Document

This letter is in response to the comment letter, dated September 5, 2025, from the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission to Mr. Tim Foote, Chief Financial Officer of BlackBerry Limited (“BlackBerry”, or the “Company”). References to “BlackBerry” or the “Company” also include, where applicable, any subsidiaries of BlackBerry.

1.We note the operating segment information for the two-year period ended February 28, 2025 provided on page 32. Please provide us with a reconciliation between the segment totals for research and development (R&D), sales and marketing (S&M) and general and administrative (G&A) to the respective line items presented on your consolidated statements of operations for each period presented. In your response, please specify the nature and amount of each reconciling item, and separately present adjustments for amortization, stock compensation expense, and restructuring expense. In addition, if applicable, please quantify the amortization expense included in the R&D, S&M and G&A line items in your consolidated statements of operations.

The Company hereby presents the following reconciliation between segment totals for research and development (“R&D”), sales and marketing (“S&M”) and general and administrative (“G&A”) to the respective lines on the consolidated statements of operations, as well Cost of Sales (“COS”), from which amortization is also excluded in the non-GAAP measure of Segment EBITDA:


For the Year Ended February 28, 2025
(in millions)
	Segment Totals		Stock-based compensation1		Restructuring expenses2		Amortization3		Corporate expenses4		Consolidated U.S. GAAP
Total Segment COS	$	137.6	$	2.4	$	—	$	—	$	—	$	140.0
Total Segment R&D	104.1		5.3		—		(1.0)		0.4		108.8
Total Segment S&M	93.0		2.8		—		(0.2)		(0.1)		95.5
Total Segment G&A	87.5		10.1		26.1		(6.7)		42.7		159.7
Total	$	422.2	$	20.6	$	26.1	$	(7.9)	$	43.0	$	504.0


For the Year Ended February 29, 2024
(in millions)
	Segment Totals		Stock-based compensation1		Restructuring expenses2		Amortization3		Corporate expenses4		Consolidated U.S. GAAP
Total Segment COS	$	265.4	$	3.0	$	—	$	—	$	—	$	268.4
Total Segment R&D	120.6		7.3		—		(1.2)		0.4		127.1
Total Segment S&M	101.6		2.5		—		(0.1)		—		104.0
Total Segment G&A	113.5		16.0		35.9		(11.1)		32.9		187.2
Total	$	601.1	$	28.8	$	35.9	$	(12.4)	$	33.3	$	686.7

1.Stock-based compensation is a non-cash expense and is not included in the CODM’s measure of segment EBITDA when evaluating performance and allocating resources to the segment. For the year ended February 28, 2025 and February 29, 2024, total stock-based compensation per the above table were $20.6M and $28.8M, respectively, which agrees to the Adjusted EBITDA reconciliation provided on page 42 of Form 10-K.

2.Restructuring expenses is not included in the CODM’s measure of segment EBITDA when evaluating performance and allocating resources to the segment. Restructuring expenses relate to employee termination benefits, facilities, streamlining many of the Company’s centralized corporate functions into Secure Communications and QNX specific teams, and other costs pursuant to programs to reduce the Company’s annual expenses amongst R&D, infrastructure and other functions. These expenses do not reflect expected future operating expenses, are not indicative of the Company’s core operating performance, and may not be meaningful when comparing the Company’s operating performance against that of prior periods. For the year ended February 28, 2025 and February 29, 2024, total restructuring expenses per the above table were $26.1M and $35.9M, respectively, which agrees to the Adjusted EBITDA reconciliation provided on page 42 of Form 10-K.

3.For the year ended February 28, 2025 and February 29, 2024, Segment COS included amortization of $6.6M and $4.6M, respectively, for total Segment amortization of $14.5M and $17.0M, respectively, which agrees to the "Less amortization included in the above" provided on page 32 of Form 10-K. Segment COS amortization is not included in the above reconciliation table, as only amortization included in operating expense is shown as a separate line item in the consolidated statements of operations. Amortization included in COS for the years ended February 28, 2025 and February 29, 2024 is disclosed on page 51 (the difference of $0.1M for the years ended February 28, 2025 and February 29, 2024 is due to rounding).

4.Corporate expenses are not included in the CODM’s measure of segment EBITDA and for the year ended February 28, 2025 and February 29, 2024, total Corporate expense per the above table were $43.0M and $33.3M, respectively, which agrees to the Segment EBITDA reconciliation provided on page 34 of Form 10-K.

In connection with this response letter, BlackBerry acknowledges that BlackBerry and its management is responsible for the accuracy and adequacy of its disclosures, notwithstanding any review, comments, action or absence of action by the Staff.