Cerebras Systems Inc.
For the period ended Mar 31, 2026. Filed Jun 24, 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.
Mar 31, 2026 · Filed Jun 24, 2026
Contents
Table of Contents
| Page | ||
|---|---|---|
| Note Regarding Forward-Looking Statements | 3 | |
| Part I—Financial Information | 5 | |
| Item 1. Financial Statements (Unaudited) | 5 | |
| Condensed Consolidated Balance Sheets | 5 | |
| Condensed Consolidated Statements of Operations | 6 | |
| Condensed Consolidated Statements of Comprehensive Loss | 7 | |
| Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity | 8 | |
| Condensed Consolidated Statements of Cash Flows | 9 | |
| Notes to the Condensed Consolidated Financial Statements | 11 | |
| Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations | 26 | |
| Item 3. Quantitative and Qualitative Disclosures About Market Risk | 38 | |
| Item 4. Controls and Procedures | 39 | |
| Part II—Other Information | 41 | |
| Item 1. Legal Proceedings | 41 | |
| Item 1A. Risk Factors | 41 | |
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds | 89 | |
| Item 3. Defaults Upon Senior Securities | 90 | |
| Item 4. Mine Safety Disclosures | 90 | |
| Item 5. Other Information | 90 | |
| Item 6. Exhibits | 92 | |
| Signatures | 93 | |
NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future operating results and financial position, our business strategy and plans, market growth, and our objectives for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “shall,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” “goal,” “objective,” “seeks,” or “continue,” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:
our future financial performance, including our expectations regarding our revenue, cash flows, expenses, gross margins, and other results of operations;
our ability to acquire new customers and grow our customer base;
our ability to successfully retain existing customers, including OpenAI OpCo, LLC (“OpenAI”), Group 42 Holding Ltd (together with its affiliates, “G42”), Mohamed bin Zayed University of Artificial Intelligence (“MBZUAI”), Amazon Web Services (“AWS”), and other significant customers, and expand sales within our existing customer base;
our expectations with respect to the performance of our offerings;
our ability to procure and finance data center capacity in geographies and on the timelines we desire on commercially reasonable terms;
our ability to successfully maintain our relationships with our third-party suppliers and manufacturers;
launching new offerings, adding new product capabilities, and our technology and product roadmap;
future investments in developing and enhancing our business;
our expectations regarding our ability to expand;
design, manufacturing, or product defects;
our ability to effectively manage our growth;
investments in our business, our anticipated capital expenditures, and our estimates regarding our capital requirements;
economic and industry trends, projected growth, or trend analysis, particularly as it relates to artificial intelligence (“AI”) compute;
investments in our sales and marketing efforts;
our ability to compete effectively with existing competitors and new market entrants;
our reliance on our senior management team and our ability to identify, recruit, and retain skilled personnel;
our ability to obtain, maintain, protect, and enforce our intellectual property rights and any costs associated therewith;
our ability to comply with laws and regulations that currently apply or become applicable to our business both in the United States and internationally;
economic trends and other macroeconomic factors, such as tariffs, the cost of power, fluctuating interest rates and rising inflation;
the impact of geopolitical changes or tensions, political conflicts, and other global financial, economic, and political events and wars on our industry, customers, business, financial condition, results of operations, and prospects and any global pandemics or health crises;
our expected use of net proceeds from our initial public offering (“IPO”); and
other risks and uncertainties described in this Quarterly Report on Form 10-Q, including those under the section titled “Risk Factors.”
We caution you that the foregoing list does not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q.
You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations, estimates, forecasts, and projections about future events and trends that we believe may affect our business, financial condition, results of operations, and prospects. Although we believe that we have a reasonable basis for each forward-looking statement contained in this Quarterly Report on Form 10-Q, we cannot guarantee that the future results, levels of activity, performance, or events and circumstances reflected in the forward-looking statements will be achieved or occur at all. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors described in the section titled “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.
The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make.
In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and you are cautioned not to unduly rely upon these statements.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.