected life (in years)	4.8		4.8		4.8
Expected dividend yield	1.4	%	1.6	%	1.6	%
Employee stock purchase plan:
Expected volatility	26.9	%	31.8	%	33.1	%
Risk-free interest rate	4.9	%	2.4	%	0.1	%
Expected life (in years)	1.2		1.2		1.3
Expected dividend yield	1.3	%	1.5	%	1.5	%
Long-term incentive plan:
Expected volatility	31.4	%	35.1	%	36.3	%
Risk-free interest rate	3.8	%	1.3	%	0.2	%
Expected life (in years)	2.9		2.9		2.8
Expected dividend yield	—	%	—	%	—	%

For each stock option award, the expected life in years is based on historical exercise patterns and post-vesting termination behavior. Expected volatility is based on historical volatility of our stock, and the risk-free interest rate is based on the U.S. Treasury yield curve for the period that is commensurate with the expected life at the time of grant. The expected annual dividend yield is based on the weighted-average of the dividend yield assumptions used for options granted during the applicable period. For each ESPP award, the expected life in years is based on the period of time between the beginning of the offering period and the date of purchase, plus an additional holding period of three months.

Based on the above assumptions, the weighted average estimated fair value of stock options granted in fiscal years 2023, 2022, and 2021 was $14.40, $10.95, and $9.46 per share, respectively. We amortize the estimated fair value of stock options to expense over the vesting period using the straight-line method. The weighted average estimated fair value for shares issued under our ESPP in fiscal years 2023, 2022, and 2021 was $13.56, $11.01, and $11.59 per share, respectively. We amortize the estimated fair value of shares issued under the ESPP to expense over the vesting period using a graded vesting model.

Total unrecognized stock-based compensation expense, net of expected forfeitures, related to unvested stock options and unvested restricted stock awards amounted to $57.6 million at November 30, 2023. These costs are expected to be recognized over a weighted average period of two years.

The following additional activity occurred under our plans (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Total intrinsic value of stock options on date exercised	$	12,171	$	1,717	$	2,523
Total fair value of deferred stock units on date vested	2,260		2,029		2,084
Total fair value of restricted stock units on date vested	33,402		25,597		16,018

The following table provides the classification of stock-based compensation as reflected in our consolidated statements of operations (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Cost of maintenance and services	$	2,976	$	1,969	$	1,561
Sales and marketing	6,797		4,884		6,055
Product development	12,214		10,326		8,104
General and administrative	18,542		19,915		14,004
Total stock-based compensation	$	40,529	$	37,094	$	29,724
Income tax benefit included in the provision for income taxes	$	9,355	$	6,344	$	5,281

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Revenue:
Total revenue	$ 694,439	$ 602,013	$ 531,313
Costs of revenue:
Amortization of acquired intangibles	30,169	22,076	14,936
Total costs of revenue	126,577	94,496	78,449
Gross profit	567,862	507,517	452,864
Operating expenses:
Sales and marketing	156,076	140,760	125,890
Product development	132,401	114,568	103,338
General and administrative	83,157	77,876	65,128
Amortization of acquired intangibles	66,430	46,868	31,996
Restructuring expenses	8,407	879	6,308
Acquisition-related expenses	4,704	4,603	4,102
Cyber incident and vulnerability response expenses, net	6,164	602	0
Gain on sale of assets held for sale	0	(10,770)	0
Total operating expenses	457,339	375,386	336,762
Income from operations	110,523	132,131	116,102
Other (expense) income:
Interest expense	(30,780)	(15,790)	(20,045)
Interest income and other, net	2,538	1,414	777
Foreign currency loss, net	(2,624)	(500)	(1,300)
Total other expense, net	(30,866)	(14,876)	(20,568)
Income before income taxes	79,657	117,255	95,534
Provision for income taxes	9,460	22,186	17,114
Net income	$ 70,197	$ 95,069	$ 78,420
Earnings per share:
Basic (in dollars per share)	$ 1.62	$ 2.19	$ 1.79
Diluted (in dollars per share)	$ 1.57	$ 2.15	$ 1.76
Weighted average shares outstanding:
Basic (in shares)	43,456	43,475	43,916
Diluted (in shares)	44,658	44,247	44,620
Cash dividends declared per common share (in dollars per share)	$ 0.70	$ 0.70	$ 0.70
Software licenses
Revenue:
Total revenue	$ 220,789	$ 188,336	$ 156,590
Costs of revenue:
Costs of revenue	11,153	10,243	5,271
Maintenance and services
Revenue:
Total revenue	473,650	413,677	374,723
Costs of revenue:
Costs of revenue	$ 85,255	$ 62,177	$ 58,242

Income Taxes - Schedule of Reconciliation Of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Reconciliation of Unrecognized Tax Benefits [Roll Forward]
Balance, beginning of year	$ 5,276	$ 5,471	$ 6,219
Tax positions related to current period	0	0	71
Tax positions related to a prior period	19
Tax positions related to a prior period		0	(820)
Tax positions acquired	423	0	439
Settlements with tax authorities	(367)	(45)	(168)
Lapses due to expiration of the statute of limitations	(179)	(150)	(270)
Balance, end of year	$ 5,172	$ 5,276	$ 5,471

Business Combinations - Schedule of Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
MarkLogic Acquisition
Business Acquisition [Line Items]
Revenue	$ 733,289	$ 712,170
Net income	$ 79,411	$ 77,058
Net income per basic share (in dollars per share)	$ 1.83	$ 1.77
Net income per diluted share (in dollars per share)	$ 1.78	$ 1.74
Kemp Acquisition
Business Acquisition [Line Items]
Revenue			$ 590,133
Net income			$ 75,612
Net income per basic share (in dollars per share)			$ 1.72
Net income per diluted share (in dollars per share)			$ 1.69

Nature of Business and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Nov. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accounting Principles	Accounting Principles We prepare our consolidated financial statements and accompanying notes in conformity with accounting principles generally accepted in the United States of America ("GAAP").
Basis of Consolidation	Basis of Consolidation The consolidated financial statements include our accounts and those of our subsidiaries (all of which are wholly owned). We eliminate all intercompany balances and transactions.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. On an on-going basis, management evaluates its estimates and records changes in estimates in the period in which they become known. These estimates are based on historical data and experience, as well as various other assumptions that management believes to be reasonable under the circumstances. Actual results could differ from those estimates.
Foreign Currency Translation	Foreign Currency Translation The functional currency of most of our foreign subsidiaries is the local currency in which the subsidiary operates. For foreign operations where the local currency is considered to be the functional currency, we translate assets and liabilities into U.S. dollars at the exchange rate on the balance sheet date. We translate income and expense items at average rates of exchange prevailing during each period. We accumulate translation adjustments in accumulated other comprehensive loss, a component of stockholders’ equity. For foreign operations where the U.S. dollar is considered to be the functional currency, we remeasure monetary assets and liabilities into U.S. dollars at the exchange rate on the balance sheet date and non-monetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. We translate income and expense items at average rates of exchange prevailing during each period. We recognize remeasurement adjustments currently as a component of foreign currency loss, net in the statements of operations. Transaction gains or losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in foreign currency loss, net in the statements of operations as incurred.
Cash Equivalents	Cash Equivalents Cash equivalents include short-term, highly liquid investments purchased with remaining maturities of three months or less. As of November 30, 2023, all of our cash equivalents were invested in money market funds.
Allowance for Doubtful Accounts and Sales Credit Memos	Allowances for Doubtful Accounts and Sales Credit Memos We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. We establish this allowance using estimates that we make based on factors such as the composition of the accounts receivable aging, historical bad debts, changes in payment patterns, changes to customer creditworthiness and current economic trends. We also record an allowance for estimates of potential sales credit memos. This allowance is determined based on an analysis of historical credit memos issued and current economic trends, and is recorded as a reduction of revenue.
Concentrations of Credit Risk	Concentrations of Credit Risk Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, derivative instruments and trade receivables. We hold our cash and cash equivalents and derivative instrument contracts with high quality financial institutions and we monitor the credit ratings of those institutions. We perform ongoing credit evaluations of our customers, and the risk with respect to trade receivables is further mitigated by the diversity, both by geography and by industry, of the customer base.
Fair Value Measurements	Fair Value Measurements We account for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: •Level 1 – inputs are based upon unadjusted quoted prices for identical instruments in active markets. Our Level 1 investments include money market funds. •Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques (e.g. the Black-Scholes model) for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs including interest rate curves, credit spreads, foreign exchange rates, and forward and spot prices for currencies. Our Level 2 derivative assets and liabilities include certain over-the-counter forward and swap contracts. •Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques, including option pricing models and discounted cash flow models. We do not have any Level 3 fair value measurements. When developing fair value estimates, we maximize the use of observable inputs and minimize the use of unobservable inputs. When available, we use quoted market prices to measure fair value. The valuation technique used to measure fair value for our Level 1 and Level 2 assets is a market approach, using prices and other relevant information generated by market transactions involving identical or comparable assets. If market prices are not available, the fair value measurement is based on models that use primarily market-based parameters including yield curves, volatilities, credit ratings and currency rates.
Derivative Instruments	Derivative Instruments We record all derivatives on the consolidated balance sheets at fair value. We use derivative instruments to manage exposures to fluctuations in the value of foreign currencies, which exist as part of our ongoing business operations. Cash Flow Hedge We entered into an interest rate swap contract in July 2019 to manage the variability of cash flows associated with approximately one-half of our variable rate debt. We have designated the interest rate swap as a cash flow hedge and we assessed the hedge's effectiveness both at the onset of the hedge and at regular intervals throughout the life of the derivative. To the extent that the interest rate swap is highly effective in offsetting the variability of the hedged cash flows, changes in the fair value of the derivative are included as a component of other comprehensive loss on our consolidated balance sheets. Although we determined at the onset of the hedge that the interest rate swap will be a highly effective hedge throughout the term of the contract, any portion of the fair value swap subsequently determined to be ineffective will be recognized in earnings. Forward Contracts Certain assets and forecasted transactions are exposed to foreign currency risk. Our objective for holding derivatives is to eliminate or reduce the impact of these exposures. We periodically monitor our foreign currency exposures to enhance the overall economic effectiveness of our foreign currency hedge positions. Principal currencies hedged include the euro, British pound, Brazilian real, Indian rupee, and Australian dollar. We do not enter into derivative instruments for speculative purposes, nor do we hold or issue any derivative instruments for trading purposes. We enter into certain derivative instruments that are not designated as hedges. Although these derivatives are not designated as hedges, we believe that such instruments are closely correlated with the underlying exposure, thus managing the associated risk. The gains or losses from changes in the fair value of such derivative instruments that are not accounted for as hedges are recognized in earnings in foreign currency loss, net in the consolidated statements of operations.
Property and Equipment	Property and Equipment We record property and equipment at cost. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the useful lives of the assets. Useful lives by major asset class are as follows: computer equipment and software, 3 to 7 years and furniture and fixtures, 5 to 7 years. Repairs and maintenance costs are expensed as incurred.
Goodwill	Goodwill Goodwill is the amount by which the cost of acquired net assets in a business combination exceeded the fair value of net identifiable assets on the date of purchase. The Company operates as a single reporting unit. We evaluate goodwill and other intangible assets with indefinite useful lives, if any, for impairment annually or on an interim basis when events and circumstances arise that indicate impairment may have occurred.
Intangible Assets	Intangible Assets and Long-Lived Assets Intangible assets are comprised of purchased technology, customer-related assets, and trademarks and trade names acquired through business combinations. All of our intangible assets are amortized using the straight-line method over their estimated useful life. Refer to Note 7: Business Combinations for further information.
Intangible Assets and Long-Lived Assets Impairment	We periodically review long-lived assets (primarily property and equipment) and intangible assets with finite lives for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of those assets are no longer appropriate. We base each impairment test on a comparison of the undiscounted cash flows to the carrying value of the asset or asset group. If impairment is indicated, we write down the asset to its estimated fair value.
Comprehensive (Loss) Income	Comprehensive (Loss) Income The components of comprehensive loss include, in addition to net income, foreign currency translation adjustments and unrealized gains and losses on investments and hedging activity.
Revenue Recognition	Revenue Recognition Revenue Policy We derive our revenue primarily from software licenses and maintenance and services. Our license arrangements generally contain multiple performance obligations, including software maintenance services. Revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. When an arrangement contains multiple performance obligations, we account for individual performance obligations separately if they are distinct. We recognize revenue through the application of the following steps: (i) identification of the contract(s) with a customer; (ii) identification of the performance obligations in the contract; (iii) determination of the transaction price; (iv) allocation of the transaction price to performance obligations in the contract; and (v) recognition of revenue when or as we satisfy the performance obligations. Sales taxes collected from customers and remitted to government authorities are excluded from revenue and we do not license our software with a right of return. Software Licenses Software licenses are on-premise or cloud-based and fully functional when made available to the customer. As the customer can use and benefit from the license on its own, on-premise software licenses represent distinct performance obligations. Revenue is recognized upfront at the point in time when control is transferred, which is defined as the point in time when the client can use and benefit from the license. Our licenses are sold as perpetual or term licenses, and the arrangements typically contain various combinations of maintenance and services, which are generally accounted for as separate performance obligations. We use the residual approach to allocate the transaction price to our software license performance obligations because, due to the pricing of our licenses being highly variable, they do not have an observable stand-alone selling price ("SSP"). As required, we evaluate the residual approach estimate compared to all available observable data in order to conclude the estimate is representative of its SSP. Perpetual licenses are generally invoiced upon execution of the contract and payable within 30 days. Term licenses are generally invoiced in advance on an annual basis over the term of the arrangement, which is typically one to three years. Any difference between the revenue recognized and the amount invoiced to the customer is recognized on our consolidated balance sheets as unbilled receivables until the customer is invoiced, at which point the amount is reclassified to accounts receivable. Maintenance Maintenance revenue is made up of technical support, bug fixes, and when-and-if available unspecified software upgrades. As these maintenance services are considered to be a series of distinct services that are substantially the same and have the same duration and measure of progress, we have concluded that they represent one combined performance obligation. Revenue is recognized ratably over the contract period. The SSP of maintenance services is a percentage of the net selling price of the related software license, which has remained within a tight range and is consistent with the stand-alone pricing of subsequent maintenance renewals. Maintenance services are generally invoiced in advance on an annual basis over the term of the arrangement, which is typically one to three years. Services Services revenue primarily includes consulting and customer education services. In general, services are distinct performance obligations. Services revenue is generally recognized as the services are delivered to the customer. We apply the practical expedient of recognizing revenue upon invoicing for time and materials-based arrangements as the invoiced amount corresponds to the value of the services provided. The SSP of services is based upon observable prices in similar transactions using the hourly rates sold in stand-alone services transactions. Services are either sold on a time and materials basis or prepaid upfront. We also offer products via a software-as-a-service ("SaaS") model, which is a subscription-based model. Our customers can use hosted software over the contract period without taking possession of it and the cloud services are available to them throughout the entire term, even if they do not use the service. Revenue related to SaaS offerings is recognized ratably over the contract period. The SSP of SaaS performance obligations is determined based upon observable prices in stand-alone SaaS transactions. SaaS arrangements are generally invoiced in advance on a monthly, quarterly, or annual basis over the term of the arrangement, which is typically one to three years. Arrangements with Multiple Performance Obligations When an arrangement contains multiple performance obligations, we account for individual performance obligations separately if they are distinct. We allocate the transaction price to each performance obligation in a contract based on its relative SSP. Although we do not have a history of offering these elements, prior to allocating the transaction price to each performance obligation, we consider whether the arrangement has any discounts, material rights, or specified future upgrades that may represent additional performance obligations. Determining whether products and services are distinct performance obligations and the determination of the SSP may require significant judgment.
Advertising Costs	Advertising Costs Advertising costs are expensed as incurred
Warranty Costs	Warranty Costs We make periodic provisions for expected warranty costs. Historically, warranty costs have been insignificant.
Stock-Based Compensation	Stock-Based Compensation Stock-based compensation expense reflects the fair value of stock-based awards measured at the grant date and recognized over the relevant service period. We estimate the fair value of each stock-based award on the measurement date using either the current market price of the stock, the Black-Scholes option valuation model, or the Monte Carlo Simulation valuation model. The Black-Scholes and Monte Carlo Simulation valuation models incorporate assumptions as to stock price volatility, the expected life of options or awards, a risk-free interest rate and dividend yield. We recognize stock-based compensation expense related to options and restricted stock units on a straight-line basis over the service period of the award, which is generally 4 or 5 years for options and 3 or 4 years for restricted stock units, and adjust the expense each period for actual forfeitures. We recognize stock-based compensation expense related to performance stock units and our employee stock purchase plan using an accelerated attribution.
Acquisition-Related Costs	Acquisition-Related Costs Acquisition-related costs are expensed as incurred and include those costs incurred as a result of a business combination. These costs primarily consist of professional services fees, including third-party legal and valuation-related fees, as well as retention fees and earn-out payments treated as compensation expense.
Restructuring Charges	Restructuring Charges Our restructuring charges are comprised primarily of costs related to property abandonment, including future lease commitments, net of any sublease income, and associated leasehold improvements; and employee termination costs related to headcount reductions. We recognize and measure restructuring liabilities initially at fair value when the liability is incurred.
Income Taxes	Income Taxes We provide for deferred income taxes resulting from temporary differences between financial and taxable income. We record valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized. We recognize and measure uncertain tax positions taken or expected to be taken in a tax return utilizing a two-step approach. We first determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is that we measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. We recognize interest and penalties related to uncertain tax positions in our provision for income taxes on our consolidated statements of operations.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements Reference Rate Reform In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"), as amended in December 2022 by Accounting Standards Update No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 ("ASU 2022-06"). ASU 2020-04 provides guidance to alleviate the burden in accounting for reference rate reform by allowing certain expedients and exceptions in applying GAAP to contracts, hedging relationships and other transactions impacted by reference rate reform. The provisions apply only to those transactions that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued due to reference rate reform. The Company adopted ASU 2020-04 in June 2023, in connection with the amendment of its interest rate swap agreement to implement certain changes in the reference rate from LIBOR to the Secured Overnight Financing Rate ("SOFR"). The application of this expedient preserves the cash flow hedge designation of the interest rate swaps and presentation consistent with past presentation and did not have a material impact on our consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted Segment Reporting In November 2023, the FASB issued Accounting Standards Update No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update is effective beginning with the Company’s 2025 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements and disclosures.

Cover - USD ($) $ in Millions	12 Months Ended
Cover - USD ($) $ in Millions	Nov. 30, 2023	Jan. 19, 2024	May 31, 2023
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Nov. 30, 2023
Current Fiscal Year End Date	--11-30
Document Transition Report	false
Entity File Number	0-19417
Entity Registrant Name	PROGRESS SOFTWARE CORP /MA
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	04-2746201
Entity Address, Address Line One	15 Wayside Road, Suite 400
Entity Address, City or Town	Burlington
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	01803
City Area Code	781
Local Phone Number	280-4000
Title of 12(b) Security	Common Stock, $0.01 par value per share
Trading Symbol	PRGS
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction	false
Entity Shell Company	false
Entity Public Float			$ 2,565
Entity Common Stock, Shares Outstanding		43,880,206
Documents Incorporated by Reference	The registrant incorporates by reference its definitive Proxy Statement with respect to its 2024 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission within 120 days following the end of its fiscal year, into Part III of this Annual Report on Form 10-K.
Entity Central Index Key	0000876167
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Amendment Flag	false

Leases - Schedule of Future Minimum Lease Payments After the Adoption of ASC 842 (Details) $ in Thousands	Nov. 30, 2023 USD ($)
Leases [Abstract]
2024	$ 11,063
2025	7,422
2026	3,990
2027	2,047
2028	233
Thereafter	14
Total lease payments	24,769
Less imputed interest	(1,655)
Present value of lease liabilities	$ 23,114

Earnings Per Share - Narrative (Details) - shares shares in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Earnings Per Share [Abstract]
Number of shares excluded from the calculation of diluted earnings per share (in shares)	297	1,751	1,232

Fair Value Measurements (Tables)

12 Months Ended

Nov. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Fair Value Measurements within the Fair Value Hierarchy of the Financial Assets

The following table details the fair value measurements within the fair value hierarchy of our financial assets and liabilities at November 30, 2023 (in thousands):


			Fair Value Measurements Using
	Total Fair Value		Level 1		Level 2		Level 3
Assets

Interest rate swap	$	1,495	$	—	$	1,495	$	—
Liabilities
Foreign exchange derivatives	$	(2,530)	$	—	$	(2,530)	$	—

The following table details the fair value measurements within the fair value hierarchy of our financial assets and liabilities at November 30, 2022 (in thousands):


			Fair Value Measurements Using
	Total Fair Value		Level 1		Level 2		Level 3
Assets
Money market funds	$	27,254	$	27,254	$	—	$	—
Interest rate swap	4,407		—		4,407		—
Liabilities
Foreign exchange derivatives	$	(3,000)	$	—	$	(3,000)	$	—

Derivative Instruments - Schedule of Derivatives (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Derivative [Line Items]
Notional Value	$ 103,073	$ 75,122
Fair Value	(2,530)	(3,000)
Interest rate swap contracts designated as cash flow hedges
Derivative [Line Items]
Notional Value	103,125	120,000
Fair Value	1,495	4,407
Forward contracts to sell U.S. dollars
Derivative [Line Items]
Notional Value	102,229	74,578
Fair Value	(2,526)	(2,995)
Forward contracts to purchase U.S. dollars
Derivative [Line Items]
Notional Value	844	544
Fair Value	$ (4)	$ (5)

- Definition

Nominal or face amount used to calculate payments on the derivative asset.

+ References + Details

Income Taxes - Schedule of Components of Pretax Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Income Tax Disclosure [Abstract]
U.S.	$ 70,659	$ 103,917	$ 80,508
Foreign	8,998	13,338	15,026
Income before income taxes	$ 79,657	$ 117,255	$ 95,534

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Cyber Related Matters (Details) $ in Millions		3 Months Ended	12 Months Ended
Cyber Related Matters (Details) $ in Millions	Aug. 31, 2023 plaintiff claim	Feb. 28, 2023 USD ($)	Nov. 30, 2023 USD ($)
Business Interruption Loss [Line Items]
Cyber incident costs			$ 4.7
Insurance recoveries		$ 2.5	$ 6.2
Percentage of determined vulnerability in company’s MOVEit Transfer product, revenue			4.00%
Number of customers with a claim \| plaintiff	31
Number of class action lawsuits \| claim	118
Cybersecurity insurance, maximum amount			$ 15.0
Cybersecurity insurance, additional coverage			8.8
Cybersecurity insurance, per claim deductible			0.5
Moveit Vulnerability
Business Interruption Loss [Line Items]
Cyber incident costs			1.5
Insurance recoveries			3.7
November 2022 Cyber Incident
Business Interruption Loss [Line Items]
Insurance recoveries			$ 2.5

Revenue Recognition - Schedule of Timing of Revenue Recognition (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 694,439	$ 602,013	$ 531,313
Software licenses
Disaggregation of Revenue [Line Items]
Total revenue	220,789	188,336	156,590
Software licenses \| Performance Obligations Transferred at a Point in Time
Disaggregation of Revenue [Line Items]
Total revenue	220,789	188,336	156,590
Maintenance \| Performance Obligations Transferred Over Time
Disaggregation of Revenue [Line Items]
Total revenue	401,501	362,335	325,863
Services \| Performance Obligations Transferred Over Time
Disaggregation of Revenue [Line Items]
Total revenue	$ 72,149	$ 51,342	$ 48,860

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

+ References

+ Details

Income Taxes - Schedule of Provisions For Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Current:
Federal	$ 28,905	$ 20,118	$ 11,964
State	4,373	5,039	2,602
Foreign	4,823	4,631	3,456
Total current	38,101	29,788	18,022
Deferred
Federal	(22,763)	(4,683)	366
State	(1,592)	(1,537)	(1,110)
Foreign	(4,286)	(1,382)	(164)
Total deferred	(28,641)	(7,602)	(908)
Total	$ 9,460	$ 22,186	$ 17,114

Income Taxes (Tables)

12 Months Ended

Nov. 30, 2023

Income Tax Disclosure [Abstract]

Schedule of Components of Pretax Income

The components of income before income taxes are as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
U.S.	$	70,659	$	103,917	$	80,508
Foreign	8,998		13,338		15,026
Total	$	79,657	$	117,255	$	95,534

Schedule of Provisions for Income Taxes

The provision for income taxes is comprised of the following (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Current:
Federal	$	28,905	$	20,118	$	11,964
State	4,373		5,039		2,602
Foreign	4,823		4,631		3,456
Total current	38,101		29,788		18,022
Deferred
Federal	(22,763)		(4,683)		366
State	(1,592)		(1,537)		(1,110)
Foreign	(4,286)		(1,382)		(164)
Total deferred	(28,641)		(7,602)		(908)
Total	$	9,460	$	22,186	$	17,114

Schedule of Reconciliation of U.S. Federal Statutory Rate To Effective Tax Rate

A reconciliation of the income taxes incurred at the U.S. Federal statutory rate compared to the effective tax rate is as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Tax at U.S. Federal statutory rate	$	16,728	$	24,624	$	20,062
Foreign rate differences	(644)		475		193
Effects of foreign operations included in U.S. Federal provision	447		401		(112)
State income taxes, net	1,814		2,424		1,215
Research credits	(894)		(1,268)		(410)

Nondeductible stock-based compensation	2,498		2,725		1,548
Meals and entertainment	162		185		61
Compensation subject to 162(m)	928		878		346
Uncertain tax positions and tax settlements	(1,056)		(163)		89
Net excess tax benefit from stock-based compensation plans	(2,058)		(266)		(11)
Global intangible low tax inclusion	244		17		606
Foreign derived intangible deduction	(8,297)		(7,769)		(6,386)
Other	(412)		(77)		(87)
Total	$	9,460	$	22,186	$	17,114

Schedule of Deferred Taxes

The components of deferred tax assets and liabilities are as follows (in thousands):


	November 30, 2023		November 30, 2022
Deferred tax assets:
Accounts receivable	$	174	$	191
Accrued compensation	5,101		3,884
Accrued liabilities and other	2,511		1,352
Deferred revenue	20,204		12,461
Stock-based compensation	9,459		8,030
Original issue discount	5,135		7,169
Tax credit and loss carryforwards	34,948		27,809
Operating lease liabilities	3,208		4,082
Capitalized research and development	20,814		—
Gross deferred tax assets	101,554		64,978
Valuation allowance	(2,381)		(6,275)
Total deferred tax assets	99,173		58,703
Deferred tax liabilities:
Goodwill	(25,454)		(23,745)
Right-of-use lease assets	(2,196)		(2,938)

Depreciation and amortization	(55,962)		(20,875)
Prepaid expenses	(4,083)		(4,008)

Total deferred tax liabilities	(87,695)		(51,566)
Total	$	11,478	$	7,137

Schedule of Reconciliation of Unrecognized Tax Benefits

A reconciliation of the balance of our unrecognized tax benefits is as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Balance, beginning of year	$	5,276	$	5,471	$	6,219
Tax positions related to current period	—		—		71
Tax positions related to a prior period	19		—		(820)
Tax positions acquired	423		—		439
Settlements with tax authorities	(367)		(45)		(168)
Lapses due to expiration of the statute of limitations	(179)		(150)		(270)
Balance, end of year	$	5,172	$	5,276	$	5,471

Retirement Plan (Details) - USD ($) $ in Millions	12 Months Ended
Retirement Plan (Details) - USD ($) $ in Millions	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Retirement Benefits [Abstract]
Company contributions to the plan	$ 3.8	$ 3.3	$ 4.0

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Statement of Comprehensive Income [Abstract]
Tax (benefit) provision on accumulated unrealized gain on hedging activity	$ (698)	$ 1,797	$ 940
Tax benefit on accumulated unrealized loss on investments		$ 4	$ 20

Nature of Business and Summary of Significant Accounting Policies - Schedule of Allowances (Details) - SEC Schedule, 12-09, Allowance, Credit Loss - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 740	$ 552	$ 886
Charge to costs and expenses	435	493	58
Write-offs and other	(499)	(302)	(408)
Translation adjustments	2	(3)	16
Ending balance	$ 678	$ 740	$ 552

Retirement Plan	12 Months Ended
Retirement Plan	Nov. 30, 2023
Retirement Benefits [Abstract]
Retirement Plan	Retirement Plan We maintain a retirement plan covering all U.S. employees under Section 401(k) of the Internal Revenue Code. Company contributions to the plan are at the discretion of the Board of Directors and totaled approximately $3.8 million, $3.3 million and $4.0 million for fiscal years 2023, 2022 and 2021, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147480266/715-60-50-3

+ Details

Revenue Recognition - Narrative (Details) - USD ($)	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Disaggregation of Revenue [Line Items]
Contract asset	$ 0	$ 0
Deferred contract costs	$ 7,600,000	$ 8,800,000	$ 7,900,000
Minimum
Disaggregation of Revenue [Line Items]
Capitalized contract cost, amortization period	3 years
Maximum
Disaggregation of Revenue [Line Items]
Capitalized contract cost, amortization period	5 years

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Statement of Comprehensive Income [Abstract]
Net income	$ 70,197	$ 95,069	$ 78,420
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments	5,289	(8,468)	(2,439)
Unrealized (loss) gain on hedging activity, net of tax benefit of $698 in 2023, and tax provision of $1,797 and $940 in 2022 and 2021, respectively	(2,214)	5,688	2,837
Unrealized loss on investments, net of tax benefit of $4 and $20 in 2022 and 2021, respectively	0	(12)	(63)
Total other comprehensive income (loss), net of tax	3,075	(2,792)	335
Comprehensive income	$ 73,272	$ 92,277	$ 78,755

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

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+ Details

Revenue Recognition - Schedule of Net Deferred Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022
Contract With Customer, Liability [Roll Forward]
Beginning balance	$ 282,440	$ 252,380
Billings and other	673,919	632,073
Acquired from business combinations	33,116
Revenue recognized	(694,439)	(602,013)
Ending balance	$ 295,036	$ 282,440

Business Combinations (Tables)

12 Months Ended

Nov. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions, by Acquisition

The allocation of the purchase price is as follows (in thousands):


	Preliminary Purchase Price Allocation		Life
Net working capital	$	47,900
Property, plant and equipment	723
Purchased technology	67,300		7 years
Trade name	12,500		7 years
Customer relationships	152,300		7 years
Other assets, including long-term unbilled receivables	4,789
Deferred taxes	(24,958)
Deferred revenue	(33,116)
Goodwill	161,070
Net assets acquired	$	388,508

The allocation of the purchase price is as follows (in thousands):


	Final Purchase Price Allocation		Life
Net working capital	$	26,650
Property, plant and equipment	795
Purchased technology	39,400		5 years
Trade name	7,200		5 years
Customer relationships	75,500		5 years
Other assets	197
Other noncurrent liabilities	(1,404)
Deferred taxes	(22,027)
Deferred revenue	(29,997)
Goodwill	179,433
Net assets acquired	$	275,747

Schedule of Business Acquisition, Pro Forma Information


(In thousands, except per share data)	Pro Forma Fiscal Year Ended November 30, 2023		Pro Forma Fiscal Year Ended November 30, 2022
Revenue	$	733,289	$	712,170
Net income	$	79,411	$	77,058
Net income per basic share	$	1.83	$	1.77
Net income per diluted share	$	1.78	$	1.74

These results are prepared in accordance with ASC 606.


(In thousands, except per share data)	Pro Forma Fiscal Year Ended November 30, 2021
Revenue	$	590,133
Net income	$	75,612
Net income per basic share	$	1.72
Net income per diluted share	$	1.69

Cash and Cash Equivalents - Schedule Of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Cash, Cash Equivalents and Investments [Line Items]
Cash and cash equivalents	$ 126,958	$ 256,277
Total amortized cost basis		256,277
Total fair value		256,277
Cash
Cash, Cash Equivalents and Investments [Line Items]
Cash and cash equivalents	$ 126,958	229,023
Money market funds
Cash, Cash Equivalents and Investments [Line Items]
Cash and cash equivalents		$ 27,254

Intangible Assets and Goodwill

12 Months Ended

Nov. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets and Goodwill

Intangible Assets

Intangible assets are comprised of the following significant classes (in thousands):


	November 30, 2023						November 30, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
Purchased technology	$	280,000	$	(181,045)	$	98,955	$	212,700	$	(150,877)	$	61,823
Customer-related	458,608		(221,362)		237,246		306,308		(162,341)		143,967
Trademarks and trade names	50,111		(32,034)		18,077		37,611		(26,046)		11,565
Non-compete agreement	—		—		—		2,000		(2,000)		—
Total	$	788,719	$	(434,441)	$	354,278	$	558,619	$	(341,264)	$	217,355

We amortize intangible assets assuming no expected residual value. Amortization expense related to these intangible assets was $96.6 million, $68.9 million, and $46.9 million in fiscal years 2023, 2022, and 2021, respectively.

Future amortization expense for intangible assets as of November 30, 2023 is as follows (in thousands):


2024	$	89,077
2025	78,567
2026	70,054
2027	44,740
2028	33,157
Thereafter	38,683
Total	$	354,278

Goodwill

Changes in the carrying amount of goodwill for fiscal years 2023 and 2022 are as follows (in thousands):


	November 30, 2023		November 30, 2022
Balance, beginning of year	$	671,037	$	671,152
Additions(1)	161,070		—
Measurement period adjustments(2)	—		(88)
Translation adjustments	(6)		(27)
Balance, end of year	$	832,101	$	671,037

(1) The addition to goodwill during fiscal year 2023 is related to the acquisition of MarkLogic. Refer to Note 7: Business Combinations for further information.

(2) Represents final measurement period adjustments related to Kemp during fiscal year 2022. Refer to Note 7: Business Combinations for further information.

During fiscal year 2023, we performed a quantitative assessment as of October 31, 2023 and concluded that there was no impairment since it was not more likely than not that the fair value of our reporting unit was less than its carrying value. We did not recognize any goodwill impairment charges during the years presented.

Derivative Instruments - Narrative (Details) - USD ($) $ in Thousands		12 Months Ended
	Jul. 09, 2019	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Derivative [Line Items]
Derivative assets (liabilities), at fair value		$ (2,530)	$ (3,000)
Other comprehensive loss, cash flow hedge (loss) gain reclassified to earnings		3,600	(700)	$ (2,500)
Other Assets
Derivative [Line Items]
Derivative assets (liabilities), at fair value		1,500
Other Noncurrent Liabilities
Derivative [Line Items]
Derivative assets (liabilities), at fair value			4,400
Interest rate swap
Derivative [Line Items]
Notional amount	$ 150,000
Fixed interest rate	1.855%
Percentage of variable rate debt, managed variability	50.00%
Derivative assets (liabilities), at fair value		$ 1,495	4,407
Interest rate swap \| SOFR
Derivative [Line Items]
Basis spread on variable rate	0.00%
Forward Contracts
Derivative [Line Items]
Minimum maturity period, foreign currency derivative		30 days
Maximum maturity period, foreign currency derivative		2 years
Derivative, gain (loss) on derivative, net		$ 2,300	(7,700)	$ (2,100)
Forward Contracts \| Other Noncurrent Liabilities
Derivative [Line Items]
Derivative liabilities		$ 2,500
Derivative liability, gross asset			3,100
Forward Contracts \| Accrued Liabilities
Derivative [Line Items]
Derivative liability, gross asset			$ 100

Earnings Per Share - Schedule of Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Earnings Per Share [Abstract]
Net income	$ 70,197	$ 95,069	$ 78,420
Weighted average shares outstanding (in shares)	43,456	43,475	43,916
Basic earnings per common share (in dollars per share)	$ 1.62	$ 2.19	$ 1.79
Diluted earnings per common share:
Net income	$ 70,197	$ 95,069	$ 78,420
Effect of dilution from common stock equivalents (in shares)	1,158	772	704
Effect of dilution from if-converted Convertible Senior Notes (in share)	44	0	0
Diluted weighted average shares outstanding (in shares)	44,658	44,247	44,620
Diluted earnings per share (in dollars per share)	$ 1.57	$ 2.15	$ 1.76

Income Taxes - Schedule of Reconciliation of The U.S. Federal Statutory Rate to The Effective Tax Rate (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Income Tax Disclosure [Abstract]
Tax at U.S. Federal statutory rate	$ 16,728	$ 24,624	$ 20,062
Foreign rate differences	(644)	475	193
Effects of foreign operations included in U.S. Federal provision	447	401	(112)
State income taxes, net	1,814	2,424	1,215
Research credits	(894)	(1,268)	(410)
Nondeductible stock-based compensation	2,498	2,725	1,548
Meals and entertainment	162	185	61
Compensation subject to 162(m)	928	878	346
Uncertain tax positions and tax settlements	(1,056)	(163)	89
Net excess tax benefit from stock-based compensation plans	(2,058)	(266)	(11)
Global intangible low tax inclusion	244	17	606
Foreign derived intangible deduction	(8,297)	(7,769)	(6,386)
Other	(412)	(77)	(87)
Total	$ 9,460	$ 22,186	$ 17,114

Earnings Per Share

12 Months Ended

Nov. 30, 2023

Earnings Per Share [Abstract]

Earnings Per Share

We compute basic earnings per share using the weighted average number of common shares outstanding. We compute diluted earnings per share using the weighted average number of common shares outstanding plus the effect of outstanding dilutive stock options, restricted stock units and deferred stock units, using the treasury stock method. The following table sets forth the calculation of basic and diluted earnings per share from continuing operations (in thousands, expect per share data):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Net income	$	70,197	$	95,069	$	78,420
Weighted average shares outstanding	43,456		43,475		43,916
Basic earnings per common share	$	1.62	$	2.19	$	1.79

Diluted earnings per common share:
Net income	$	70,197	$	95,069	$	78,420
Weighted average shares outstanding	43,456		43,475		43,916
Effect of dilution from common stock equivalents	1,158		772		704
Effect of dilution from if-converted Convertible Senior Notes	44		—		—
Diluted weighted average shares outstanding	44,658		44,247		44,620
Diluted earnings per share	$	1.57	$	2.15	$	1.76

We excluded stock awards representing approximately 297,000 shares, 1,751,000 shares, and 1,232,000 shares of common stock from the calculation of diluted earnings per share in the fiscal years ended November 30, 2023, 2022 and 2021, respectively, because these awards were anti-dilutive.

As a result of our adoption of ASU 2020-06 on December 1, 2021, the dilutive impact of the Notes on our calculation of diluted earnings per share is considered using the if-converted method. However, because the principal amount of the Notes must be settled in cash, the dilutive impact of applying the if-converted method is limited to the in-the-money portion, if any, of the Notes. During the fiscal year ended November 30, 2023, we included the Notes in our diluted earnings per share calculation. During the fiscal year ended November 30, 2022, we did not include the Notes in our diluted earnings per share calculation because the conversion feature in the Notes was out of the money. For periods prior to our December 1, 2021 adoption of ASU 2020-06, we applied the treasury stock method to account for the dilutive impact of the Notes for diluted earnings per share purposes.

Intangible Assets and Goodwill (Tables)

12 Months Ended

Nov. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets

Intangible assets are comprised of the following significant classes (in thousands):


	November 30, 2023						November 30, 2022
	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
Purchased technology	$	280,000	$	(181,045)	$	98,955	$	212,700	$	(150,877)	$	61,823
Customer-related	458,608		(221,362)		237,246		306,308		(162,341)		143,967
Trademarks and trade names	50,111		(32,034)		18,077		37,611		(26,046)		11,565
Non-compete agreement	—		—		—		2,000		(2,000)		—
Total	$	788,719	$	(434,441)	$	354,278	$	558,619	$	(341,264)	$	217,355

Schedule of Future Amortization Expense from Intangible Assets Held

Future amortization expense for intangible assets as of November 30, 2023 is as follows (in thousands):


2024	$	89,077
2025	78,567
2026	70,054
2027	44,740
2028	33,157
Thereafter	38,683
Total	$	354,278

Schedule of Goodwill

Changes in the carrying amount of goodwill for fiscal years 2023 and 2022 are as follows (in thousands):


	November 30, 2023		November 30, 2022
Balance, beginning of year	$	671,037	$	671,152
Additions(1)	161,070		—
Measurement period adjustments(2)	—		(88)
Translation adjustments	(6)		(27)
Balance, end of year	$	832,101	$	671,037

(1) The addition to goodwill during fiscal year 2023 is related to the acquisition of MarkLogic. Refer to Note 7: Business Combinations for further information.

(2) Represents final measurement period adjustments related to Kemp during fiscal year 2022. Refer to Note 7: Business Combinations for further information.

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
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-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Restructuring

12 Months Ended

Nov. 30, 2023

Restructuring Charges [Abstract]

Restructuring

The following table provides a summary of activity for all of the restructuring actions, with material actions detailed further below (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total
Balance, December 1, 2020	$	421	$	3,552	$	3,973
Costs incurred	3,518		2,790		6,308
Cash disbursements	(1,072)		(4,447)		(5,519)
Translation adjustments and other	1,616		(6)		1,610
Balance, November 30, 2021	$	4,483	$	1,889	$	6,372
Costs incurred	414		465		879
Cash disbursements	(1,027)		(2,321)		(3,348)
Translation adjustments and other	—		(3)		(3)
Balance, November 30, 2022	$	3,870	$	30	$	3,900
Costs incurred	1,117		7,290		8,407
Cash disbursements	(1,690)		(5,413)		(7,103)
Translation adjustments and other	—		(17)		(17)
Balance, November 30, 2023	$	3,297	$	1,890	$	5,187

2023 Restructurings

During the fourth quarter of fiscal year 2023, we restructured our operations to realign our business and strategic priorities. In connection with this restructuring, we reduced our global workforce by 2%. These workforce reductions occurred within all functions and across most geographies in which we operate. Restructuring expenses are related to employee costs, including severance, health benefits and outplacement services (but excluding stock-based compensation). For the fiscal year ended November 30, 2023, we incurred expenses of $1.7 million, which are recorded as restructuring expenses in the consolidated statements of operations.

Cash disbursements for expenses incurred to date under this restructuring are expected to be made through the fourth quarter of fiscal year 2024. The restructuring reserve is included in other accrued liabilities on the consolidated balance sheets as of November 30, 2023. We do not expect to incur additional material expenses in connection with this restructuring.

A summary of activity for this restructuring action is as follows (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total
Balance, December 1, 2022	$	—	$	—	$	—
Costs incurred	—		1,732		1,732
Cash disbursements	—		(102)		(102)
Translation adjustments and other	—		13		13
Balance, November 30, 2023	$	—	$	1,643	$	1,643

During the first quarter of fiscal year 2023, we restructured our operations in connection with the acquisition of MarkLogic. Refer to Note 7: Business Combinations for further discussion. This restructuring resulted in a reduction in redundant positions, primarily within administrative functions of MarkLogic. For the fiscal year ended November 30, 2023, we incurred expenses of $5.7 million, which are recorded as restructuring expenses in the consolidated statements of operations.

Cash disbursements for expenses incurred to date under this restructuring are expected to be made through fiscal year 2024. The restructuring reserve is included in other accrued liabilities on the consolidated balance sheets as of November 30, 2023. We expect to incur additional expenses as part of this action related to facility closures as we consolidate offices during fiscal year 2024.

A summary of activity for this restructuring action is as follows (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total




Balance, December 1, 2022	$	—	$	—	$	—
Costs incurred	186		5,542		5,728
Cash disbursements	(81)		(5,265)		(5,346)
Translation adjustments and other	—		(29)		(29)
Balance, November 30, 2023	$	105	$	248	$	353

2020 Restructurings

During the fourth quarter of fiscal year 2020, we restructured our operations in connection with the acquisition of Chef. This restructuring resulted in a reduction in redundant positions, primarily within the administrative functions of Chef . For the fiscal years ended November 30, 2023, 2022 and 2021, we incurred expenses of $0.9 million, $0.4 million and $4.1 million, respectively, which are recorded as restructuring expenses in the consolidated statements of operations.

Cash disbursements for expenses incurred to date under this restructuring are expected to be made through fiscal year 2027. Accordingly, the balance of the restructuring reserve is included in short-term and long-term operating lease liabilities on the consolidated balance sheets at November 30, 2023. We expect to incur additional expenses as part of this action related to facility closures as we consolidate offices in various locations during fiscal year 2024, but we do not expect these costs to be material.

A summary of activity for this restructuring action is as follows (in thousands):


	Excess Facilities and Other Costs		Employee Severance and Related Benefits		Total
Balance, December 1, 2020	$	—	$	3,523	$	3,523
Costs incurred	3,323		826		4,149
Cash disbursements	(455)		(4,350)		(4,805)
Translation adjustments and other	1,615		8		1,623
Balance, November 30, 2021	$	4,483	$	7	$	4,490
Costs incurred	414		—		414
Cash disbursements	(1,027)		(7)		(1,034)

Balance, November 30, 2022	$	3,870	$	—	$	3,870
Costs incurred	897		—		897
Cash disbursements	(1,575)		—		(1,575)
Balance, November 30, 2023	$	3,192	$	—	$	3,192

Intangible Assets and Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022
Goodwill [Roll Forward]
Balance, beginning of year	$ 671,037	$ 671,152
Additions	161,070	0
Measurement period adjustments	0	(88)
Translation adjustments	(6)	(27)
Balance, end of year	$ 832,101	$ 671,037

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Stock-Based Compensation - Schedule of Classification of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 40,529	$ 37,094	$ 29,724
Income tax benefit included in the provision for income taxes	9,355	6,344	5,281
Cost of maintenance and services
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	2,976	1,969	1,561
Sales and marketing
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	6,797	4,884	6,055
Product development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	12,214	10,326	8,104
General and administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 18,542	$ 19,915	$ 14,004

Business Combinations - Schedule of Net Assets Acquired (Details) - USD ($) $ in Thousands		13 Months Ended
	Feb. 07, 2023	Nov. 30, 2022	Nov. 30, 2023	Nov. 30, 2021
Business Acquisition [Line Items]
Goodwill		$ 671,037	$ 832,101	$ 671,152
MarkLogic Acquisition
Business Acquisition [Line Items]
Net working capital			47,900
Property, plant and equipment			723
Intangible assets			232,100
Other assets, including long-term unbilled receivables			4,789
Deferred taxes			(24,958)
Deferred revenue			(33,116)
Goodwill			161,070
Net assets acquired			388,508
MarkLogic Acquisition \| Purchased technology
Business Acquisition [Line Items]
Intangible assets			67,300
Finite-lived intangible assets, useful life	7 years
MarkLogic Acquisition \| Trade name
Business Acquisition [Line Items]
Intangible assets			12,500
Finite-lived intangible assets, useful life	7 years
MarkLogic Acquisition \| Customer relationships
Business Acquisition [Line Items]
Intangible assets			152,300
Finite-lived intangible assets, useful life	7 years
Kemp Acquisition
Business Acquisition [Line Items]
Net working capital		26,650
Property, plant and equipment		795
Intangible assets			$ 122,100
Deferred taxes		(22,027)
Other assets		197
Other noncurrent liabilities		(1,404)
Deferred revenue		(29,997)
Goodwill		179,433
Net assets acquired		275,747
Kemp Acquisition \| Purchased technology
Business Acquisition [Line Items]
Intangible assets		$ 39,400
Finite-lived intangible assets, useful life		5 years
Kemp Acquisition \| Trade name
Business Acquisition [Line Items]
Intangible assets		$ 7,200
Finite-lived intangible assets, useful life		5 years
Kemp Acquisition \| Customer relationships
Business Acquisition [Line Items]
Intangible assets		$ 75,500
Finite-lived intangible assets, useful life		5 years

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Nov. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Guarantees and Indemnification Obligations We include standard intellectual property indemnification provisions in our licensing agreements in the ordinary course of business. Pursuant to our product license agreements, we will indemnify, hold harmless, and agree to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally business partners or customers, in connection with certain patent, copyright or other intellectual property infringement claims by third parties with respect to our products. Other agreements with our customers provide indemnification for claims relating to property damage or personal injury resulting from the performance of services by us or our subcontractors. Historically, our costs to defend lawsuits or settle claims relating to such indemnity agreements have been insignificant. Accordingly, the estimated fair value of these indemnification provisions is immaterial. Legal Proceedings Please see Note 19: Cyber Related Matters for a discussion of legal proceedings related to the MOVEit Vulnerability. We also are subject to various other legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business. While the outcome of these claims cannot be predicted with certainty, management does not believe that the outcome of any of these other legal matters will have a material effect on our financial position, results of operations or cash flows.

Income Taxes

12 Months Ended

Nov. 30, 2023

Income Tax Disclosure [Abstract]

Income Taxes

The components of income before income taxes are as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
U.S.	$	70,659	$	103,917	$	80,508
Foreign	8,998		13,338		15,026
Total	$	79,657	$	117,255	$	95,534

The provision for income taxes is comprised of the following (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Current:
Federal	$	28,905	$	20,118	$	11,964
State	4,373		5,039		2,602
Foreign	4,823		4,631		3,456
Total current	38,101		29,788		18,022
Deferred
Federal	(22,763)		(4,683)		366
State	(1,592)		(1,537)		(1,110)
Foreign	(4,286)		(1,382)		(164)
Total deferred	(28,641)		(7,602)		(908)
Total	$	9,460	$	22,186	$	17,114

A reconciliation of the income taxes incurred at the U.S. Federal statutory rate compared to the effective tax rate is as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Tax at U.S. Federal statutory rate	$	16,728	$	24,624	$	20,062
Foreign rate differences	(644)		475		193
Effects of foreign operations included in U.S. Federal provision	447		401		(112)
State income taxes, net	1,814		2,424		1,215
Research credits	(894)		(1,268)		(410)

Nondeductible stock-based compensation	2,498		2,725		1,548
Meals and entertainment	162		185		61
Compensation subject to 162(m)	928		878		346
Uncertain tax positions and tax settlements	(1,056)		(163)		89
Net excess tax benefit from stock-based compensation plans	(2,058)		(266)		(11)
Global intangible low tax inclusion	244		17		606
Foreign derived intangible deduction	(8,297)		(7,769)		(6,386)
Other	(412)		(77)		(87)
Total	$	9,460	$	22,186	$	17,114

The components of deferred tax assets and liabilities are as follows (in thousands):


	November 30, 2023		November 30, 2022
Deferred tax assets:
Accounts receivable	$	174	$	191
Accrued compensation	5,101		3,884
Accrued liabilities and other	2,511		1,352
Deferred revenue	20,204		12,461
Stock-based compensation	9,459		8,030
Original issue discount	5,135		7,169
Tax credit and loss carryforwards	34,948		27,809
Operating lease liabilities	3,208		4,082
Capitalized research and development	20,814		—
Gross deferred tax assets	101,554		64,978
Valuation allowance	(2,381)		(6,275)
Total deferred tax assets	99,173		58,703
Deferred tax liabilities:
Goodwill	(25,454)		(23,745)
Right-of-use lease assets	(2,196)		(2,938)

Depreciation and amortization	(55,962)		(20,875)
Prepaid expenses	(4,083)		(4,008)

Total deferred tax liabilities	(87,695)		(51,566)
Total	$	11,478	$	7,137

Under provisions of the Tax Cuts and Jobs Act pursuant to Internal Revenue Code Section 174, beginning in fiscal year 2023 specific research and experimental (“R&E”) expenditures are now required to be capitalized and amortized over five years for U.S. R&E and fifteen years for foreign R&E.

The valuation allowance primarily applies to net operating loss carryforwards in foreign jurisdictions under conditions where realization is not more likely than not. The $4 million decrease in the valuation allowance during fiscal year 2023 primarily relates to losses in a foreign subsidiary that have expired prior to utilization.

At November 30, 2023, we have federal and foreign net operating loss carryforwards of $92.0 million expiring on various dates through 2097 and $27.0 million that do not expire. In addition, we have state net operating loss carryforwards of $69.0 million expiring on various dates through 2043 and a minimal amount that does not expire. At November 30, 2023, we have state tax credit carryforwards of approximately $2.3 million expiring on various dates through 2038 and $2.9 million that may be carried forward indefinitely. In addition, we have federal tax credit carryforwards of approximately $7.1 million expiring on various dates through 2039.

It is our intention to indefinitely reinvest the earnings of our non-U.S. subsidiaries. Provisions have not been made for non-U.S. withholding taxes or other applicable taxes on $105.6 million of undistributed earnings as of November 30, 2023, as these earnings have been indefinitely reinvested. It is not practicable to determine the amount of the unrecognized deferred tax liability if the undistributed earnings were to be repatriated due to the complexity of the income tax laws and regulations. These earnings could be subject to non-U.S. withholding taxes and other federal, state and/or foreign taxes if they were remitted to the U.S.

As of November 30, 2023, the total amount of unrecognized tax benefits was $5.2 million, of which $0.8 million was recorded in other noncurrent liabilities on the consolidated balance sheet and $4.4 million as a reduction of deferred tax assets, principally related to U.S net operating loss carry-forwards and federal and state research and development tax credits.

A reconciliation of the balance of our unrecognized tax benefits is as follows (in thousands):


	Fiscal Year Ended
	November 30, 2023		November 30, 2022		November 30, 2021
Balance, beginning of year	$	5,276	$	5,471	$	6,219
Tax positions related to current period	—		—		71
Tax positions related to a prior period	19		—		(820)
Tax positions acquired	423		—		439
Settlements with tax authorities	(367)		(45)		(168)
Lapses due to expiration of the statute of limitations	(179)		(150)		(270)
Balance, end of year	$	5,172	$	5,276	$	5,471

If recognized, all amounts of unrecognized tax benefits would affect the effective tax rate.

We recognize interest and penalties related to uncertain tax positions as a component of our provision for income taxes. In fiscal year 2023 a net benefit of $0.8 million was recorded to the provision for income taxes related to interest and penalties. In fiscal year 2022 there was a minimal amount of estimated interest and penalties recorded in the provision for income taxes. In fiscal year 2021 a net expense of $0.8 million was recorded to the provision for income taxes related to estimated interest and penalties. We have accrued $0.5 million and $1.3 million of estimated interest and penalties at November 30, 2023 and 2022, respectively. We do not expect any significant changes to the amount of unrecognized tax benefits in the next twelve months.

Our federal income tax returns have been examined or are closed by statute for all years prior to fiscal year 2020. Our state income tax returns have been examined or are closed by statute for all years prior to fiscal year 2019, and we are no longer subject to audit for those periods.

Tax authorities for certain non-U.S. jurisdictions are also examining tax returns for various years dating back to 2016 and the Company does not expect the results of these examinations to be material to our consolidated balance sheets, cash flows or statements of income. With some exceptions, we are generally no longer subject to tax examinations in non-U.S. jurisdictions for years prior to fiscal year 2018.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Restructuring - Schedule of Restructuring Activity (Details) - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Restructuring Reserve [Roll Forward]
Beginning Balance	$ 3,900	$ 6,372	$ 3,973
Costs incurred	8,407	879	6,308
Cash disbursements	(7,103)	(3,348)	(5,519)
Translation adjustments and other	(17)	(3)	1,610
Ending Balance	5,187	3,900	6,372
2023 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0
Costs incurred	1,732
Cash disbursements	(102)
Translation adjustments and other	13
Ending Balance	1,643	0
2021 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0
Costs incurred	5,728
Cash disbursements	(5,346)
Translation adjustments and other	(29)
Ending Balance	353	0
2020 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	3,870	4,490	3,523
Costs incurred	897	414	4,149
Cash disbursements	(1,575)	(1,034)	(4,805)
Translation adjustments and other			1,623
Ending Balance	3,192	3,870	4,490
Excess Facilities and Other Costs
Restructuring Reserve [Roll Forward]
Beginning Balance	3,870	4,483	421
Costs incurred	1,117	414	3,518
Cash disbursements	(1,690)	(1,027)	(1,072)
Translation adjustments and other	0	0	1,616
Ending Balance	3,297	3,870	4,483
Excess Facilities and Other Costs \| 2023 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0
Costs incurred	0
Cash disbursements	0
Translation adjustments and other	0
Ending Balance	0	0
Excess Facilities and Other Costs \| 2021 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0
Costs incurred	186
Cash disbursements	(81)
Translation adjustments and other	0
Ending Balance	105	0
Excess Facilities and Other Costs \| 2020 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	3,870	4,483	0
Costs incurred	897	414	3,323
Cash disbursements	(1,575)	(1,027)	(455)
Translation adjustments and other			1,615
Ending Balance	3,192	3,870	4,483
Employee Severance and Related Benefits
Restructuring Reserve [Roll Forward]
Beginning Balance	30	1,889	3,552
Costs incurred	7,290	465	2,790
Cash disbursements	(5,413)	(2,321)	(4,447)
Translation adjustments and other	(17)	(3)	(6)
Ending Balance	1,890	30	1,889
Employee Severance and Related Benefits \| 2023 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0
Costs incurred	1,732
Cash disbursements	(102)
Translation adjustments and other	13
Ending Balance	1,643	0
Employee Severance and Related Benefits \| 2021 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0
Costs incurred	5,542
Cash disbursements	(5,265)
Translation adjustments and other	(29)
Ending Balance	248	0
Employee Severance and Related Benefits \| 2020 Restructuring Activities
Restructuring Reserve [Roll Forward]
Beginning Balance	0	7	3,523
Costs incurred	0	0	826
Cash disbursements	0	(7)	(4,350)
Translation adjustments and other			8
Ending Balance	$ 0	$ 0	$ 7

Nature of Business and Summary of Significant Accounting Policies

12 Months Ended

Nov. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Business and Summary of Significant Accounting Policies

The Company

Progress Software Corporation ("Progress," the "Company," "we," "us," or "our") provides enterprise software products for the development, deployment and management of high-impact business applications.

Our products are generally sold as perpetual licenses, but certain products also use term licensing models and our cloud-based offerings use a subscription-based model. More than half of our worldwide license revenue is realized through relationships with indirect channel partners, principally independent software vendors ("ISVs"), original equipment manufacturers ("OEMs"), distributors and value-added resellers. ISVs develop and market applications using our technology and resell our products in conjunction with sales of their own products that incorporate our technology. OEMs are companies that embed our products into their own software products or devices. Value-added resellers are companies that add features or services to our product, then resell it as an integrated product or complete "turn-key" solution.

We operate in North America, Latin America, Europe, the Middle East and Africa ("EMEA"), and Asia and Australia ("Asia Pacific"), through local subsidiaries as well as independent distributors.

Accounting Principles

We prepare our consolidated financial statements and accompanying notes in conformity with accounting principles generally accepted in the United States of America ("GAAP").

Basis of Consolidation

The consolidated financial statements include our accounts and those of our subsidiaries (all of which are wholly owned). We eliminate all intercompany balances and transactions.

Use of Estimates

The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. On an on-going basis, management evaluates its estimates and records changes in estimates in the period in which they become known. These estimates are based on historical data and experience, as well as various other assumptions that management believes to be reasonable under the circumstances. Actual results could differ from those estimates.

Foreign Currency Translation

The functional currency of most of our foreign subsidiaries is the local currency in which the subsidiary operates. For foreign operations where the local currency is considered to be the functional currency, we translate assets and liabilities into U.S. dollars at the exchange rate on the balance sheet date. We translate income and expense items at average rates of exchange prevailing during each period. We accumulate translation adjustments in accumulated other comprehensive loss, a component of stockholders’ equity.

For foreign operations where the U.S. dollar is considered to be the functional currency, we remeasure monetary assets and liabilities into U.S. dollars at the exchange rate on the balance sheet date and non-monetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. We translate income and expense items at average rates of exchange prevailing during each period. We recognize remeasurement adjustments currently as a component of foreign currency loss, net in the statements of operations.

Transaction gains or losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in foreign currency loss, net in the statements of operations as incurred.

Cash Equivalents

Cash equivalents include short-term, highly liquid investments purchased with remaining maturities of three months or less. As of November 30, 2023, all of our cash equivalents were invested in money market funds.

Allowances for Doubtful Accounts and Sales Credit Memos

We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make required payments. We establish this allowance using estimates that we make based on factors such as the composition of the accounts receivable aging, historical bad debts, changes in payment patterns, changes to customer creditworthiness and current economic trends.

We also record an allowance for estimates of potential sales credit memos. This allowance is determined based on an analysis of historical credit memos issued and current economic trends, and is recorded as a reduction of revenue.

A summary of activity in the allowance for doubtful accounts is as follows (in thousands):



	November 30, 2023		November 30, 2022		November 30, 2021
Beginning balance	$	740	$	552	$	886
Charge to costs and expenses	435		493		58
Write-offs and other	(499)		(302)		(408)
Translation adjustments	2		(3)		16
Ending balance	$	678	$	740	$	552

Concentrations of Credit Risk

Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents, derivative instruments and trade receivables. We hold our cash and cash equivalents and derivative instrument contracts with high quality financial institutions and we monitor the credit ratings of those institutions. We perform ongoing credit evaluations of our customers, and the risk with respect to trade receivables is further mitigated by the diversity, both by geography and by industry, of the customer base. No single customer represented more than 10% of consolidated accounts receivable or revenue in fiscal years 2023, 2022 or 2021.

Fair Value Measurements

We account for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

•Level 1 – inputs are based upon unadjusted quoted prices for identical instruments in active markets. Our Level 1 investments

include money market funds.

•Level 2 – inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar

instruments in markets that are not active, and model-based valuation techniques (e.g. the Black-Scholes model) for which all

significant inputs are observable in the market or can be corroborated by observable market data for substantially the full

term of the assets or liabilities. Where applicable, these models project future cash flows and discount the future amounts to a

present value using market-based observable inputs including interest rate curves, credit spreads, foreign exchange rates, and

forward and spot prices for currencies. Our Level 2 derivative assets and liabilities include certain over-the-counter forward

and swap contracts.

•Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques, including option pricing models and discounted cash flow models. We do not have any Level 3 fair value measurements.

When developing fair value estimates, we maximize the use of observable inputs and minimize the use of unobservable inputs. When available, we use quoted market prices to measure fair value. The valuation technique used to measure fair value for our Level 1 and Level 2 assets is a market approach, using prices and other relevant information generated by market transactions involving identical or comparable assets. If market prices are not available, the fair value measurement is based on models that use primarily market-based parameters including yield curves, volatilities, credit ratings and currency rates.

Derivative Instruments

We record all derivatives on the consolidated balance sheets at fair value. We use derivative instruments to manage exposures to fluctuations in the value of foreign currencies, which exist as part of our ongoing business operations.

Cash Flow Hedge

We entered into an interest rate swap contract in July 2019 to manage the variability of cash flows associated with approximately one-half of our variable rate debt. We have designated the interest rate swap as a cash flow hedge and we assessed the hedge's effectiveness both at the onset of the hedge and at regular intervals throughout the life of the derivative. To the extent that the interest rate swap is highly effective in offsetting the variability of the hedged cash flows, changes in the fair value of the derivative are included as a component of other comprehensive loss on our consolidated balance sheets. Although we determined at the onset of the hedge that the interest rate swap will be a highly effective hedge throughout the term of the contract, any portion of the fair value swap subsequently determined to be ineffective will be recognized in earnings.

Forward Contracts

Certain assets and forecasted transactions are exposed to foreign currency risk. Our objective for holding derivatives is to eliminate or reduce the impact of these exposures. We periodically monitor our foreign currency exposures to enhance the overall economic effectiveness of our foreign currency hedge positions. Principal currencies hedged include the euro, British pound, Brazilian real, Indian rupee, and Australian dollar. We do not enter into derivative instruments for speculative purposes, nor do we hold or issue any derivative instruments for trading purposes.

We enter into certain derivative instruments that are not designated as hedges. Although these derivatives are not designated as hedges, we believe that such instruments are closely correlated with the underlying exposure, thus managing the associated risk. The gains or losses from changes in the fair value of such derivative instruments that are not accounted for as hedges are recognized in earnings in foreign currency loss, net in the consolidated statements of operations. In fiscal year 2023, we recognized realized and unrealized gains of $2.3 million from our forward contracts.

Property and Equipment

We record property and equipment at cost. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the useful lives of the assets. Useful lives by major asset class are as follows: computer equipment and software, 3 to 7 years and furniture and fixtures, 5 to 7 years. Repairs and maintenance costs are expensed as incurred.

Goodwill, Intangible Assets, and Long-Lived Assets

Goodwill

Goodwill is the amount by which the cost of acquired net assets in a business combination exceeded the fair value of net identifiable assets on the date of purchase. The Company operates as a single reporting unit. We evaluate goodwill and other intangible assets with indefinite useful lives, if any, for impairment annually or on an interim basis when events and circumstances arise that indicate impairment may have occurred.

Intangible Assets and Long-Lived Assets

Intangible assets are comprised of purchased technology, customer-related assets, and trademarks and trade names acquired through business combinations. All of our intangible assets are amortized using the straight-line method over their estimated useful life. Refer to Note 7: Business Combinations for further information.

We periodically review long-lived assets (primarily property and equipment) and intangible assets with finite lives for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of those assets are no longer appropriate. We base each impairment test on a comparison of the undiscounted cash flows to the carrying value of the asset or asset group. If impairment is indicated, we write down the asset to its estimated fair value.

We did not recognize any intangible asset impairment charges in the years presented.

Comprehensive (Loss) Income

The components of comprehensive loss include, in addition to net income, foreign currency translation adjustments and unrealized gains and losses on investments and hedging activity.

Accumulated other comprehensive loss by components, net of tax (in thousands):


	Foreign Currency Translation Adjustment		Unrealized Losses on Investments		Unrealized (Losses) Gains on Hedging Activity		Total
Balance, December 1, 2021	$	(30,055)	$	(49)	$	(2,339)	$	(32,443)
Other comprehensive (loss) income	(8,468)		(12)		5,688		(2,792)
Balance, December 1, 2022	$	(38,523)	$	(61)	$	3,349	$	(35,235)
Other comprehensive income (loss)	5,289		—		(2,214)		3,075
Balance, November 30, 2023	$	(33,234)	$	(61)	$	1,135	$	(32,160)

The tax effect on accumulated unrealized (losses) gains on hedging activity and unrealized losses on investments was a tax provision of $0.4 million and $1.1 million as of November 30, 2023 and November 30, 2022, respectively, and a tax benefit of $0.7 million as of November 30, 2021.

Revenue Recognition

Revenue Policy

We derive our revenue primarily from software licenses and maintenance and services. Our license arrangements generally contain multiple performance obligations, including software maintenance services. Revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. When an arrangement contains multiple performance obligations, we account for individual performance obligations separately if they are distinct. We recognize revenue through the application of the following steps: (i) identification of the contract(s) with a customer; (ii) identification of the performance obligations in the contract; (iii) determination of the transaction price; (iv) allocation of the transaction price to performance obligations in the contract; and (v) recognition of revenue when or as we satisfy the performance obligations. Sales taxes collected from customers and remitted to government authorities are excluded from revenue and we do not license our software with a right of return.

Software Licenses

Software licenses are on-premise or cloud-based and fully functional when made available to the customer. As the customer can use and benefit from the license on its own, on-premise software licenses represent distinct performance obligations. Revenue is recognized upfront at the point in time when control is transferred, which is defined as the point in time when the client can use and benefit from the license. Our licenses are sold as perpetual or term licenses, and the arrangements typically contain various combinations of maintenance and services, which are generally accounted for as separate performance obligations. We use the residual approach to allocate the transaction price to our software license performance obligations because, due to the pricing of our licenses being highly variable, they do not have an observable stand-alone selling price ("SSP"). As required, we evaluate the residual approach estimate compared to all available observable data in order to conclude the estimate is representative of its SSP.

Perpetual licenses are generally invoiced upon execution of the contract and payable within 30 days. Term licenses are generally invoiced in advance on an annual basis over the term of the arrangement, which is typically one to three years. Any difference between the revenue recognized and the amount invoiced to the customer is recognized on our consolidated balance sheets as unbilled receivables until the customer is invoiced, at which point the amount is reclassified to accounts receivable.

Maintenance

Maintenance revenue is made up of technical support, bug fixes, and when-and-if available unspecified software upgrades. As these maintenance services are considered to be a series of distinct services that are substantially the same and have the same duration and measure of progress, we have concluded that they represent one combined performance obligation. Revenue is recognized ratably over the contract period. The SSP of maintenance services is a percentage of the net selling price of the related software license, which has remained within a tight range and is consistent with the stand-alone pricing of subsequent maintenance renewals.

Maintenance services are generally invoiced in advance on an annual basis over the term of the arrangement, which is typically one to three years.

Services

Services revenue primarily includes consulting and customer education services. In general, services are distinct performance obligations. Services revenue is generally recognized as the services are delivered to the customer. We apply the practical expedient of recognizing revenue upon invoicing for time and materials-based arrangements as the invoiced amount corresponds to the value of the services provided. The SSP of services is based upon observable prices in similar transactions using the hourly rates sold in stand-alone services transactions. Services are either sold on a time and materials basis or prepaid upfront.

We also offer products via a software-as-a-service ("SaaS") model, which is a subscription-based model. Our customers can use hosted software over the contract period without taking possession of it and the cloud services are available to them throughout the entire term, even if they do not use the service. Revenue related to SaaS offerings is recognized ratably over the contract period. The SSP of SaaS performance obligations is determined based upon observable prices in stand-alone SaaS transactions. SaaS arrangements are generally invoiced in advance on a monthly, quarterly, or annual basis over the term of the arrangement, which is typically one to three years.

Arrangements with Multiple Performance Obligations

When an arrangement contains multiple performance obligations, we account for individual performance obligations separately if they are distinct. We allocate the transaction price to each performance obligation in a contract based on its relative SSP. Although we do not have a history of offering these elements, prior to allocating the transaction price to each performance obligation, we consider whether the arrangement has any discounts, material rights, or specified future upgrades that may represent additional performance obligations. Determining whether products and services are distinct performance obligations and the determination of the SSP may require significant judgment.

Advertising Costs

Advertising costs are expensed as incurred and were $1.1 million, $1.1 million, and $0.9 million in fiscal years 2023, 2022, and 2021, respectively.

Warranty Costs

We make periodic provisions for expected warranty costs. Historically, warranty costs have been insignificant.

Stock-Based Compensation

Stock-based compensation expense reflects the fair value of stock-based awards measured at the grant date and recognized over the relevant service period. We estimate the fair value of each stock-based award on the measurement date using either the current market price of the stock, the Black-Scholes option valuation model, or the Monte Carlo Simulation valuation model. The Black-Scholes and Monte Carlo Simulation valuation models incorporate assumptions as to stock price volatility, the expected life of options or awards, a risk-free interest rate and dividend yield. We recognize stock-based compensation expense related to options and restricted stock units on a straight-line basis over the service period of the award, which is generally 4 or 5 years for options and 3 or 4 years for restricted stock units, and adjust the expense each period for actual forfeitures. We recognize stock-based compensation expense related to performance stock units and our employee stock purchase plan using an accelerated attribution.

Acquisition-Related Costs

Acquisition-related costs are expensed as incurred and include those costs incurred as a result of a business combination. These costs primarily consist of professional services fees, including third-party legal and valuation-related fees, as well as retention fees and earn-out payments treated as compensation expense. We incurred $4.7 million, $4.6 million, and $4.1 million of acquisition-related costs, which are included in acquisition-related expenses in our consolidated statement of operations, for the fiscal years ended November 30, 2023, 2022, and 2021, respectively.

Restructuring Charges

Our restructuring charges are comprised primarily of costs related to property abandonment, including future lease commitments, net of any sublease income, and associated leasehold improvements; and employee termination costs related to headcount reductions. We recognize and measure restructuring liabilities initially at fair value when the liability is incurred. We incurred $8.4 million, $0.9

million, and $6.3 million of restructuring related costs, which are included in restructuring expenses in our consolidated statement of operations, for the fiscal years ended November 30, 2023, 2022, and 2021, respectively.

Income Taxes

We provide for deferred income taxes resulting from temporary differences between financial and taxable income. We record valuation allowances to reduce deferred tax assets to the amount that is more likely than not to be realized.

We recognize and measure uncertain tax positions taken or expected to be taken in a tax return utilizing a two-step approach. We first determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is that we measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. We recognize interest and penalties related to uncertain tax positions in our provision for income taxes on our consolidated statements of operations.

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Reference Rate Reform

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"), as amended in December 2022 by Accounting Standards Update No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 ("ASU 2022-06"). ASU 2020-04 provides guidance to alleviate the burden in accounting for reference rate reform by allowing certain expedients and exceptions in applying GAAP to contracts, hedging relationships and other transactions impacted by reference rate reform. The provisions apply only to those transactions that reference the London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued due to reference rate reform. The Company adopted ASU 2020-04 in June 2023, in connection with the amendment of its interest rate swap agreement to implement certain changes in the reference rate from LIBOR to the Secured Overnight Financing Rate ("SOFR"). The application of this expedient preserves the cash flow hedge designation of the interest rate swaps and presentation consistent with past presentation and did not have a material impact on our consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted

Segment Reporting

In November 2023, the FASB issued Accounting Standards Update No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update is effective beginning with the Company’s 2025 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements and disclosures.

Business Combinations - Narrative (Details) - USD ($) $ in Thousands				3 Months Ended	12 Months Ended
	Feb. 28, 2023	Feb. 07, 2023	Nov. 01, 2021	Nov. 30, 2023	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Business Acquisition [Line Items]
Goodwill				$ 832,101	$ 832,101	$ 671,037	$ 671,152
Acquisition-related expenses					4,704	4,603	$ 4,102
Revolving Line of Credit \| Amended Credit Agreement
Business Acquisition [Line Items]
Proceeds from lines of credit	$ 195,000	$ 195,000
MarkLogic Acquisition
Business Acquisition [Line Items]
Cash payments in business acquisition		$ 355,000
Goodwill				161,070	161,070
Acquisition-related expenses					4,300
Revenue of acquisition				72,500
Intangible assets				232,100	232,100
MarkLogic Acquisition \| Customer-related
Business Acquisition [Line Items]
Intangible assets				152,300	152,300
MarkLogic Acquisition \| Purchased technology
Business Acquisition [Line Items]
Intangible assets				67,300	67,300
MarkLogic Acquisition \| Trade name
Business Acquisition [Line Items]
Intangible assets				12,500	12,500
Kemp Acquisition
Business Acquisition [Line Items]
Cash payments in business acquisition			$ 258,000
Goodwill						179,433
Intangible assets				$ 122,100	$ 122,100
Goodwill, expected tax deductible amount			$ 179,400
Kemp Acquisition \| Customer-related
Business Acquisition [Line Items]
Intangible assets						75,500
Kemp Acquisition \| Purchased technology
Business Acquisition [Line Items]
Intangible assets						39,400
Kemp Acquisition \| Trade name
Business Acquisition [Line Items]
Intangible assets						$ 7,200

Fair Value Measurements - Schedule of Fair Value Measurements within the Fair Value Hierarchy of the Financial Assets (Details) - USD ($) $ in Thousands	Nov. 30, 2023	Nov. 30, 2022
Interest rate swap
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	$ 1,495	$ 4,407
Foreign exchange derivatives
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative liability	(2,530)	(3,000)
Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents, fair value		27,254
Level 1 \| Interest rate swap
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	0	0
Level 1 \| Foreign exchange derivatives
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative liability	0	0
Level 1 \| Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents, fair value		27,254
Level 2 \| Interest rate swap
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	1,495	4,407
Level 2 \| Foreign exchange derivatives
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative liability	(2,530)	(3,000)
Level 2 \| Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents, fair value		0
Level 3 \| Interest rate swap
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative asset	0	0
Level 3 \| Foreign exchange derivatives
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative liability	$ 0	0
Level 3 \| Money market funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Cash equivalents, fair value		$ 0

Restructuring - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2023	Nov. 30, 2022	Nov. 30, 2021
Restructuring Cost and Reserve [Line Items]
Restructuring expenses		$ 8,407	$ 879	$ 6,308
2023 Restructuring Activities
Restructuring Cost and Reserve [Line Items]
Percentage of reduction of global workforce	2.00%
Restructuring expenses		1,732
2020 Restructuring Activities
Restructuring Cost and Reserve [Line Items]
Restructuring expenses		897	$ 414	$ 4,149
2021 Restructuring Activities
Restructuring Cost and Reserve [Line Items]
Restructuring expenses		$ 5,728

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Property and Equipment

12 Months Ended

Nov. 30, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consists of the following (in thousands):


	November 30, 2023		November 30, 2022
Computer equipment and software	$	46,405	$	42,672
Buildings and leasehold improvements	9,874		8,771
Furniture and fixtures	3,828		3,582
Capitalized software development costs	276		276
Property and equipment, gross	60,383		55,301
Less accumulated depreciation and amortization	(45,158)		(40,374)
Property and equipment, net	$	15,225	$	14,927

Depreciation and amortization expense related to property and equipment was $6.3 million, $5.0 million, and $5.5 million for the years ended November 30, 2023, 2022, and 2021, respectively.

Cash and Cash Equivalents

12 Months Ended

Nov. 30, 2023

Investments and Cash [Abstract]

Cash, Cash Equivalents and Investments

Cash and Cash Equivalents

A summary of our cash and cash equivalents at November 30, 2023 is as follows (in thousands):


	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
Cash	$	126,958	$	—	$	—	$	126,958

A summary of our cash and cash equivalents at November 30, 2022 is as follows (in thousands):


	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
Cash	$	229,023	$	—	$	—	$	229,023
Money market funds	27,254		—		—		27,254
Total	$	256,277	$	—	$	—	$	256,277