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Everpure, Inc.

For the period ended May 3, 2026. Filed Jun 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

May 3, 2026 · Filed Jun 5, 2026

P$96.75+3.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-11-02; filed 2025-12-10.

0001474432-25-000065

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-05-03; filed 2026-06-05.

0001474432-26-000061

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 102 previous paragraphs and 91 current paragraphs.

51 unchanged; 31 reworded; 8 added; 20 removed; 0 previous and 1 current paragraphs rearranged.

Tables are not compared: 9 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (8)

Current report

Everpure, formerly known as Pure Storage, is a global technology company providing an integrated storage and data management platform. Data is foundational to our customers’ business transformation and increasingly central to their operational resilience and competitive differentiation. As data volumes expand and artificial intelligence (AI) becomes more deeply embedded in customers' operations, the ability to store, manage, govern, and derive greater value from their data is becoming as important as the infrastructure used to store it.

Current report

With the Everpure Platform, customers can build their own Enterprise Data Cloud (EDC), an architectural approach to storage and data management that allows organizations to centrally manage a virtualized cloud of data with unified control — spanning on-premises, hybrid, and public cloud environments — enabling intelligent, autonomous data management and consistent governance across the entire environment.

Current report

•In March 2026, we extended Evergreen//One support to FlashBlade//EXA, providing a flexible pay-as-you-go model for high-performance AI training and inference, and also announced the general availability of Everpure™ FlashArray™ support for Microsoft Azure Local.

Current report

•In April 2026, we announced Pure1 + Veeam Anomaly Awareness Workflow, which is a new integration unifying Everpure Pure1 and Veeam Backup & Replication (VBR).

Current report

•In April 2026, we also updated our ticker symbol (NYSE: P), reflecting our expansion from a storage provider to a leader in the future of data management.

Current report

•In May 2026, we completed the strategic acquisition of 1touch, an innovator in data intelligence and orchestration, adding data security posture management (DSPM), advanced data discovery, classification, and semantic context capabilities to the Everpure Platform.

Current report

The increase in product gross margin during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily due to price increases and shifts in product mix towards higher performance FlashArray and FlashBlade solutions and to a lesser extent, royalties from hyperscaler shipments.

Current report

Investors and others should note that we announce material business and financial information through our investor relations website at www.investors.everpuredata.com, SEC filings, public conference calls and webcasts, and press releases, including earnings press releases. We also announce business and financial information through our newsroom website (https://www.everpuredata.com/company/newsroom.html), LinkedIn (linkedin.com/company/everpure-data), X (x.com/EverpureData), Facebook (@purestorage), Instagram (@purestorage) and YouTube (@everpure-data). It is possible that the information we post on these channels could be deemed to be material information. Therefore, we encourage investors to follow these channels, in addition to our SEC filings, public conference calls and webcasts, and press releases. The information we publish through these channels is not incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.
Removed paragraphs (20)

Previous report

Data is foundational to our customers’ business transformation, and we are focused on delivering an innovative and disruptive data storage platform that enables customers to maximize the value of their data.

Previous report

Our data storage platform (Pure Platform) supporting structured and unstructured data, at scale and across any data workloads, on premises, in the cloud, and hosted environments, makes it possible for customers to construct their Enterprise Data Clouds (EDC). EDC allows customers to serve a variety of data workloads including mission-critical production, test and development, analytics, disaster recovery, backup and restore, AI, and machine learning with a single consistent, highly automated and agile cloud operating model.

Previous report

In September 2025, we introduced a number of new products, capabilities, and expanded partnerships at Pure//Accelerate:

Previous report

•Expanded EDC into the public cloud with the general availability of Pure Storage Cloud Azure Native, developed jointly with Microsoft - the industry's first fully managed, enterprise-grade block volume as a service.

Previous report

•Continued the evolution of our next-gen FlashArray portfolio with the general availability of FlashArray//X R5 and FlashArray//C R5. In addition, we introduced FlashArray//XL190 R5, expected to be generally available in the fourth quarter of fiscal 2026.

Previous report

•Expanded Pure1 AI Copilot with the general availability of Portworx Pure1 AI Copilot, the first AI-powered platform engineering assistant for Portworx customers, and introduced the integration of Pure1 AI Copilot with Model Context Protocol (MCP) servers, expected to be generally available in the fourth quarter of fiscal 2026.

Previous report

•Bridged the gap between traditional and modern applications with the integration of Portworx® with Pure Fusion, expected to be generally available during the first half of fiscal 2027.

Previous report

•Introduced Pure Protect Recovery Zones, expected to be generally available in the first quarter of fiscal 2027, and cyber resilience delivered as a service with Veeam, expected to be generally available in the fourth quarter of fiscal 2026, to help customers proactively detect threats and recover faster.

Previous report

•Enabled built-in and integrated detection capabilities to provide broader visibility across an entire environment with the general availability of tools like real-time security with CrowdStrike Falcon, and file and user monitoring and remediation with Superna.

Previous report

Restructuring and Impairment. Restructuring and impairment expenses consist primarily of employee severance and termination benefits, and certain lease impairment and abandonment charges.

Previous report

The increase in product revenue during the first three quarters of fiscal 2026 when compared to the first three quarters of fiscal 2025 was primarily driven by royalties from hyperscaler shipments and sales to enterprise customers of FlashArray//XL, FlashArray//X, FlashBlade//S, and FlashBlade//E.

Previous report

The increase in product gross margin during the third quarter of fiscal 2026 when compared to the third quarter of fiscal 2025 was primarily due to royalties from hyperscaler shipments as we continue to scale our production deployment and favorable product mix driven primarily by sales of higher-performance FlashArray//XLto enterprise customers. Product gross margin during the first three quarters of fiscal 2026 when compared to the first three quarters of fiscal 2025 was impacted by higher QLC component costs and higher sales of our FlashBlade//E and FlashArray//E solutions as customers’ transitioned their cost-sensitive workloads from traditional disk solutions to flash during the first six months of fiscal 2026.

Previous report

Operating expenses in the first three quarters of fiscal 2025 were positively impacted as a result of the workforce alignment that we initiated in the fourth quarter of fiscal 2024.

Previous report

The increase in research and development expense during the first three quarters of fiscal 2026 when compared to the first three quarters of fiscal 2025 was primarily driven by an increase in employee compensation and related costs, including stock-based compensation, from growth in headcount, and, to a lesser extent, an increase in equipment depreciation, facilities-related costs and data center and cloud services costs.

Previous report

The increase in sales and marketing expense during the first three quarters of fiscal 2026 when compared to the first three quarters of fiscal 2025 was primarily driven by an increase in employee compensation and related costs from growth in headcount and, to a lesser extent, higher costs for sales and marketing events, and higher travel costs.

Previous report

During the first three quarters of fiscal 2025, we recognized $15.9 million of restructuring and impairment costs. We recognized $9.5 million in incremental restructuring costs primarily associated with one-time severance and other termination benefits related to a workforce alignment plan that was initiated in the fourth quarter of fiscal 2024. We also recognized $6.4 million in abandonment and impairment charges related to certain leases associated with our former corporate headquarters that we ceased use in the second quarter of fiscal 2024. The incremental impairment charge was due to a revision to the underlying sublease assumptions during the first quarter of fiscal 2025.

Previous report

The decrease in other income (expense), net during the third quarter of fiscal 2026 when compared to the third quarter of fiscal 2025 was primarily due to a decrease in interest income from a lower balance in cash, cash equivalents and marketable securities and a lower interest rate environment.

Previous report

Net cash used in investing activities during the first three quarters of fiscal 2025 was driven by $170.6 million in capital expenditures relating to test equipment for new product innovation, and equipment supporting our Evergreen//Oneoffering, investments to scale operations in support of our hyperscale customer, and construction costs related to our headquarters facility, partially offset by net proceeds from our marketable securities of $84.5 million.

Previous report

We webcast our earnings calls and certain events we participate in or host with members of the investment community on our investor relations website. Additionally, we provide notifications of news or announcements regarding our financial performance, including SEC filings, investor events, press and earnings releases, social media accounts (Twitter, Facebook and LinkedIn), and blogs as part of our investor relations website. Investors and others can receive notifications of new information posted on our investor relations website in real time by signing up for email alerts and RSS feeds. Further corporate governance information, including our certificate of incorporation, bylaws, governance guidelines, board committee charters, and code of conduct, is also available on our investor relations website under the heading “Corporate Governance.” The content of our websites are not incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.
Reworded paragraphs (31)

Previous wording

We are a global leader in data management and storage with a mission to redefine the data experience by simplifying how people manage, consume and interact with data. Our vision of an all-flash data center integrates our foundation of simplicity and reliability with four major market trends that are impacting all organizations large and small: (1) the shift to modernizing today’s data infrastructure with all-flash; (2) the increase of modern cloud-native applications; (3) increasing demand to consume data storage as a service; and (4) increasing demand for data storage to support the acceleration in artificial intelligence (AI) adoption while managing rising energy costs.

Current wording

We began as a provider of flash-based storage systems. Over time, we have evolved into a company that delivers a cloud experience with an intelligent, unified storage and data management platform (the Everpure Platform) that virtualizes data across on-premises, hybrid, public cloud, and edge environments into a single storage layer with consistent control, built-in automation and continuous modernization. We are executing a focused strategy to modernize and simplify data center infrastructure for customers as AI adoption increases and power, space, and operational constraints intensify. Our vision of an all-flash data center integrates our foundation of simplicity and reliability with four major market trends that are impacting all organizations: (1) the shift towards modernizing data infrastructure with all-flash technology; (2) the growth of modern cloud-native applications; (3) increasing demand for data storage delivered as a service; and (4) increasing demand for data storage to support accelerating AI adoption while managing rising energy costs.

Previous wording

We derive revenue primarily from the sale of our integrated storage hardware products and subscription services that comprise our Pure Platform. Product revenue includes the sale of our FlashArrayand FlashBlade solutions, royalties from hyperscaler shipments, and the sale of Portworx term software licenses. Subscription services revenue includes the sale of our portfolio of Evergreen and Portworx subscription services offerings as well as our professional services offerings such as installation and implementation consulting services.

Current wording

We derive revenue primarily from sales of our integrated storage hardware and embedded licensed software products and storage-as-a-service offerings that comprise our Everpure Platform. Product revenue includes sales of our FlashArrayand FlashBlade solutions, royalties from hyperscaler shipments, and sales of Portworx by Everpure term software licenses. Subscription services revenue includes sales of our portfolio of Evergreen, Portworx by Everpure, and Everpure Cloud consumption and subscription-based offerings, support and maintenance, and professional services such as installation and implementation services.

Previous wording

Cost of product revenue primarily consists of costs paid to our third-party contract manufacturers, which includes the costs of our raw material components, and personnel costs associated with our supply chain operations. Personnel costs consist of salaries, bonuses and stock-based compensation expense. Our cost of product revenue also includes allocated overhead costs, adjustments to inventory and purchase commitments based on forecasted demand, product warranty costs, amortization of intangible assets pertaining to developed technology, and freight. Allocated overhead costs consist of certain employee benefits and facilities-related costs. We expect our cost of product revenue to increase in absolute dollars as our product revenue increases.

Current wording

Cost of product revenue primarily consists of costs paid to our third-party contract manufacturers, which includes the costs of raw material components, and personnel costs associated with our supply chain operations. Personnel costs consist of salaries, bonuses and stock-based compensation expense. Cost of product revenue also includes allocated overhead costs, adjustments to inventory and purchase commitments based on forecasted demand, amortization of intangible assets pertaining to developed technology, and freight. Allocated overhead costs consist of certain employee benefits and facilities-related costs. We expect our cost of product revenue to increase in absolute dollars as our product revenue increases.

Previous wording

Cost of subscription services revenue primarily consists of personnel costs associated with delivering our subscription and professional services, part replacements, allocated overhead costs, depreciation of infrastructure used to deliver our subscription services, and amortization of capitalized internal-use software. We expect our cost of subscription services revenue to increase in absolute dollars, as our subscription services revenue increases.

Current wording

Cost of subscription services revenue primarily consists of personnel costs associated with delivering our subscription and professional services, part replacements, allocated overhead costs, depreciation of infrastructure used to deliver our subscription services, amortization of intangible assets pertaining to developed technology, and amortization of capitalized internal-use software. We expect our cost of subscription services revenue to increase in absolute dollars, as our subscription services revenue increases.

Previous wording

Other income (expense), net consists primarily of interest income related to cash, cash equivalents and marketable securities, interest expense related to our debt, gains (losses) from an equity security, and gains (losses) from foreign currency transactions.

Current wording

Other income (expense), net consists primarily of interest income related to cash, cash equivalents and marketable securities, interest expense related to our revolving credit facility, and gains (losses) from foreign currency transactions.

Previous wording

The increase in product revenue during the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025 was primarily driven by royalties from hyperscaler shipments and sales to enterprise customers of FlashBlade//S and FlashArray//XL.

Current wording

The increase in product revenue during the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026 was primarily driven by an increase in customer demand for our FlashArray and FlashBlade solutions across all of our key geographic areas and customer base and increased pricing and to a lesser extent, royalties from hyperscaler shipments.

Previous wording

The increase in subscription services revenue during the third quarter and the first three quarters of fiscal 2026 when compared to the third quarter and the first three quarters of fiscal 2025 was largely driven by increases in sales of our Evergreen//Oneconsumption and subscription-based offerings and renewals of our Evergreen subscription services across our installed base.

Current wording

The increase in subscription services revenue during the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026 was largely driven by increases in sales of our Evergreen consumption, subscription-based offerings and renewals of our Evergreen subscription services across our installed base.

Previous wording

During the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025, total revenue in the United States grew 22% from $561.9 million to $683.2 million while total rest of the world revenue grew 4% from $269.2 million to $281.3 million. During the first three quarters of fiscal 2026 compared to the first three quarters of fiscal 2025, total revenue in the United States grew 13% from $1.6 billion to $1.8 billion while total rest of the world revenue grew 16% from $699.7 million to $813.1 million.

Current wording

During the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026, total revenue in the United States grew 39% from $530.7 million to $739.4 million while total rest of the world revenue grew 27% from $247.8 million to $313.5 million.

Previous wording

The year-over-year growth in our Subscription ARR at the end of the third quarter of fiscal 2025 was 22%. The decline in year-over-year growth to 17% at the end of the third quarter of fiscal 2026 was impacted by lower Evergreen subscriptions bundled with traditional product sales.

Current wording

The year-over-year growth in our Subscription ARR at the end of the first quarter of fiscal 2026 was 18%. The increase in year-over-year growth to 19% at the end of the first quarter of fiscal 2027 was driven by our increased sales of Evergreen subscription-based offerings.

Previous wording

Total remaining performance obligations (RPO) which is total contracted but not recognized revenue was $2.9 billion at the end of the third quarter of fiscal 2026, and primarily includes non-cancelable Total Contract Value (TCV) sales for our storage-as-a-service offerings, including Evergreen//One, Evergreen//Flex, and Cloud Block Store consumption and subscription-based offerings, as well as $80.0 million of non-cancelable product orders. RPO consists of both deferred revenue and non-cancelable amounts that are expected to be invoiced and recognized as revenue in future periods. Product orders are generally cancelable until delivery has occurred, and as such, unfulfilled product orders that are cancelable are excluded from RPO. Cancelable orders will fluctuate depending on numerous factors.

Current wording

Total remaining performance obligations (RPO) which is total contracted but not recognized revenue was $3.8 billion at the end of the first quarter of fiscal 2027, and primarily includes non-cancelable Total Contract Value (TCV) sales for our storage-as-a-service offerings, including Evergreen//One, Evergreen//Flex, and Everpure Cloud consumption and subscription-based offerings, as well as $51.4 million relates to a lessor arrangement. RPO consists of both deferred revenue and non-cancelable amounts that are expected to be invoiced and recognized as revenue in future periods. Product orders are generally cancelable until delivery has occurred, and as such, unfulfilled product orders that are cancelable are excluded from RPO. Cancelable orders will fluctuate depending on numerous factors.

Previous wording

TCV sales for our storage-as-a-service offerings is a key business metric we use to evaluate the performance of our consumption and subscription based offerings. TCV sales for these offerings include recurring subscription fees, any non-recurring charges such as initial setup fees, and any other billable services directly tied to the execution of the underlying service contract. Year-over-year growth in RPO to 24% at the end of the third quarter of fiscal 2026 when compared to 14% at the end of fiscal 2025 was driven by both growth of TCV sales for our storage-as-a-service offerings, and strong renewals of our Evergreen subscriptions.

Current wording

TCV sales for our storage-as-a-service offerings is a key business metric we use to evaluate the performance of our consumption and subscription based offerings. TCV sales for these offerings include recurring subscription fees, any non-recurring charges such as initial setup fees, and any other billable services directly tied to the execution of the underlying service contract. Year-over-year growth in RPO to 41% at the end of the first quarter of fiscal 2027 when compared to 40% at the end of fiscal 2026 was driven by both growth of TCV sales for our storage-as-a-service offerings, and strong renewals of our Evergreen subscriptions.

Previous wording

We expect to recognize approximately 46% of total RPO over the next 12 months, and the remainder thereafter. RPO is expected to increase as our subscription services business grows over time.

Current wording

We expect to recognize approximately 43% of total RPO over the next 12 months, and the remainder thereafter. RPO is expected to increase as our subscription services business grows over time.

Previous wording

The decrease in subscription services gross margin during the third quarter of fiscal 2026 when compared to the third quarter of fiscal 2025 was primarily driven by amortization of capitalized software costs for Pure Fusion and Pure Storage Cloud Azure Native and higher employee compensation and related costs.

Current wording

The slight decrease in subscription services gross margin during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily driven by amortization of capitalized software costs for the development of Everpure Fusion and Everpure Cloud Azure Native and higher employee compensation and related costs.

Previous wording

The increase in research and development expense during the third quarter of fiscal 2026 when compared to the third quarter of fiscal 2025 was primarily driven by an increase in employee compensation and related costs, including stock-based compensation, from growth in headcount and, to a lesser extent, an increase in equipment depreciation and facilities-related costs.

Current wording

The increase in research and development expense during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily driven by an increase in employee compensation and related costs, including stock-based compensation, from growth in headcount and, to a lesser extent, an increase in equipment depreciation and facilities-related costs.

Previous wording

The increase in sales and marketing expense during the third quarter of fiscal 2026 when compared to the third quarter of fiscal 2025 was primarily driven byan increasein employee compensation and related costs from growth in headcount and, to a lesser extent, higher travel costs.

Current wording

The increase in sales and marketing expense during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily driven byan increasein employee compensation and related costs, including sales commission expense and stock-based compensation, from growth in headcount and higher bookings achievement.

Previous wording

The increase in general and administrative expense during the third quarter and first three quarters of fiscal 2026 when compared to the third quarter and first three quarters of fiscal 2025 was primarily driven byan increase in employee compensation and related costs, including stock-based compensation, from growth in headcount.

Current wording

The increase in general and administrative expense during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily driven byan increase in employee compensation and related costs, including stock-based compensation, from growth in headcount, and, to a lesser extent, an increase in third-party professional services, including acquisition-related transaction costs.

Previous wording

The increase in other income (expense), net during the first three quarters of fiscal 2026 when compared to the first three quarters of fiscal 2025 was primarily due to gain from the sale of an equity security, and, to a lesser extent, higher net foreign exchange gains as the U.S. dollar weakened relative to certain foreign currencies. These increases were partially offset by a decrease in interest income from a lower balance in cash, cash equivalents and marketable securities and a lower interest rate environment.

Current wording

The decrease in other income (expense), net during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily due to higher net foreign exchange losses as the U.S. dollar strengthened relative to certain foreign currencies.

Previous wording

The decrease in provision for income taxes during the third quarter of fiscal 2026 when compared to the third quarter of fiscal 2025 was primarily driven by a decrease in foreign and U.S. withholding tax, as well as a decrease in U.S. taxable income due to the enactment of the One Big Beautiful Bill Act (OBBBA), which removed the requirement for domestic research and development capitalization under Section 174.

Current wording

The decrease in provision for income taxes during the first quarter of fiscal 2027 when compared to the first quarter of fiscal 2026 was primarily attributable to the enactment of the One Big Beautiful Bill Act (OBBBA), specifically the provisions related to Section 174, which eliminated the requirement to capitalize domestic research and development expenditures.

Previous wording

At the end of the third quarter of fiscal 2026, we had cash, cash equivalents and marketable securities of $1.5 billion. Our cash and cash equivalents primarily consist of bank deposits and money market accounts. Ourmarketable securities generally consist of highly rated debt instruments of the U.S. government and its agencies, debt instruments of highly rated corporations, debt instruments issued by foreign governments, asset-backed securities, and municipal bonds.

Current wording

At the end of the first quarter of fiscal 2027, we had cash, cash equivalents and marketable securities of $1.5 billion. Our cash and cash equivalents primarily consist of bank deposits and money market accounts. Ourmarketable securities generally consist of highly rated debt instruments of the U.S. government and its agencies, debt instruments of highly rated corporations, debt instruments issued by foreign governments, asset-backed securities, and municipal bonds.

Previous wording

We believe our existing cash, cash equivalents, marketable securities and revolving credit facility will be sufficient to fund our operating and capital needs for at least the next 12 months. Our future capital requirements will depend on many factors including our sales growth, the timing and extent of capital spending to support development efforts including investments to scale operations in support of our hyperscale customer and capture additional growth opportunities, the timing and extent of strategic inventory purchases to mitigate the impact of tariffs, higher commodity pricing, and supply chain disruptions, growth of our Evergreen//One offering, the addition or closure of office space, the timing of new product introductions, our share repurchases, the timing of renewal and/or repayment of borrowings under the revolving credit facility, and cash payments for tax withholding obligations for equity awards held by employees. We may continue to enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property and other licensing rights. We may enter into equipment financing arrangements and seek additional equity or debt financing in the future.

Current wording

We believe our existing cash, cash equivalents, marketable securities and revolving credit facility will be sufficient to fund our operating and capital needs for at least the next 12 months. Our future capital requirements will depend on many factors including our sales growth, the timing and extent of capital spending to support development efforts including investments to scale operations in support of our hyperscale customer and capture additional growth opportunities, the timing and extent of strategic inventory purchases driven by supply chain constraints, higher commodity pricing, growth of our Evergreen//One offering, the addition or closure of office space, the timing of new product introductions, our share repurchases, the timing of repayment of borrowings under the revolving credit facility, and cash payments for tax withholding obligations for equity awards held by employees. We may continue to enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property and other licensing rights. For example, on May 7, 2026, we completed the acquisition of 1touch. We may enter into other financing arrangements and seek additional equity or debt financing in the future.

Previous wording

We are subject to certain affirmative and negative covenants, including a Consolidated Net Leverage Ratio not to exceed 3.5:1 (which may be increased to 4:1 for the first six consecutive fiscal quarters after a qualified acquisition, as defined in the Credit Agreement) measured as of the last day of each fiscal quarter. As of the end of the third quarter of fiscal 2026, there were no outstanding borrowings and we were in compliance with all covenants under the Credit Facility.

Current wording

We are subject to certain affirmative and negative covenants, including a Consolidated Net Leverage Ratio not to exceed 3.5:1 (which may be increased to 4:1 for the first six consecutive fiscal quarters after a qualified acquisition, as defined in the Credit Agreement) measured as of the last day of each fiscal quarter. As of the end of the first quarter of fiscal 2027, there were no outstanding borrowings and we were in compliance with all covenants under the Credit Facility.

Previous wording

At the end of fiscal 2025 and the third quarter of fiscal 2026, we had outstanding letters of credit in the aggregate amount of $7.2 million and $13.5 million in connection with our facility leases and a certain employee-related benefit. The letters of credit associated with our facility leases are collateralized by either restricted cash or the Credit Facility and mature on various dates through December 2031. The letter of credit associated with a certain employee-related benefit is collateralized by restricted cash.

Current wording

At the end of fiscal 2026 and the first quarter of fiscal 2027, we had outstanding letters of credit in the aggregate amount of $13.0 million and $16.6 million in connection with our facility leases and a certain employee-related benefit, that mature on various dates through December 2031. Of the $13.0 million and $16.6 million outstanding as of the ends of fiscal 2026 and the first quarter of fiscal 2027, $2.0 million and $4.9 million is issued under the Credit Facility.

Previous wording

In February 2025, our Board of Directors authorized a $250.0 million increase to repurchase shares of our common stock under our share repurchase program, of which $56.2 million remained available at the end of the third quarter of fiscal 2026. On December 10, 2025, the Audit Committee of our Board of Directors authorized an additional $400.0 million to repurchase shares of our common stock, increasing the total remaining authorization amount to $420.0 million. The authorization allows us to repurchase shares of our common stock opportunistically and will be funded from available working capital. Repurchases may be made at management’s discretion from time to time on the open market through privately negotiated transactions, transactions structured through investment banking institutions, block purchase techniques, 10b5-1 trading plans, or a combination of the foregoing. The share repurchase program does not obligate us to acquire any of our common stock, has no end date, and may be suspended or discontinued by us at any time without prior notice. During the third quarter of fiscal 2026, we repurchased and retired approximately 0.6 million shares of common stock at an average purchase price of $87.23 per share for an aggregate repurchase price of $53.3 million. During the first three quarters of fiscal 2026, we repurchased and retired approximately 3.9 million shares of our common stock at an average purchase price of $55.58 per share for an aggregate repurchase price of $215.4 million.

Current wording

Our Board of Directors has authorized up to $1.8 billion under our share repurchase program. At the end of the first quarter of fiscal 2027, $244.9 million remained available for future share repurchases under our current repurchase authorization. The authorization allows us to repurchase shares of our common stock opportunistically and will be funded from available working capital. Repurchases may be made at management’s discretion from time to time on the open market through privately negotiated transactions, transactions structured through investment banking institutions, block purchase techniques, 10b5-1 trading plans, or a combination of the foregoing. The share repurchase program does not obligate us to acquire any of our common stock, has no end date, and may be suspended or discontinued by us at any time without prior notice. During the first quarter of fiscal 2027, we repurchased and retired approximately 1.3 million shares of common stock at an average purchase price of $65.59 per share for an aggregate repurchase price of $84.1 million.

Previous wording

During the third quarter and first three quarters of fiscal 2026, we withheld approximately 1.0 million and 3.3 million shares to cover $87.7 million and $205.6 million in tax withholding obligations.

Current wording

During the first quarter of fiscal 2027, we withheld approximately 1.6 million shares to cover $101.0 million in tax withholding obligations.

Previous wording

Net cash provided by operating activities consists of net income, adjusted for non-cash items and changes in operating assets and liabilities. Non-cash items primarily included stock-based compensation and depreciation and amortization. The year-over-year increase in net cash provided by operating activities was primarily driven by higher net income of $23.6 million, higher stock-based compensation of $29.2 million, and an increase of $29.4 million from changes in operating assets and liabilities, partially offset by $27.5 million in gain from the sale of an equity security. The increase from changes in operating assets and liabilities were primarily impacted by higher deferred revenue driven by renewal of our Evergreen subscription services across our installed base, and lower payments for employee compensation. Partial offsets to operating cash inflows were decreased cash collections due to timing, increased inventory purchases to mitigate the impact of tariffs, higher component pricing and supply chain disruptions, and higher deferred commissions.

Current wording

Net cash provided by operating activities consists of net income, adjusted for non-cash items and changes in operating assets and liabilities. Non-cash items primarily included stock-based compensation and depreciation and amortization. The year-over-year decrease in net cash provided by operating activities was primarily driven by a decrease of $177.7 million from changes in operating assets and liabilities, partially offset by higher net income of $38.1 million and higher stock-based compensation of $25.8 million. The decrease from changes in operating assets and liabilities were primarily impacted by higher payments for employee compensation, including commission payments pertaining to overachievement in the fourth quarter of fiscal 2026, and increased payments for inventory purchases.

Previous wording

Our primary source of cash from operating activities during the first three quarters of fiscal 2025 and 2026 were from cash collections from billings for sales of our product and subscription services.

Current wording

Our primary source of cash from operating activities during the first quarter of fiscal 2026 and 2027 were from cash collections from billings for sales of our product and subscription services.

Previous wording

Our primary uses of cash from operating activities during the first three quarters of fiscal 2025 and 2026 were payments to our contract manufacturers, payments for employee compensation, and general corporate operating expenditures.

Current wording

Our primary uses of cash from operating activities during the first quarter of fiscal 2026 and 2027 were payments to our contract manufacturers, payments for employee compensation, and general corporate operating expenditures.

Previous wording

Net cash used in investing activities during the first three quarters of fiscal 2026 was driven by $197.8 million in capital expenditures, partially offset by net proceeds of $123.8 million in marketable securities and $52.5 million from the sale of an equity security. Key capital expenditures included investments for equipment supporting deployments of our Evergreen//One offering, data center expansion to support testing of new products and services, and investments to scale operations in support of our hyperscale customer.

Current wording

Net cash used in investing activities during the first quarter of fiscal 2027 was driven by $68.4 million in capital expenditures, partially offset by net proceeds of $23.0 million in marketable securities. Key capital expenditures included investments for equipment supporting deployments of our Evergreen//One offering, data center expansion to support testing of new products and services, including for our hyperscale business, and leasehold improvements related to our new office leases.

Previous wording

Net cash used in financing activities during the first three quarters of fiscal 2026 was primarily driven by cash outflows related to share repurchases of $215.4 million and tax withholding remittances on vested equity awards of $203.2 million, and repayment of the $100.0 million outstanding on our former credit facility that terminated in June 2025, partially offset by proceeds from the issuance of common stock under our employee stock purchase plan (ESPP) of $56.0 million, and the exercise of stock options of $18.2 million. The year-over-year increase in tax withholding remittances on vested equity awards was primarily driven by higher stock prices.

Current wording

Net cash used in financing activities during the first quarter of fiscal 2027 was primarily driven by cash outflows related to tax withholding remittances on vested equity awards of $102.9 million and share repurchases of $84.1 million, partially offset by proceeds from the issuance of common stock under our employee stock purchase plan (ESPP) of $30.0 million, and the exercise of stock options of $6.6 million. The year-over-year increase in tax withholding remittances on vested equity awards was primarily driven by higher stock prices.

Previous wording

Net cash used in financing activities during the first three quarters of fiscal 2025 was primarily driven by cash outflows related to share repurchases of $182.0 million and tax withholding remittances on vested equity awards of $141.6 million, partially offset by proceeds from the issuance of common stock under our ESPP of $51.7 million, and the exercise of stock options of $21.2 million.

Current wording

Net cash used in financing activities during the first quarter of fiscal 2026 was primarily driven by cash outflows related to share repurchases of $119.9 million and tax withholding remittances on vested equity awards of $61.3 million, partially offset by proceeds from the issuance of common stock under our ESPP of $27.2 million, and the exercise of stock options of $5.4 million.

Previous wording

Our website is located at www.purestorage.com, and our investor relations website is located at investor.purestorage.com. The following filings will be available through our investor relations website free of charge after we file them with the SEC: Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and our Proxy Statements for our annual meetings of stockholders. We also provide a link to the section of the SEC’s website at www.sec.gov that has all of our public filings, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, all amendments to those reports, our Proxy Statements, and other ownership related filings.

Current wording

Our website is located at www.everpuredata.com, and our investor relations website is located at investor.everpuredata.com. The following filings will be available through our investor relations website free of charge after we file them with the SEC: Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and our Proxy Statements for our annual meetings of stockholders. We also provide a link to the section of the SEC’s website at www.sec.gov that has all of our public filings, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, all amendments to those reports, our Proxy Statements, and other ownership related filings.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

Net cash used in investing activities during the first quarter of fiscal 2026 was driven by $72.3 million in capital expenditures. Key capital expenditures included investments for equipment supporting deployments of our Evergreen//One offering, data center expansion to support testing of new products and services, including for our hyperscale solution design win, and developing our Pure Fusion v2 solution. Cash outflows were also impacted by net purchases of marketable securities of $39.4 million.