SentinelOne, Inc.
For the period ended Apr 30, 2026. Filed May 28, 2026.
View on SEC.govAbout 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.
Apr 30, 2026 · Filed May 28, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-10-31; filed 2025-12-04.
0001583708-25-000159
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-04-30; filed 2026-05-28.
0001583708-26-000041
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 117 previous paragraphs and 104 current paragraphs.
58 unchanged; 29 reworded; 16 added; 23 removed; 7 previous and 1 current paragraphs rearranged.
Tables are not compared: 25 previous and 17 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 (16)
Current report
Research and Development
Current report
Sales and Marketing
Current report
General and Administrative
Current report
Restructuring
Current report
Interest Income, Net, and Other Income, Net
Current report
Provision for Income Taxes
Current report
Additionally, as discussed in more detail in Part II, Item 1A, “Risk Factors” in this Quarterly Report and Note 9, Income Taxes, to our unaudited condensed consolidated financial statements, on January 8, 2026, we entered into the Agreement with the ITA covering various transfer pricing matters for intercompany transactions relating to the intergroup ownership and utilization of our intellectual property. This Agreement fully and finally resolved all related Israeli disputed income tax matters between us and the ITA for fiscal years 2021 through 2025. Pursuant to the Agreement, we are required to make installment payments through fiscal year 2031, which are subject to 7.0% interest per annum and certain acceleration clauses. The Agreement also resolved the tax impact of aligning the intellectual property of Prompt into our structure.
Current report
Research and Development
Current report
Sales and Marketing
Current report
Sales and marketing expenses decreased by $1.8 million primarily due to a $4.3 million decrease in marketing-related expenses, reflecting lower corporate marketing, advertising, and branding costs. The decrease was partially offset by a $1.2 million increase in sales-related expenses driven by higher sales conference and partner commission costs, and a $1.1 million increase in acquisition-related compensation expense.
Current report
General and Administrative
Current report
General and administrative expenses increased by $1.8 million primarily due to a $1.3 million increase in acquisition-related transaction expenses and a $1.0 million increase in salaries and wages reflecting increased headcount, partially offset by a $0.9 million decrease in consulting expenses.
Current report
Restructuring
Current report
Interest Income, Net, and Other Income, Net
Current report
Provision for Income Taxes
Current report
The provision for income taxes decreased by $127.7 million primarily due to the non-recurrence of a $136.0 million accrual for an unrecognized tax benefit recorded in the prior year in connection with our matter with the ITA. This decrease was partially offset by the non-recurrence of a $4.7 million discrete tax benefit from the release of a valuation allowance on Israeli deferred tax assets recorded in the prior year, as well as $2.6 million of interest expense recognized in the current period on the ITA liability pursuant to the final settlement agreement reached in fiscal 2026.
Removed paragraphs (23)
Previous report
Impact of Global Macroeconomic and Geopolitical Conditions
Previous report
Our overall performance depends in part on worldwide economic and geopolitical conditions and their impact on customer behavior. Worsening economic conditions, including inflation, interest rate volatility, slower growth, potential recession, significant political or regulatory developments including changes in trade policy, fluctuations in foreign exchange rates, actual or perceived instability in the global banking industry, potential uncertainty with respect to the federal debt ceiling and budget, government shutdowns, and other changes in economic conditions, and the impact of natural or man-made global events, including wars and other regional geopolitical armed conflict, such as the conflicts in the Middle East and Ukraine, and tensions between China and Taiwan, may result in decreased sales productivity and growth and adversely affect our results of operations and financial performance. As a result of the current macroeconomic environment, we have recently experienced certain impacts on our business, including a decline in usage and consumption patterns from certain customers, especially larger enterprise customers, longer sales cycles, and deal downsizing by new customers and of renewals by existing customers, especially larger enterprises.
Previous report
We intend to continue to monitor global macroeconomic conditions closely and may determine to take certain financial or operational actions in response to such conditions to the extent our business begins to be adversely impacted.
Previous report
We are unable to predict the full impact that macroeconomic or other geopolitical factors will have on our future results of operations, liquidity and financial condition due to numerous uncertainties, including the actions that may be taken by government authorities across the U.S. or other countries, changes in central bank policies and interest rates, rates of inflation, potential uncertainty with respect to the federal debt ceiling and budget, regional geopolitical conflicts, the impact to our customers, partners, and suppliers, and other factors described in the section titled “Risk Factors” in Part II, Item 1A of this Quarterly Report on Form 10-Q.
Previous report
Additionally, as discussed in more detail in Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q, since 2022, we have been negotiating a bilateral Advance Pricing Agreement (APA) with the Internal Revenue Service (IRS) and the Israel Tax Authority (ITA) covering various transfer pricing matters for intercompany transactions relating to the intergroup ownership and utilization of our intellectual property (the APA matter). As of October 31, 2025, we have recorded an unrecognized tax benefit of $136.0 million related to the APA matter, and negotiations remain ongoing with no finalized resolution or agreement reached at this time. If we agree to an APA or a negotiated settlement, we may, as part of that agreement, be required to make significant payments to the Israeli government. The unrecognized tax benefit recorded during the nine months ended October 31, 2025 could increase or decrease based on further developments relating to this matter.
Previous report
In addition, as part of the integration of the acquisition of Prompt Security Inc. (Prompt), we are evaluating the future structure of its acquired intellectual property. This includes a potential alignment of Israeli-owned intellectual property which, if effectuated, may result in a cash tax liability in Israel. As of October 31, 2025, we had not made a final decision on this matter, and accordingly, the potential tax impact cannot be reasonably estimated at this time.
Previous report
For more information, see Note 9, Income Taxes to our unaudited condensed consolidated financial statements.
Previous report
Sales and marketing expenses increased by $2.8 million primarily due to an increase in personnel-related expenses of $8.9 million, including an increase of $3.9 million in stock-based compensation expense due to higher headcount. The increase was partially offset by a decrease in $6.2 million in marketing-related expenses, largely due to lower corporate marketing costs.
Previous report
General and administrative expenses decreased by $0.8 million primarily due to a $3.2 million decrease in general services expenses resulting from lower litigation expenses. This decrease was partially offset by a $1.8 million increase in personnel-related expenses due to increased headcount.
Previous report
The provision for (benefit from) income taxes decreased by $4.7 million primarily due to a discrete benefit of $5.4 million from the release of valuation allowance related to the Observo acquisition.
Previous report
Comparison of the Nine Months Ended October 31, 2025 and 2024
Previous report
Revenue
Previous report
Research and development expenses increased by $42.1 million primarily due to an increase in personnel-related expenses of $30.6 million, including an increase of $9.1 million related to stock-based compensation expense as a result of increased headcount, an increase of $4.6 million in cloud hosting expenses driven by expanded research and development activities, a $3.7 million increase in allocated overhead costs, and a $2.7 million increase in general services expenses.
Previous report
Sales and marketing expenses increased by $29.2 million primarily due to an increase in personnel-related expenses of $35.9 million, including an increase of $11.2 million in stock-based compensation expense as a result of increased headcount and increased stock-based compensation modification expenses, as well as an increase in sales-related expenses of $2.9 million, primarily attributable to external commissions. The increase was partially offset by a decrease in $9.2 million in marketing-related expenses, largely due to lower branding and marketing costs.
Previous report
General and administrative expenses increased by $12.2 million primarily due to an increase in personnel-related expenses of $11.4 million, including an increase of $5.7 million in stock-based compensation expense as a result of increased headcount.
Previous report
The provision for (benefit from) income taxes increased by $128.4 million primarily due to the increase in foreign taxes related to operations in international subsidiaries and an accrual of $136.0 million for an unrecognized tax benefit related to our APA matter. The increase is partially offset by a discrete benefit of $4.7 million from the release of valuation allowance upon recognition of Israel deferred tax assets, also in connection with the APA matter, and a discrete benefit of $5.4 million from the release of valuation allowance related to the Observo acquisition.
Previous report
In May 2025, our board of directors authorized the 2025 Share Repurchase Program, under which we may purchase up to $200.0 million of our outstanding shares of Class A common stock. During the three and nine months ended October 31, 2025, we repurchased 2.8 million and 5.7 million shares of our Class A common stock under the 2025 Share Repurchase Program for an aggregate purchase price of $49.2 million and $101.9 million, including transaction costs, at an average price of $17.81 and $17.80 per share, respectively. As of October 31, 2025, $98.1 million remained available for future share repurchases under the 2025 Share Repurchase Program. Refer to Note 7. Stockholders’ Equity to our unaudited condensed consolidated financial statements.
Previous report
Cash used in financing activities during the nine months ended October 31, 2025 was $76.3 million, consisting of $101.9 million in repurchases of common stock, partially offset by $16.6 million of proceeds from the exercise of employee stock options and $9.1 million of proceeds from the issuance of common stock under our Employee Stock Purchase Plan (ESPP).
Previous report
Income Taxes
Previous report
We evaluate uncertain tax positions in accordance with ASC 740. We recognize a tax benefit when it is more likely than not that our tax position will be sustained upon examination based on the technical merits. The amount recognized is based on the largest benefit that is cumulatively greater than 50% likely to be realized upon settlement. The evaluation of uncertain tax positions involves significant judgment, including interpretation of tax law, legal precedent, expected outcomes of negotiations with taxing authorities and changes in facts and circumstances. When new information becomes available, such as discussions in settlement negotiations, this could constitute a change in facts and circumstances that may require remeasurement of the associated liability. During the nine months ended October 31, 2025, we discussed a framework for final settlement and resolution of a bilateral APA matter with the ITA. Based on these discussions, we assessed probable outcomes and adjusted our measurement of the related uncertain tax position which resulted in $136.0 million of income tax expense.
Previous report
We will continue to reassess our uncertain tax positions at each reporting date, incorporating the most current information, including any settlement developments, audit activity, or legal interpretations. See Note 9, Income Taxes to our unaudited condensed consolidated financial statements.
Previous report
We utilize the asset and liability method of accounting for income taxes, whereby deferred tax assets and liabilities are determined based on temporary differences between financial reporting and tax bases of assets and liabilities, as well as net operating loss carryforwards. We establish a valuation allowance against deferred tax assets if it is more likely than not that all or a portion of the deferred tax asset will not be realized. We consider both positive and negative evidence under ASC 740, including historical levels of income, expectations, and risks associated with estimates of future taxable income in assessing the need for a valuation allowance.
Previous report
We released valuation allowance of $4.7 million against Israeli deferred tax assets, in connection with a bilateral APA matter, during the nine months ended October 31, 2025. We will continue to assess the need for a valuation allowance against our deferred tax assets at each reporting date. See Note 9, Income Taxes to our unaudited condensed consolidated financial statements.
Reworded paragraphs (29)
Previous wording
The following discussion and analysis provides information which our management believes is relevant to an assessment and understanding of our consolidated results of operations and financial condition. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes and the discussion under the heading “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2025 filed with the U.S. Securities and Exchange Commission (SEC), on March 26, 2025. This discussion, particularly information with respect to our future results of operations or financial condition, business strategy and plans, and objectives of management for future operations, includes forward-looking statements that involve risks and uncertainties as described under the heading “Special Note About Forward-Looking Statements” in this Quarterly Report on Form 10-Q. You should review the disclosure under the heading “Risk Factors” in this Quarterly Report on Form 10-Q for a discussion of important factors that could cause our actual results to differ materially from those anticipated in these forward-looking statements. Our fiscal year ends on January 31, and our fiscal quarters end on April 30, July 31, October 31, and January 31. Our fiscal years ended January 31, 2026 and January 31, 2025 are referred to herein as fiscal 2026 and fiscal 2025, respectively.
Current wording
The following discussion and analysis provides information which our management believes is relevant to an assessment and understanding of our consolidated results of operations and financial condition. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements and the related notes and the discussion under the heading “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026 filed with the U.S. Securities and Exchange Commission (SEC), on March 19, 2026 (Annual Report). This discussion, particularly information with respect to our future results of operations or financial condition, business strategy and plans, and objectives of management for future operations, includes forward-looking statements that involve risks and uncertainties as described under the heading “Special Note About Forward-Looking Statements” in this Quarterly Report on Form 10-Q. You should review the disclosure under the heading “Risk Factors” in this Quarterly Report on Form 10-Q for a discussion of important factors that could cause our actual results to differ materially from those anticipated in these forward-looking statements. Our fiscal year ends on January 31, and our fiscal quarters end on April 30, July 31, October 31, and January 31. Our fiscal years ended January 31, 2027 and January 31, 2026 are referred to herein as fiscal 2027 and fiscal 2026, respectively.
Previous wording
Our Singularity Platform is used globally by organizations of all sizes across a broad range of industries. We had 1,572 customers with annualized recurring revenue (ARR) of $100,000 or more as of October 31, 2025, up from 1,310 as of October 31, 2024. We define ARR as the annualized revenue run rate of our subscription and consumption and usage-based agreements at the end of a reporting period, assuming contracts are renewed on their existing terms for customers that are under contracts with us. As of October 31, 2025, no single end customer accounted for more than 3% of our ARR. Our revenue outside of the U.S. represented 40% and 37% for the three months ended October 31, 2025 and 2024, respectively, and 39% and 37% for the nine months ended October 31, 2025 and 2024, respectively, illustrating the global nature of our solutions.
Current wording
Our Singularity Platform is used globally by organizations of all sizes across a broad range of industries. We had 1,702 customers with annualized recurring revenue (ARR) of $100,000 or more as of April 30, 2026, up from 1,459 as of April 30, 2025. We define ARR as the annualized revenue run rate of our subscription, consumption and usage-based agreements at the end of a reporting period, assuming contracts are renewed on their existing terms for customers that are under contracts with us. As of April 30, 2026, no single end customer accounted for more than 5% of our ARR. Our revenue outside of the U.S. represented 39% and 38% for the three months ended April 30, 2026 and 2025, respectively, illustrating the global nature of our solutions.
Previous wording
We have grown rapidly since our inception. Our revenue was $258.9 million and $210.6 million for the three months ended October 31, 2025 and 2024, respectively, representing year-over-year growth of 23%, and $730.1 million and $595.9 million for the nine months ended October 31, 2025 and 2024, respectively, representing year-over-year growth of 23%. During this period, we continued to invest in growing our business to capitalize on our market opportunity. As a result, our net loss for the three months ended October 31, 2025 and 2024 was $60.3 million and $78.4 million, respectively, and our net loss for the nine months ended October 31, 2025 and 2024 was $340.5 million and $217.7 million, respectively.
Current wording
We have grown rapidly since our inception. Our revenue was $276.7 million and $229.0 million for the three months ended April 30, 2026 and 2025, respectively, representing year-over-year growth of 21%. During this period, we continued to invest in growing our business to capitalize on our market opportunity. As a result, our net loss for the three months ended April 30, 2026 and 2025 was $76.2 million and $208.2 million, respectively.
Previous wording
A reconciliation of non-GAAP operating income (loss) to GAAP operating loss, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP, is provided below:
Current wording
A reconciliation of non-GAAP operating income (loss) to GAAP operating loss, the most directly comparable financial measure calculated and presented in accordance with GAAP, is provided below:
Previous wording
We believe that ARR is a key operating metric to measure our business because it is driven by our ability to acquire new subscription, consumption, and usage-based customers, and to maintain and expand our relationship with existing customers. ARR represents the annualized revenue run rate of our subscription and consumption and usage-based agreements at the end of a reporting period, assuming contracts are renewed on their existing terms for customers that are under contracts with us. ARR is an operational metric and is not a non-GAAP metric. ARR is not a forecast of future revenue, which can be impacted by contract start and end dates, usage, renewal rates, and other contractual terms.
Current wording
We believe that ARR is a key operating metric to measure our business because it is driven by our ability to acquire new subscription, consumption, and usage-based customers, and to maintain and expand our relationship with existing customers. ARR represents the annualized revenue run rate of our subscription, consumption and usage-based agreements at the end of a reporting period, assuming contracts are renewed on their existing terms for customers that are under contracts with us. ARR is an operational metric and is not a non-GAAP metric. ARR is not a forecast of future revenue, which can be impacted by contract start and end dates, usage, renewal rates, and other contractual terms. For more information on how we recognize revenue, see Note 3, Revenue and Contract Balances to our unaudited condensed consolidated financial statements.
Previous wording
ARR grew 23% year-over-year to $1.1 billion as of October 31, 2025, primarily driven by a combination of new customer additions and adoption of adjacent platform solutions by existing customers.
Current wording
ARR grew 23% year-over-year to $1,162.6 million as of April 30, 2026, primarily driven by a combination of new customer additions and adoption of adjacent platform solutions by existing customers.
Previous wording
Customers with ARR of $100,000 or more grew 20% year-over-year to 1,572 as of October 31, 2025, primarily due to the growth in the ARR of existing customers from additional purchases and the growth in the average size of purchases by new customers.
Current wording
Customers with ARR of $100,000 or more grew 17% year-over-year to 1,702 as of April 30, 2026, primarily due to the growth in the ARR of existing customers from additional purchases and the growth in the average size of purchases by new customers.
Previous wording
Cost of revenue consists primarily of third-party cloud infrastructure expenses incurred in connection with the hosting and maintenance of our platform. Cost of revenue also consists of personnel-related costs associated with our customer support and services organization, including salaries, benefits, bonuses, and stock-based compensation, amortization of acquired intangible assets, amortization of capitalized internal-use software, software and subscription services used by our customer support and services team, inventory-related costs, and allocated facilities and IT overhead costs.
Current wording
Cost of revenue consists primarily of third-party cloud infrastructure expenses incurred in connection with the hosting and maintenance of our platform, as well as personnel-related costs associated with our customer support and services organization, including salaries, benefits, bonuses, and stock-based compensation. Cost of revenue also includes amortization of acquired intangible assets, amortization of capitalized internal-use software, software and subscription services used by our customer support and services team, inventory-related costs, and allocated facilities and IT overhead costs.
Previous wording
Our third-party cloud infrastructure costs are driven primarily by the number of customers, the number of endpoints per customer, the number of modules, and the incremental costs for storing additional data collected for such cloud modules. We plan to continue to invest in our platform infrastructure and additional resources in our customer support and services organization as we grow our business. The level and timing of investment in these areas could affect our cost of revenue from period to period.
Current wording
Our third-party cloud infrastructure costs are driven primarily by the number of customers, the number of endpoints per customer, the number of modules, and the incremental costs for storing additional data collected for such cloud modules. We plan to continue to invest in our platform infrastructure and additional resources in our customer support and services organization as we grow our business. The level and timing of investment in these areas could affect our cost of revenue from period to period. We expect our cost of revenue to increase in absolute dollars as we continue to scale our platform. Our gross margin could fluctuate depending on the interplay of these factors.
Previous wording
Research and development expenses consist primarily of employee salaries, benefits, bonuses, and stock-based compensation. Research and development expenses also include third-party cloud infrastructure expenses incurred in developing our platform and modules, as well as general services expenses, which include consulting fees, software and subscription services, among others.
Current wording
Research and development expenses consist primarily of employee salaries, benefits, bonuses, and stock-based compensation. Research and development expenses also include third-party cloud infrastructure and general services expenses, such as consulting fees, software, and subscription services, incurred in developing our platform and modules.
Previous wording
Restructuring charges related to the restructuring plans executed in March 2025 (March Plan) and July 2025 (July Plan), consist primarily of charges related to contract terminations, severance payments, employee benefits, stock-based compensation, and asset impairment charges related to facilities. The March Plan has been completed as of July 31, 2025, and actions associated with the July Plan are expected to be completed by the end of fiscal 2026.
Current wording
Restructuring charges related to the restructuring plans executed in March 2025 (March 2025 Plan), consist primarily of charges related to severance payments, employee benefits, stock-based compensation, and asset impairment charges related to facilities. The actions associated with the March 2025 Plan were completed as of July 31, 2025.
Previous wording
Other income (expense), net consists primarily of foreign currency transaction gains and losses, and gains and losses on strategic investments.
Current wording
Other income, net consists primarily of gains and losses on foreign currency remeasurements and transactions, derivative instruments, and strategic investments.
Previous wording
Provision for (benefit from) income taxes consists primarily of income taxes in certain jurisdictions in which we conduct business, the tax effects of the APA matter (defined below), and deferred tax effects relating to the acquisition of Observo, Inc. (Observo). This includes $136.0 million of tax expense for unrecognized tax benefits, partially offset by a $4.7 million discrete tax benefit from the release of valuation allowance attributable to the recognition of our Israel deferred tax assets also related to this matter, and a $5.4 million discrete tax benefit from the release of valuation allowance associated with the Observo acquisition. In connection with our global consolidated losses, we maintain a full valuation allowance against our U.S. deferred tax assets because we have concluded that it is more likely than not that the deferred tax assets will not be realized.
Current wording
Provision for income taxes consists primarily of income taxes in foreign jurisdictions in which we conduct business and the tax effects including the interest expense of the Agreement with the ITA. The Agreement resulted in $180.0 million of tax expense, exclusive of interest, during fiscal 2026, payable over time to the ITA, with additional interest expense accruing on the tax liability over the installment period. In connection with our global consolidated losses, we maintain a full valuation allowance against our U.S. deferred tax assets, as we have concluded that it is more likely than not that the deferred tax assets will not be realized.
Previous wording
We expect our provision for income taxes to increase in fiscal 2026 and beyond based upon increased foreign earnings and certain minimum taxes.
Current wording
Exclusive of the fiscal 2026 assessment agreement (the Agreement) with the Israeli Tax Authority (ITA), we expect our provision for income taxes to increase in fiscal 2027 and beyond based upon increased foreign earnings and certain minimum taxes.
Previous wording
Revenue increased by $48.3 million primarily due to a combination of sales to new customers and sales of additional licenses and platform solutions to existing customers.
Current wording
Revenue increased by $47.6 million primarily due to a combination of sales to new customers and sales of additional licenses and platform solutions to existing customers.
Previous wording
Cost of revenue increased by $14.6 million primarily due to a $6.8 million increase in cloud hosting usage charges to support our expanding business, a $3.3 million increase in customer support costs which were mostly personnel-related expenses, a $2.2 million increase in amortization of acquired intangible assets in connection with acquisitions in fiscal 2026, and a $1.9 million increase in amortization of capitalized internal use-software due to the continued investment in our platform. Gross margin was 74% compared to 75% in the prior period, primarily due to higher costs of revenue associated with scaling operations to meet increased customer demand and sales volume.
Current wording
Cost of revenue increased by $21.4 million primarily due to a $9.1 million increase in cloud hosting usage charges to support our expanding business, a $6.3 million increase in customer support costs which were mostly personnel-related expenses, a $3.9 million increase in amortization of acquired intangible assets in connection with fiscal 2026 acquisitions, and a $1.7 million increase in amortization of capitalized internal-use software due to the continued investment in our platform. Gross margin was 72% compared to 75% in the prior period, primarily due to higher costs of revenue associated with scaling operations to meet increased customer demand and sales volume.
Previous wording
Research and development expenses increased by $12.7 million primarily due to an increase in personnel-related expenses of $8.6 million, including an increase of $2.1 million related to stock-based compensation expense as a result of increased headcount, an increase of $1.5 million in cloud hosting expenses driven by expanded research and development activities, a $1.3 million increase in general services expenses, and a $1.1 million increase in allocated overhead costs.
Current wording
Research and development expenses increased by $23.5 million primarily due to an increase in personnel-related expenses of $19.4 million as a result of increased headcount. This included an $8.0 million increase in stock-based compensation expense, primarily driven by equity awards issued in connection with the fiscal 2026 acquisitions. The remaining increase was attributable to an increase of $1.9 million in cloud hosting expenses driven by expanded research and development activities, and a $1.6 million increase in general services expenses primarily driven by higher software subscription costs.
Previous wording
Restructuring charges increased by $12.2 million due to activities undertaken pursuant to the March Plan and July Plan during the nine months ended October 31, 2025. This primarily included severance and employee benefit charges of $6.7 million, $4.0 million in contract termination charges, and asset impairment charges related to facilities of $2.2 million.
Current wording
Restructuring charges decreased by $5.1 million due to activities undertaken pursuant to the March 2025 Plan, primarily consisting of severance and employee benefit charges of $3.0 million and asset impairment charges related to facilities of $2.2 million.
Previous wording
Interest income, net decreased $2.3 million primarily driven by lower income earned from investments in marketable securities during the three months ended October 31, 2025. The change in other income (expense), net is primarily due to net foreign currency exchange fluctuations, partially offset by a gain on strategic investment.
Current wording
Interest income, net decreased $5.5 million primarily driven by lower income earned from investments in marketable securities during the three months ended April 30, 2026. The change in other income, net is primarily due to a gain on strategic investment, partially offset by net foreign currency exchange fluctuations.
Previous wording
We have financed operations primarily through proceeds received from sales of equity securities and payments received from our customers, and we have generated operating losses, as reflected in our accumulated deficit of $2.0 billion and $1.6 billion as of October 31, 2025 and January 31, 2025, respectively. We expect these and other operating losses to continue for the foreseeable future. We also expect to incur significant research and development, sales and marketing, and general and administrative expenses over the next several years in connection with the continued development and expansion of our business. Additionally, if we agree to an APA, we may, as part of that agreement, be required to make significant payments to the Israeli government which may adversely affect our cash flows over the next several years. As more fully described in the section titled “Risk Factors—Our corporate structure and intercompany arrangements are subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes, which would harm our operating results and financial condition” during the nine months ended October 31, 2025, in the context of the APA negotiations, we discussed a framework for a final settlement and resolution of this matter with the ITA. As a result of such discussions, we reassessed our uncertain tax position in respect of the APA matter, and based on this reassessment, recorded a tax expense of $136.0 million in the nine months ended October 31, 2025. If we agree to an APA or other negotiated settlement, we may, as part of that agreement, be required to make significant payments to the Israeli government. We currently expect that any payments pursuant to an APA (if an APA is concluded) would be made over a number of years and subject to other terms and conditions. However, no agreements between us and the IRS and ITA have been reached at this time. In addition, as part of the integration of the Prompt acquisition, we are evaluating the future structure of its acquired intellectual property. This includes a potential alignment of Israeli-owned intellectual property which, if effectuated, may result in a cash tax liability in Israel. As of October 31, 2025, we had not made a final decision on this matter, and accordingly, the potential tax impact cannot be reasonably estimated at this time.
Current wording
We have financed operations primarily through proceeds received from sales of equity securities and payments received from our customers, and we have generated operating losses, as reflected in our accumulated deficit of $2.2 billion and $2.1 billion as of April 30, 2026 and January 31, 2026, respectively. We expect these and other operating losses to continue for the foreseeable future. We also expect to incur significant research and development, sales and marketing, and general and administrative expenses over the next several years in connection with the continued development and expansion of our business. On January 8, 2026, we entered into the Agreement with the ITA that fully and finally resolves disputed tax matters regarding intercompany transfer pricing and intellectual property valuations for fiscal years 2021 through 2025. As more fully described in the section titled “Risk Factors—Our corporate structure and intercompany arrangements are subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes, which would harm our operating results and financial condition,” through April 30, 2026, we recorded a total tax expense of $183.5 million, inclusive of interest, related to the Agreement with the ITA. Pursuant to the Agreement, we are required to make installment payments in Israeli New Shekels through fiscal 2031, with unpaid amounts subject to a 7.0% annual interest rate, and an option to extend the final payment through 2033. These payments will adversely affect our cash flows over the next several years. Furthermore, in the event of a change in control, all unpaid amounts plus interest that would have accrued through 2033—$267.1 million (or 792.7 million Israeli New Shekels) as of April 30, 2026, less cumulative payments made—would accelerate and become immediately due.
Previous wording
As of October 31, 2025 and January 31, 2025, our principal source of liquidity was cash, cash equivalents, and investments of $873.6 million and $1.1 billion, respectively.
Current wording
As of April 30, 2026 and January 31, 2026, our principal source of liquidity was cash, cash equivalents, and investments of $812.5 million and $769.6 million, respectively.
Previous wording
Our operating cash flow is influenced by seasonal billing patterns, with a concentration of annual billings in our fiscal fourth quarter due to enterprise buying and renewal cycles. This makes our fiscal first quarter our strongest for collections and operating cash flow. Acquisitions can also impact cash flow due to transaction costs, financing expenses, and lower initial contributions from acquired entities.
Current wording
Our operating cash flow is influenced by seasonal billing patterns, with a concentration of annual billings in our fiscal fourth quarter due to enterprise buying and renewal cycles. This makes our fiscal first quarter our strongest for collections and operating cash flow. Acquisitions can also impact cash flow due to transaction costs, financing expenses, and lower near-term operating cash flow contributions from acquired entities.
Previous wording
Cash provided by operating activities during the nine months ended October 31, 2024 was $37.1 million, primarily consisting of our net loss of $217.7 million and $12.6 million used by net changes to our operating assets and liabilities, offset by adjustments for non-cash items of $267.4 million. The main drivers of the changes in operating assets and liabilities were a $60.1 million increase in deferred contract acquisition costs, a $17.2 million decrease in deferred revenue, a $4.7 million decrease in accrued payroll and benefits and a $3.9 million decrease in operating lease liabilities. These amounts were partially offset by a$50.0 million decrease in accounts receivable due to timing of cash received from customers, an increase of accrued liabilities of $14.6 million, a$6.0 million decrease in prepaid expenses and other assets, and a $3.0 million increase in accounts payable due to timing of invoices received from vendors.
Current wording
Cash provided by operating activities during the three months ended April 30, 2026 was $38.5 million, primarily consisting of adjustments for non-cash items of $113.5 million, and $1.2 million provided by net changes to our operating assets and liabilities, partially offset by our net loss of $76.2 million. The main drivers of the changes in operating assets and liabilities were a $108.2 million decrease in accounts receivable, partially offset by a $46.9 million decrease in deferred revenue, a $34.1 million decrease in accrued expenses and other liabilities, primarily relating to the installment payment of the ITA liabilities, a $15.6 million increase in deferred contract acquisition costs, a $4.3 million decrease in accrued payroll and benefits, a $2.6 million increase in prepaid expenses and other assets, a $2.3 million decrease in accounts payable due to timing of invoices received from vendors, and a $1.3 million decrease in operating lease liabilities.
Previous wording
Cash provided by operating activities during the nine months ended October 31, 2025 was $72.2 million, primarily consisting of adjustments for non-cash items of $311.6 million, and $101.2 million provided by net changes to our operating assets and liabilities, partially offset by our net loss of $340.5 million. The main drivers of the changes in operating assets and liabilities were an increase of accrued expenses and other liabilities of $135.4 million, of which $136.0 million is related to an accrual for an unrecognized tax benefit related to our APA matter, a $38.3 million decrease in accounts receivable, a $1.3 million increase in accounts payable due to timing of invoices received from vendors, and a $1.2 million decrease in prepaid expenses and other assets. These amounts were partially offset by a $60.8 million increase in deferred contract acquisition costs, a $7.1 million decrease in accrued payroll and benefits, a $4.0 million decrease in deferred revenue, and a $3.2 million decrease in operating lease liabilities.
Current wording
Cash provided by operating activities during the three months ended April 30, 2025 was $52.3 million, primarily consisting of $161.3 million provided by net changes to our operating assets and liabilities and adjustments for non-cash items of $99.1 million, partially offset by our net loss of $208.2 million. The main drivers of the changes in operating assets and liabilities were an increase of accrued liabilities and other liabilities of $130.7 million, of which $136.0 million is related to an accrual for an unrecognized tax benefit related to our ITA matter, a$80.6 million decrease in accounts receivable, and a $13.4 million increase in accounts payable due to timing of invoices received from vendors. These amounts were partially offset by a $26.8 million decrease in deferred revenue, a $16.4 million decrease in accrued payroll and benefits, a $14.7 million increase in deferred contract acquisition costs, and a$4.2 million increase in prepaid expenses and other assets.
Previous wording
Cash used in investing activities during the nine months ended October 31, 2025 was $24.8 million, primarily consisting of $244.7 million of net cash paid for the acquisitions of Prompt and Observo, $233.5 million of investment purchases, and $17.5 million of capitalized internal-use software costs. These amounts were partially offset by $471.7 million of proceeds from sales, maturities and return of capital of investments.
Current wording
Cash used in investing activities during the three months ended April 30, 2026 was $63.9 million, primarily consisting of $212.0 million of investment purchases, which included a $100.0 million strategic investment in Knight JV, LLC, $7.4 million of capitalized internal-use software costs, and $1.0 million of payments related to holdback releases in connection with our fiscal 2026 acquisitions. These amounts were partially offset by $156.9 million of proceeds from sales and maturities of investments.
Previous wording
Cash used in investing activities during the nine months ended October 31, 2024 was$85.9 million, consisting of$597.6 million of investment purchases, $61.6 million of net cash paid for the acquisitions of PingSafe and Stride, and a$19.8 million of capitalized internal-use software costs. These amounts were partially offset by$594.9 million of investment sales and maturities.
Current wording
Cash used in investing activities during the three months ended April 30, 2025 was$65.6 million, primarily consisting of$167.3 million of investment purchases, and$6.7 million of capitalized internal-use software costs. These amounts were partially offset by$108.5 million of investment sales and maturities.
Previous wording
Cash provided by financing activities during the nine months ended October 31, 2024 was $31.7 million, primarily consisting of $22.9 million of proceeds from the exercise of employee stock options and $8.8 million of proceeds from the issuance of common stock under our ESPP.
Current wording
Cash provided by financing activities during the three months ended April 30, 2026 was $0.9 million, entirely consisting of proceeds from the exercise of employee stock options.
Previous wording
Our condensed consolidated financial statements are prepared in accordance with GAAP. The preparation of condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, and we evaluate our estimates and assumptions on an ongoing basis. Actual results could differ significantly from the estimates made by management. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, operating results, and cash flows will be affected.
Current wording
Our condensed consolidated financial statements are prepared in accordance with GAAP. The preparation of condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, and we evaluate our estimates and assumptions on an ongoing basis. Actual results could differ significantly from the estimates made by management. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, operating results, and cash flows could be affected.
Previous wording
There have been no material changes to our critical accounting policies and estimates as compared to those described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth in our Annual Report for the nine months ended October 31, 2025, except for the following:
Current wording
There have been no material changes to our critical accounting policies and estimates as compared to those described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth in our Annual Report.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Cash provided by financing activities during the three months ended April 30, 2025 was $12.3 million, entirely consisting of proceeds from the exercise of employee stock options.
Rearranged previous paragraphs (7)
Previous report — wording carried elsewhere
Note: Certain figures may not sum due to rounding.
Previous report — wording carried elsewhere
Restructuring charges increased by $3.2 million due to activities undertaken pursuant to the July Plan, primarily consisting of severance payments and employee benefits.
Previous report — wording carried elsewhere
Revenue increased by $134.2 million primarily due to a combination of sales to new customers and sales of additional licenses and platform solutions to existing customers.
Previous report — wording carried elsewhere
Cost of Revenue, Gross Profit, and Gross Margin
Previous report — wording carried elsewhere
Cost of revenue increased by $30.8 million primarily due to an increase of $16.8 million increase in cloud hosting usage charges to support our expanding business, a $6.7 million increase in customer support costs which were mostly personnel-related expenses, a $5.3 million increase in amortization of capitalized internal-use software due to the continued investment in our platform, and a $2.2 million increase in amortization of acquired intangible assets in connection with fiscal 2026 acquisitions. Gross margin increased to 75%, primarily due to revenue growth from existing and new customers outpacing growth in cost of revenue.
Previous report — wording carried elsewhere
Interest income, net decreased $2.7 million primarily driven by lower income earned from investments in marketable securities during the nine months ended October 31, 2025. The change in other income (expense), net is primarily due to a gain on strategic investment, partially offset by net foreign currency exchange fluctuations.
Previous report — wording carried elsewhere
We compute our tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusting for discrete items arising in those periods.