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Elastic NV

For the period ended Jul 31, 2024. Filed Aug 30, 2024.

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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.

Jul 31, 2024 · Filed Aug 30, 2024

ESTC$90.26+4.9%Stored close · as of Nov 9, 2026

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Equity Incentive Plans

  1. Equity Incentive Plans

2022 Employee Stock Purchase Plan

In August 2022, the Company’s board of directors adopted and, in October 2022, the Company’s shareholders approved the 2022 Employee Stock Purchase Plan (“2022 ESPP”). The Company reserved 6.0 million of the Company’s ordinary shares for future purchase and issuance under the 2022 ESPP in January 2023. The 2022 ESPP allows eligible employees to acquire ordinary shares of the Company at a discount at periodic intervals through accumulated payroll deductions. Eligible employees purchase ordinary shares of the Company during a purchase period at 85% of the market value of the Company’s ordinary shares at either the beginning or end of an offering period, whichever is lower. Offering periods under the 2022 ESPP are approximatelysix months long and begin on each of March 16 or September 16 or the next trading day thereafter.

No ordinary shares were purchased under the 2022 ESPP during the three months ended July 31, 2024 and 2023. Stock-based compensation expense recognized related to the 2022 ESPP was $2.2 million and $1.8 million for the three months ended July 31, 2024 and 2023, respectively.

2012 Stock Option Plan

In September 2012, the Company’s board of directors adopted and the Company’s shareholders approved the 2012 Stock Option Plan, which was amended and restated in September 2018 and further amended in December 2021 (as amended and restated, the “2012 Plan”). Under the 2012 Plan, the board of directors, the compensation committee, as administrator of the 2012 Plan, and any other duly authorized committee may grant stock options and other equity-based awards, such as restricted stock units (“RSUs”) (which include some performance share units) to eligible employees, directors, and consultants to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to employees, directors and consultants, and to promote the success of the Company’s business.

The Company’s board of directors, compensation committee, or other duly authorized committee determines the vesting schedule for all equity-based awards. Stock options and RSUs granted to employees generally vest over four years, subject to the employees’ continued service to the Company. The Company’s compensation committee may explicitly deviate from the general vesting schedules in its approval of an equity-based award, as it may deem appropriate. Stock options expire ten years after the date of grant. Stock options and RSUs that are canceled under certain conditions become available for future grant or sale under the 2012 Plan unless the 2012 Plan is terminated.

The equity awards available for grant were as follows:

Three Months EndedJuly 31, 2024
Available at beginning of fiscal year20,252,732
Shares authorized5,085,297
Options canceled4,755
RSUs granted(661,565)
RSUs canceled256,904
Available at end of period24,938,123

Stock Options

The following table summarizes stock option activity:

Stock Options Outstanding
Number ofStock OptionsOutstandingWeighted-AverageExercisePriceRemainingContractualTerm(in years)AggregateIntrinsicValue(in thousands)
Balance as of April 30, 20242,640,423$38.234.67$178,081
Stock options exercised(312,808)$15.17
Stock options canceled(4,755)$13.22
Balance as of July 31, 20242,322,860$41.394.52$165,932
Exercisable as of July 31, 20242,118,697$36.544.27$160,969

Aggregate intrinsic value represents the difference between the exercise price of the stock options to purchase the Company’s ordinary shares and the fair value of the Company’s ordinary shares. No stock options were granted during the three months ended July 31, 2024 and 2023.

As of July 31, 2024, the Company had unrecognized stock-based compensation expense of $10.3 million related to unvested stock options that the Company expects to recognize over a weighted-average period of 1.45 years.

RSUs

The following table summarizes RSU activity under the 2012 Plan:

Number of AwardsWeighted-Average Grant Date Fair Value
Outstanding and unvested at April 30, 20247,076,836$85.38
RSUs granted661,565$111.95
RSUs released(705,623)$89.04
RSUs canceled(256,904)$85.79
Outstanding and unvested at July 31, 20246,775,874$87.57

As of July 31, 2024, the Company had unrecognized stock-based compensation expense of $551.9 million related to RSUs that the Company expects to recognize over a weighted-average period of 2.67 years.

Stock-Based Compensation Expense

Total stock-based compensation expense recognized in the Company’s condensed consolidated statements of operations was as follows (in thousands):

Three Months Ended July 31,
20242023
Cost of revenue
Subscription$2,297$2,183
Services3,4672,796
Research and development24,02122,436
Sales and marketing21,07918,839
General and administrative12,67910,873
Total stock-based compensation expense$63,543$57,127
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