Navan, Inc.

Previous wording

Our success is dependent on our ability to sustain our leadership in innovation and technology. We have invested heavily in building out Navan Cloud, our global infrastructure, which is designed to enable the delivery of a wide range of travel content to our customers. We intend to continue investing in our infrastructure to ensure that our customers have a broad array of options and choices when using our platform.

Current wording

Our success is dependent on our ability to sustain our leadership in innovation and technology. We have invested heavily in building out Navan Cloud, our global infrastructure, which is designed to enable the delivery of a wide range of travel content and expense capabilities to our customers. We intend to continue investing in our infrastructure to ensure that our customers have a broad array of options and choices when using our platform.

Previous wording

We have also invested significantly in AI to help make every step of the pre-booking, in-travel, and post-trip process as appealing and automated as possible. We view these investments as important tools to improve the efficiency of the booking process, how we operate our business, and how we serve our customers. We were one of the first travel companies to incorporate machine learning techniques into our offerings, leveraging proprietary algorithms to provide users with personalized intelligent recommendations, dynamic policy tools, and an overall seamless, end-to-end travel experience.

Current wording

We have also invested significantly in AI to help make every step of the planning, booking, travel, and post-trip process as appealing and automated as possible. We view these investments as important tools to improve the efficiency of the booking process, how we operate our business, and how we serve our customers. We were one of the first travel companies to incorporate machine learning models into our offerings, leveraging proprietary algorithms to provide users with personalized intelligent recommendations, dynamic policy tools, and an overall seamless, end-to-end travel experience.

Previous wording

In addition, we have continued to expand our investments in AI, including by building Navan Cognition, our proprietary AI framework. Navan Cognition is designed to leverage third-party large language models with our own proprietary, internally developed software to enable us to create, train, deploy, and supervise our specialized virtual agents that can handle many complex tasks previously requiring human intervention.

Current wording

In addition, we have continued to expand our investments in AI, including by building Navan Cognition, our proprietary AI framework which orchestrates work across specialized AI agents and human experts based on the complexity of the task and the profile of the traveler, and adjusts that routing in real time during a live interaction. Navan Cognition is designed to leverage third-party large language models with our own proprietary, internally developed models to enable us to create, train, deploy, and supervise our specialized virtual agents that can handle many complex tasks previously requiring human intervention.

Previous wording

We intend to continue investing in research and development, including for our infrastructure and AI capabilities to make our offerings even more scalable and personalized to our users. We are particularly focused on our AI investments, which have allowed us to build and continue to develop Navan Cognition. We expect to continue to invest in Navan Cognition in order to further enable us, and potentially to enable outside organizations, to create and oversee AI-powered virtual agents with enterprise-grade reliability. We also expect to continue to invest in future product interface enhancements such as Navan Edge, which is powered by Navan Cognition and designed to redefine how travelers book, modify, and manage trips on the go via their mobile devices.

Current wording

We intend to continue investing in research and development, including for our infrastructure and AI capabilities to make our offerings even more scalable and personalized to our users. We are particularly focused on our AI investments, which have allowed us to build and continue to develop Navan Cognition. We expect to continue to invest in Navan Cognition in order to further enable us to create and oversee AI-powered virtual agents with enterprise-grade reliability. We also expect to continue to invest in future product interface enhancements such as Navan Edge, which is designed to redefine how travelers book, modify, and manage trips on the go via their mobile devices.

Previous wording

In 2021, we acquired R&M, a UK-based travel management company to expand our international presence and global service offerings to meet the needs of customers requiring a white-glove travel management service model. In January 2026, we announced that we will begin unifying our services under the Navan brand, which involves transitioning existing customers of our R&M service model to the Navan technology platform and, effective immediately upon the January 2026 announcement, retiring the R&M brand for the purposes of new sales opportunities and conducting all new travel sales under a single unified Navan brand. During and subsequent to the transition, customers will continue to receive the same premium level of service they value today.

Current wording

In 2021, we acquired R&M, a UK-based travel management company to expand our international presence and global service offerings to meet the needs of customers requiring a white-glove travel management service model. In January 2026, we announced that we would begin unifying our services under the Navan brand, which involves transitioning existing customers of our R&M service model to the Navan technology platform and, effective immediately upon the January 2026 announcement, retiring the R&M brand for the purposes of new sales opportunities and conducting all new travel sales under a single unified Navan brand. During and subsequent to the transition, customers continue to receive the same premium level of service they value today.

Previous wording

Excluding the impact of stock-based compensation expense, we expect that research and development expenses may fluctuate as a percentage of our revenue from period to period depending on the timing of these expenses or other factors impacting revenue, and to decline as a percentage of revenue over the long term.

Current wording

Excluding the impact of stock-based compensation expense, research and development expenses have fluctuated, and we expect may continue to fluctuate, as a percentage of our revenue from period to period depending on the timing of these expenses or other factors impacting revenue, and to decline as a percentage of revenue over the long term.

Previous wording

Sales and marketing expenses primarily consist of personnel-related expenses, including salaries, commissions, bonuses, stock-based compensation, benefits and other expenses, amortization of acquired intangible assets, other promotional and advertising expenses, and the allocation of certain corporate costs. We expense certain sales and marketing costs, including promotional expenses, as incurred. We plan to increase our investment in sales and marketing for the foreseeable future, primarily through increased headcount in our sales function and investment in brand and product-marketing efforts.

Current wording

Sales and marketing expenses primarily consist of personnel-related expenses, including salaries, commissions, bonuses, stock-based compensation, benefits and other expenses, amortization of acquired intangible assets, other promotional and advertising expenses, and the allocation of certain corporate costs. We expense certain sales and marketing costs, including promotional expenses, as incurred. We have increased and plan to continue to increase our investment in sales and marketing for the foreseeable future, primarily through increased headcount in our sales function and investment in brand and product-marketing efforts.

Previous wording

In the near term, we expect that our sales and marketing expenses will increase in absolute dollars as we continue to invest in our sales and marketing organization to drive continued adoption of our platform. Excluding the impact of stock-based compensation expense, we expect that sales and marketing expenses may fluctuate as a percentage of our revenue from period to period depending on the timing of these expenses or other factors impacting revenue, and to decline as a percentage of revenue over the long term.

Current wording

In the near term, we expect that our sales and marketing expenses will continue to increase in absolute dollars as we continue to invest in our sales and marketing organization to drive continued adoption of our platform. Excluding the impact of stock-based compensation expense, we expect that sales and marketing expenses may fluctuate as a percentage of our revenue from period to period depending on the timing of these expenses or other factors impacting revenue, and to decline as a percentage of revenue over the long term.

Previous wording

General and administrative expenses are expensed as incurred. Excluding the impact of stock-based compensation expense, we expect to increase the size of our general and administrative function to support the growth of our business. As a result, we expect that our general and administrative expenses will increase in absolute dollars for the foreseeable future. We expect our general and administrative expenses may vary from period to period as a percentage of revenue in the near term and to decline as a percentage of revenue in the long term.

Current wording

General and administrative expenses are expensed as incurred. Excluding the impact of stock-based compensation expense, we have increased and expect to continue to increase the size of our general and administrative function to support the growth of our business. As a result, we expect that our general and administrative expenses will increase in absolute dollars for the foreseeable future. We expect our general and administrative expenses may vary from period to period as a percentage of revenue in the near term and to decline as a percentage of revenue in the long term.

Previous wording

Comparison of the Three Months Ended April 30, 2026 and 2025

Current wording

Comparison of the Three and Six Months Ended July 31, 2026 and 2025

Previous wording

Total revenue for the three months ended April 30, 2026 increased $62.8 million, or 40%, primarily due to (i) an increase in usage-based revenue driven by a 50% increase in GBV and a 29% increase in payment volume as we increased our customer base and expanded engagement with our platform and offerings by existing customers, and (ii) an increase in subscription revenue primarily driven by increased adoption of our Expense Management offering by new and existing customers on our platform.

Current wording

Total revenue for the three and six months ended July 31, 2026 increased $60.8 million, or 35%, and $123.6 million, or 38%, respectively. The increase in revenue is primarily due to (i) an increase in usage-based revenue driven by an increase in GBV and payment volume as we increased our customer base and expanded engagement with our platform and offerings by existing customers, and (ii) an increase in subscription revenue primarily driven by increased adoption of our Expense Management offering by new and existing customers on our platform.

Previous wording

The impact of foreign currency translation on the change in revenue for the three months ended April 30, 2025 to the three months ended April 30, 2026 was not material.

Current wording

The impact of foreign currency translation on the change in revenue for the three and six months ended July 31, 2026 and 2025 was not material.

Previous wording

Cost of revenue for the three months ended April 30, 2026 increased by $11.5 million, or 25%, primarily due to an increase in salaries and related benefits of $6.3 million, driven by an increase in headcount. Additionally, cloud hosting, support, processing, and ticketing fees increased by $2.4 million, and facilities and IT-related costs increased by $1.2 million. The increase in gross profit and gross margin is primarily due to an increase in revenue on a relatively fixed cost base supported by our delivery of AI-powered customer support.

Current wording

Cost of revenue for the six months ended July 31, 2026 increased by $24.9 million, or 27%, primarily due to an increase in salaries and related benefits of $11.4 million driven by an increase in headcount. Additionally, cloud hosting, support, processing, and ticketing fees increased by $8.8 million, and facilities and IT-related costs increased by $2.3 million. The increase in gross profit and gross margin is primarily due to an increase in revenue on a relatively fixed cost base supported by our delivery of AI-powered customer support.

Previous wording

Research and development expense for the three months ended April 30, 2026 increased by $8.0 million, or 25%, primarily due to an increase in salaries and related benefits of $8.1 million driven by an increase of $4.1 million related to stock-based compensation expense and an increase in headcount, partially offset by a decrease in professional service fees of $0.9 million.

Current wording

Research and development expense for the three months ended July 31, 2026 increased by $13.9 million, or 42%, primarily due to an increase in salaries and related benefits of $12.7 million driven by an increase of $8.2 million related to stock-based compensation expense recognized after and as a result of the completion of our IPO, and an increase in headcount. Additionally, facilities and IT-related costs increased by $2.6 million. The increase was partially offset by a decrease in professional service fees of $1.1 million.

Previous wording

Sales and marketing expense for the three months ended April 30, 2026 increased by $30.0 million, or 49%, primarily due to an increase in salaries and related benefits of $14.4 million, of which $4.7 million related to stock-based compensation expense. The increase in salaries and related benefits is primarily driven by an increase in headcount as we continue to expand our sales and marketing organization to grow our customer base. Additional drivers of the period over period increase include (i) an increase in sales commissions expense of $7.3 million (ii) an increase in advertising and marketing expense of $4.3 million, (iii) an increase in other corporate costs of $1.6 million, (iv) an increase in facilities and IT-related costs of $1.5 million, and (v) $1.3 million of restructuring costs related to workforce reductions recognized during the three months ended April 30, 2026 in connection with the announced transition of customers of our R&M service model to the Navan platform.

Current wording

Sales and marketing expense for the six months ended July 31, 2026 increased by $66.1 million, or 51%, primarily due to an increase in salaries and related benefits of $32.7 million, of which $13.3 million related to stock-based compensation expense recognized after and as a result of the completion of our IPO. The increase in salaries and related benefits is primarily driven by an increase in headcount as we continue to expand our sales and marketing organization to grow our customer base. Additional drivers of the period over period increase include (i) an increase in advertising and marketing expense of $14.4 million, (ii) an increase in sales commissions expense of $12.4 million, (iii) an increase in facilities and IT-related costs of $3.2 million, and (iv) an increase in other corporate costs of $3.1 million.

Previous wording

Interest expense for the three months ended April 30, 2026 decreased by $13.5 million, or 83%, primarily due to the settlement of the 2022 Promissory Note in February 2025 (see Note 6 — Debt in the notes to the condensed consolidated financial statements included elsewhere in this report), the settlement and conversion of the Vista Facility, SAFEs, and convertible notes in connection with the IPO (all which are defined and further described within Note 6 — Debt in the notes to the condensed consolidated financial statements included elsewhere in this report, and under “Liquidity and Capital Resources―Debt Obligations Extinguished in Connection with the IPO”), and lower borrowing levels under the Warehouse Credit Facility (as defined and further described within Note 6 — Debt in the notes to the condensed consolidated financial statements included elsewhere in this report, and under “Liquidity and Capital Resources―Debt Obligations―Warehouse Credit Facility”).

Current wording

Interest expense for the three and six months ended July 31, 2026 decreased by $12.7 million, or 81%, and $26.2 million or 82%, respectively. The decrease is primarily due to the settlement and conversion of the Vista Facility and convertible notes in connection with the IPO (all which are defined and further described within Note 6 — Debt in the notes to the condensed consolidated financial statements included elsewhere in this report, and under “Liquidity and Capital Resources―Debt Obligations Extinguished in Connection with the IPO”), and lower borrowing levels under the Warehouse Credit Facility and the ABL Facility (as defined and further described within Note 6 — Debt in the notes to the condensed consolidated financial statements included elsewhere in this report, and under “Liquidity and Capital Resources―Debt Obligations”). Additionally, the settlement of the 2022 Promissory Note in February 2025 contributed to the decrease in interest expense during the six months ended July 31, 2026 (see Note 6 — Debt in the notes to the condensed consolidated financial statements included elsewhere in this report).

Previous wording

Other income, net for the three months ended April 30, 2026 decreased by $4.9 million, or 80%, primarily due to foreign currency losses of $3.8 million during the three months ended April 30, 2026 as compared to foreign currency gains of $7.9 million during the three months ended April 30, 2025, partially offset by an increase in interest income of $3.5 million and a decrease in debt issuance costs of $2.9 million, which were expensed when incurred in connection with the issuance of the SAFEs during the three months ended April 30, 2025 (as described below under “―Liquidity and Capital Resources― Debt Obligations Extinguished in Connection with the IPO―SAFEs”).

Current wording

Other income, net for the six months ended July 31, 2026 decreased by $3.3 million, or 49%, primarily due to an increase in foreign currency losses of $13.9 million, partially offset by an increase in interest income of $7.4 million and a decrease in debt issuance costs of $2.9 million, which were expensed when incurred in connection with the issuance of the SAFEs during the three months ended April 30, 2025 (as described below under “―Liquidity and Capital Resources― Debt Obligations Extinguished in Connection with the IPO―SAFEs”).

Previous wording

Loss on extinguishment of debt for the three months ended April 30, 2025 represents the loss on the settlement of the 2022 Promissory Note.

Current wording

Loss on extinguishment of debt for the six months ended July 31, 2025 represents the loss on the settlement of the 2022 Promissory Note.

Previous wording

Loss on fair value adjustments for the three months ended April 30, 2025 represents the impact of recording financial liabilities to fair value, which were settled prior to the three months ended April 30, 2026.

Current wording

Loss on fair value adjustments for the three and six months ended July 31, 2025 represents the impact of recording financial liabilities to fair value, which were settled prior to the six months ended July 31, 2026.

Previous wording

Income tax expense for the three months ended April 30, 2026 decreased by $3.7 million, or 82%, primarily due to decreases in foreign profits and the release of unrecognized tax benefits from the settlement of tax examinations.

Current wording

Income tax expense for the six months ended July 31, 2026 decreased by $4.4 million, or 55%, primarily due to decreases in foreign profits and the release of unrecognized tax benefits from the settlement of tax examinations.

Previous wording

For the reasons set forth below, we believe that excluding the following items provide information that is helpful in understanding our operating results, evaluating our future prospects, comparing our financial results across accounting periods, and comparing our financial results to our peers, many of which provide similar non-GAAP financial measures.

Current wording

For the reasons set forth below, we believe that excluding the following items provides information that is helpful in understanding our operating results, evaluating our future prospects, comparing our financial results across accounting periods, and comparing our financial results to our peers, many of which provide similar non-GAAP financial measures.

Previous wording

•Severance and executive transition costs. During the three months ended April 30, 2026, we incurred costs associated with the departure of our Chief Financial Officer, which consisted of severance and retention payments, and other third party professional services. We exclude these costs because they are non-recurring in nature and are not representative of our core operations.

Current wording

•Severance and executive transition costs. During the three and six months ended July 31, 2026, we incurred costs associated with the departure of our Chief Financial Officer, which consisted of severance and retention payments, and other third party professional services. We exclude these costs because they are not representative of our core operations.

Previous wording

•SAFE debt issuance costs expensed. We exclude the issuance costs incurred in connection with the SAFEs issued during the three months ended April 30, 2025 as these costs are non-recurring and unrelated to our core operating performance. We believe the exclusion of this expense provides for a useful comparison of our operating results to prior periods and to our peer companies.

Current wording

•SAFE debt issuance costs expensed. We exclude the issuance costs incurred in connection with the SAFEs issued during the six months ended July 31, 2025 as these costs are non-recurring and unrelated to our core operating performance. We believe the exclusion of this expense provides for a useful comparison of our operating results to prior periods and to our peer companies.

Previous wording

The following table sets forth the reconciliation of GAAP gross profit to non-GAAP gross profit and gross margin to non-GAAP gross margin for the periods presented:

Current wording

The following table sets forth the reconciliation of GAAP gross profit to non-GAAP gross profit and GAAP gross margin to non-GAAP gross margin for the periods presented:

Previous wording

We define non-GAAP income from operations as GAAP loss from operations, excluding stock-based compensation-related charges, amortization of intangible assets, severance and executive transition costs, and restructuring costs. The following table sets forth the reconciliation of GAAP loss from operations to non-GAAP income from operations for the periods presented:

Current wording

We define non-GAAP income from operations as GAAP loss from operations, excluding stock-based compensation-related charges, amortization of intangible assets, severance and executive transition costs, restructuring costs, and gain on sale of property and equipment. The following table sets forth the reconciliation of GAAP loss from operations to non-GAAP income from operations for the periods presented:

Previous wording

We define non-GAAP net income (loss) as GAAP net loss, excluding stock-based compensation-related charges, amortization of intangible assets, amortization of debt discount and debt issuance costs, loss on fair value adjustments, SAFE debt issuance costs expensed, loss on extinguishment of debt, severance and executive transition costs, and restructuring costs, and adjusted to reflect the income tax effects of the non-GAAP adjustments to GAAP loss before income tax expense.

Current wording

We define non-GAAP net income (loss) as GAAP net loss, excluding stock-based compensation-related charges, amortization of intangible assets, severance and executive transition costs, restructuring costs, amortization of debt discount and debt issuance costs, gain on sale of property and equipment, loss on fair value adjustments, SAFE debt issuance costs expensed, and loss on extinguishment of debt, and adjusted to reflect the income tax effects of the non-GAAP adjustments to GAAP loss before income tax expense.

Previous wording

We define free cash flow, a non-GAAP financial measure, as GAAP net cash provided by (used in) operating activities reduced by cash used for investing activities for capitalized software development costs and purchases of property and equipment.

Current wording

We define free cash flow, a non-GAAP financial measure, as GAAP net cash provided by operating activities reduced by cash used for investing activities for capitalized software development costs and net capital expenditures, which include purchases of property and equipment and proceeds from the sale of property and equipment.

Previous wording

Since our inception, we have financed our operations primarily through sales of equity securities and debt, as well as cash generated from operations. Our principal uses of cash in recent periods have been funding our operations, investing in our business, technologies, and platform, capital expenditures, and various business acquisitions. As of April 30, 2026, our principal sources of liquidity were cash and cash equivalents of $518.4 million, which were held primarily for working capital purposes, and short-term investments of $162.2 million. Cash consisted of funds deposited with banks and a portion of the balance held with our corporate card payment processing partners that is not restricted to fund transactions charged by our corporate card users. Cash equivalents consisted of money market funds and commercial paper with an original maturity of three months or less at the date of purchase. Investments consisted of U.S. government and agency securities, commercial paper, and corporate bonds. Our investments are focused on preserving capital, maintaining sufficient liquidity for operations, and maximizing returns within our risk parameters. Our investment policy sets forth authorized investment categories, credit rating minimums, and maturity requirements. We believe these policies mitigate our exposure to any risk concentrations.

Current wording

Since our inception, we have financed our operations primarily through sales of equity securities and debt, as well as cash generated from operations. Our principal uses of cash in recent periods have been funding our operations, investing in our business, technologies, and platform, capital expenditures, and various business acquisitions. As of July 31, 2026, our principal sources of liquidity were cash and cash equivalents of $653.0 million, which were held primarily for working capital purposes, and short-term investments of $167.0 million. Cash consisted of funds deposited with banks and a portion of the balance held with our corporate card payment processing partners that is not restricted to fund transactions charged by our corporate card users. Cash equivalents consisted of money market funds and commercial paper with an original maturity of three months or less at the date of purchase. Investments consisted of U.S. government and agency securities, commercial paper, and corporate bonds. Our investments are focused on preserving capital, maintaining sufficient liquidity for operations, and maximizing returns within our risk parameters. Our investment policy sets forth authorized investment categories, credit rating minimums, and maturity requirements. We believe these policies mitigate our exposure to any risk concentrations.

Previous wording

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $2.0 billion as of April 30, 2026. We expect to continue to incur operating losses, and our operating cash flows may fluctuate between positive and negative amounts at least through the fiscal year ending January 31, 2027 due to investments we intend to make to support growth in our business, and the difference in timing of payments received from our customers as compared to payments made to vendors, including travel suppliers. As a result, we may require additional capital resources to execute strategic initiatives to grow our business.

Current wording

We have generated significant operating losses from our operations as reflected in our accumulated deficit of $2.1 billion as of July 31, 2026. We expect to continue to incur operating losses, and our operating cash flows may fluctuate between positive and negative amounts at least through the fiscal year ending January 31, 2027 due to investments we intend to make to support growth in our business, and the difference in timing of payments received from our customers as compared to payments made to vendors, including travel suppliers. As a result, we may require additional capital resources to execute strategic initiatives to grow our business.

Previous wording

In February 2025, we entered into a credit agreement with VCP Capital Markets, LLC, under which we issued term loans to lenders in exchange for proceeds of $130.0 million, with a maturity date of February 24, 2030 (the “Vista Facility”). In connection with the Vista Facility, we issued warrants covering 486,588 shares of common stock. The principal amount accrued cash interest at a floating rate based on

Current wording

In February 2025, we entered into a credit agreement with VCP Capital Markets, LLC, under which we issued term loans to lenders in exchange for proceeds of $130.0 million, with a maturity date of February 24, 2030 (the “Vista Facility”). In connection with the Vista Facility, we issued warrants covering 486,588 shares of common stock. The principal amount accrued cash interest at a floating rate based on SOFR plus 5%, and PIK interest of 1.5%. Interest was payable every three months in arrears, and PIK interest was added to the principal balance and compounded every three months.

Previous wording

As of April 30, 2026, the Company had a total outstanding balance of $118.17 million on the Warehouse Credit Facility. The Warehouse Credit Facility contains certain affirmative or negative covenants, including maintaining certain levels of minimum liquidity, maximum leverage, and minimum tangible net worth. As of April 30, 2026 and January 31, 2026, we remain in compliance with the covenants of the loan agreement.

Current wording

As of July 31, 2026, the Company had a total outstanding balance of $118.2 million on the Warehouse Credit Facility. The Warehouse Credit Facility contains certain affirmative or negative covenants, including maintaining certain levels of minimum liquidity, maximum leverage, and minimum tangible net worth. As of July 31, 2026 and January 31, 2026, we remain in compliance with the covenants of the loan agreement.

Previous wording

Net cash used in operating activities was $6.8 million for the three months ended April 30, 2026 as compared to net cash provided by operating activities of $4.6 million for the three months ended April 30, 2025. The increase in net cash used was primarily due the difference in timing of payments received from our customers as compared to payments made to vendors.

Current wording

Net cash provided by operating activities was $18.4 million for the six months ended July 31, 2026 as compared to $4.8 million for the six months ended July 31, 2025. The change was primarily due to a decrease in net loss, adjusted for non-cash items, partially offset by an increase in cash used for working capital. The change in cash used for working capital is primarily driven by the difference in timing of payments received from our customers as compared to payments made to vendors, and an increase in payments for contract acquisition costs as we continue to grow our customer base.

Previous wording

Net cash used in investing activities was $28.7 million for the three months ended April 30, 2026 as compared to $2.8 million for the three months ended April 30, 2025. The change was primarily driven by purchases of investments exceeding maturities, and by our funding of customer spend activity on our corporate cards surpassing payments from customers during the three months ended April 30, 2026 as compared to customer payments surpassing funding of customer spend activity during the three months ended April 30, 2025. Net cash used in or provided by corporate card spend and customer payment activity will vary from period to period depending on timing and volume of activity relative to period-end.

Current wording

Net cash used in investing activities was $24.1 million for the six months ended July 31, 2026 as compared to $11.1 million for the six months ended July 31, 2025. The change was primarily driven by purchases of investments exceeding maturities during the six months ended July 31, 2026, and an increase in funding of customer spend activity on our corporate cards surpassing payments from customers during the six months ended July 31, 2026 as compared to the six months ended July 31, 2025. Net cash used in or provided by corporate card spend and customer payment activity will vary from period to period depending on timing and volume of activity relative to period-end.

Previous wording

Net cash provided by financing activities was $14.0 million for the three months ended April 30, 2026 as compared to $62.0 million for the three months ended April 30, 2025. The change was primarily driven by proceeds from the issuance of debt in excess of debt payments during the three months ended April 30, 2025, partially offset by proceeds received from stock option exercises during the three months ended April 30, 2026.

Current wording

Net cash provided by financing activities was $88.2 million for the six months ended July 31, 2026 as compared to $6.6 million for the six months ended July 31, 2025. The change was primarily driven by proceeds received from stock option exercises and taxes collected from the settlement of equity awards during the six months ended July 31, 2026.

Previous wording

We are an "emerging growth company" under the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”), which permits us to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. We have elected to use this extended transition period until we are no longer an emerging growth company or until we affirmatively and irrevocably opt out of the extended transition period. As a result, our condensed consolidated financial statements may not be comparable to companies that comply with new or revised accounting pronouncements applicable to public companies.

Current wording

We are currently an "emerging growth company" under the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”), which permits us to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies. We have elected to use this extended transition period until we lose our status as an emerging growth company, which we expect to occur on January 31, 2027, or until we affirmatively and irrevocably opt out of the extended transition period. As a result, our unaudited condensed consolidated financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates.