UiPath, Inc.

Previous wording

Business Highlights for the Three Months Ended April 30, 2026:

Current wording

Business Highlights for the Three and Six Months Ended July 31, 2026:

Previous wording

•ARR at April 30, 2026 of $1,901.2 million increased 12% year-over-year.

Current wording

•ARR at July 31, 2026 of $1,937.7 million increased 12% year-over-year.

Previous wording

•Cash flow from operations was $131.9 million for the three months ended April 30, 2026, compared to $119.0 million for the three months ended April 30, 2025.

Current wording

•Cash flow from operations was $162.6 million for the six months ended July 31, 2026, compared to $160.6 million for the six months ended July 31, 2025.

Previous wording

•Cash and cash equivalents, restricted cash, and marketable securities were $1,417.2 million as of April 30, 2026, compared to $1,689.9 million as of January 31, 2026.

Current wording

•Cash and cash equivalents, restricted cash, and marketable securities were $1,406.5 million as of July 31, 2026, compared to $1,689.9 million as of January 31, 2026.

Previous wording

ARR is the key performance metric we use in managing our business because it illustrates our ability to acquire new subscription customers and to maintain and expand our relationships with existing subscription customers. We define ARR as annualized invoiced amounts per solution SKU from subscription licenses and maintenance and support obligations assuming no increases or reductions in customers' subscriptions. ARR does not include the costs we may incur to obtain such subscription licenses or provide such maintenance and support. ARR also does not reflect nonrecurring rebates payable to partners (upon establishing sufficient history of their nonrecurring nature), the impact of nonrecurring incentives (such as one-time discounts provided under sales promotional programs), and any actual or anticipated reductions in invoiced value due to contract non-renewals or service cancellations other than for certain reserves (for example those for credit losses or disputed amounts). At April 30, 2026 and 2025, our ARR was $1,901.2 million and $1,692.7 million, respectively, representing a growth rate of 12%. Approximately 30% of this growth rate was due to new customers and 70% of this growth rate was due to existing customers. Our dollar-based net retention rate, which represents the net expansion of ARR from existing customers over the preceding 12 months, was 109% and 108% as of April 30, 2026 and 2025, respectively. We calculate dollar-based net retention rate as of a period end by starting with the ARR from the cohort of all customers as of 12 months prior to such period end ("Prior Period ARR"). We then calculate the ARR from these same customers as of the current period end ("Current Period ARR"). Current Period ARR includes any expansion and is net of contraction or attrition over the last 12 months, but does not include ARR from new customers in the current period. We then divide the total Current Period ARR by the total Prior Period ARR to arrive at the point-in-time dollar-based net retention rate.

Current wording

ARR is the key performance metric we use in managing our business because it illustrates our ability to acquire new subscription customers and to maintain and expand our relationships with existing subscription customers. We define ARR as annualized invoiced amounts per solution SKU from subscription licenses and maintenance and support obligations assuming no increases or reductions in customers' subscriptions. ARR does not include the costs we may incur to obtain such subscription licenses or provide such maintenance and support. ARR also does not reflect nonrecurring rebates payable to partners (upon establishing sufficient history of their nonrecurring nature), the impact of nonrecurring incentives (such as one-time discounts provided under sales promotional programs), and any actual or anticipated reductions in invoiced value due to contract non-renewals or service cancellations other than for certain reserves (for example those for credit losses or disputed amounts). At July 31, 2026 and 2025, our ARR was $1,937.7 million and $1,723.4 million, respectively, representing a growth rate of 12%. Approximately 28% of this growth rate was due to new customers and 72% of this growth rate was due to existing customers. Our dollar-based net retention rate, which represents the net expansion of ARR from existing customers over the preceding 12 months, was 109% and 108% as of July 31, 2026 and 2025, respectively. We calculate dollar-based net retention rate as of a period end by starting with the ARR from the cohort of all customers as of 12 months prior to such period end ("Prior Period ARR"). We then calculate the ARR from these same customers as of the current period end ("Current Period ARR"). Current Period ARR includes any expansion and is net of contraction or attrition over the last 12 months, but does not include ARR from new customers in the current period. We then divide the total Current Period ARR by the total Prior Period ARR to arrive at the point-in-time dollar-based net retention rate.

Previous wording

Provision for income taxes consists of U.S. federal and state income taxes and income taxes in foreign jurisdictions in which we conduct business. Our effective tax rate is impacted by tax rates in foreign jurisdictions and the relative amounts of income we earn in those jurisdictions, as well as by non-deductible expenses as permanent differences, and by changes in our valuation allowances. We currently maintain a partial valuation allowance on certain U.S. state DTAs and a full valuation allowance on our Romania DTA, as we have concluded as of April 30, 2026 that it is more likely than not that these DTAs will not be fully realized. However, given our current earnings and anticipated future earnings, we believe that there is a reasonable possibility that sufficient positive evidence may become available to allow us to conclude that a valuation allowance is no longer needed for these U.S. state DTAs during fiscal year 2027, and for these Romania DTAs, or a portion thereof, during fiscal year 2028, which would result in income tax benefit in the period of the respective release.

Current wording

Provision for income taxes consists of U.S. federal and state income taxes and income taxes in foreign jurisdictions in which we conduct business. Our effective tax rate is impacted by tax rates in foreign jurisdictions and the relative amounts of income we earn in those jurisdictions, as well as by non-deductible expenses as permanent differences, and by changes in our valuation allowances. We currently maintain a partial valuation allowance on certain U.S. state DTAs and a full valuation allowance on our Romania DTA, as we have concluded as of July 31, 2026 that it is more likely than not that these DTAs will not be fully realized. However, given our current earnings and anticipated future earnings, we believe that there is a reasonable possibility that sufficient positive evidence may become available to allow us to conclude that a valuation allowance is no longer needed for these U.S. state DTAs during fiscal year 2027, and for these Romania DTAs, or a portion thereof, during fiscal year 2028 or 2029, which would result in income tax benefit in the period of the respective release.

Previous wording

Total revenue increased by $61.8 million, or 17%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025, primarily due to a $35.6 million increase in subscription services revenue and a $21.0 million increase in licenses revenue. Total revenue grew across all geographical regions. Of the growth in total revenue, 20% was attributable to new customers and 80% was attributable to existing customers. Subscription services revenue is recognized ratably over the subscription term; therefore, the increase in subscription services revenue is driven both by sales in prior periods for which we continue to provide maintenance and support and SaaS, and by new sales in the current period.

Current wording

Total revenue increased by $48.5 million, or 13%, for the three months ended July 31, 2026 compared to the three months ended July 31, 2025, due to a $27.7 million increase in subscription services revenue, an $11.7 million increase in licenses revenue, and a $9.1 million increase in professional services and other revenue. Total revenue grew across all geographical regions. Of the growth in total revenue, 28% was attributable to new customers and 72% was attributable to existing customers. Subscription services revenue is recognized ratably over the subscription term; therefore, the increase in subscription services revenue is driven both by sales in prior periods for which we continue to provide maintenance and support and SaaS, and by new sales in the current period.

Previous wording

Our gross margin remained constant at 82% for the three months ended April 30, 2026 compared to 82% for the three months ended April 30, 2025, reflecting increased subscription services revenue and margin offset by the aforementioned increase in cost of professional services and other revenue primarily driven by increased third-party subcontractor costs.

Current wording

Our gross margin decreased to 80% for the three months ended July 31, 2026 compared to 82% for the three months ended July 31, 2025, due to a decrease in the proportion of higher-margin licenses revenue and the aforementioned increase in cost of professional services and other revenue primarily driven by increased third-party subcontractor costs.

Previous wording

Interest income decreased by $2.2 million, or 18%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025 as a result of a period-over-period decrease in our aggregate balance of cash and cash equivalents and marketable securities.

Current wording

Interest income decreased by $1.2 million, or 10%, for the three months ended July 31, 2026 compared to the three months ended July 31, 2025 as a result of a period-over-period decrease in our aggregate balance of cash and cash equivalents and marketable securities, as well as decreased interest rates.

Previous wording

Other income, net, increased by $18.5 million, or 116%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025, primarily due to a $14.8 million increase in gains from foreign currency transactions and a $6.5 million decrease in legal expense related to shareholder litigation, partially offset by a $2.9 million decrease in accretion of net discounts on marketable securities.

Current wording

Other income, net, decreased by $1.0 million, or 9%, for the three months ended July 31, 2026 compared to the three months ended July 31, 2025, primarily due to a $3.1 million decrease in accretion of net discounts on marketable securities partially offset by a $1.2 million increase in gains from foreign currency transactions and a $0.7 million decrease in legal expense related to shareholder litigation.

Previous wording

Provision for income taxes increased by $15.6 million for the three months ended April 30, 2026 compared to the three months ended April 30, 2025, driven by increased U.S. income tax expense following the release of full valuation allowances on our U.S. Federal and certain U.S. state DTAs during fiscal year 2026.

Current wording

Provision for income taxes increased by $15.0 million for the three months ended July 31, 2026 compared to the three months ended July 31, 2025, driven by increased U.S. income tax expense following the release of full valuation allowances on our U.S. Federal and certain U.S. state DTAs during fiscal year 2026.

Previous wording

Total cost of revenue increased by $13.1 million, or 20%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025, primarily due to a $7.2 million increase in cost of professional services and other revenue and a $5.5 million increase in cost of subscription services revenue. The increase in cost of professional services and other revenue was primarily driven by a $5.3 million increase in costs associated with the use of third-party subcontractors to deliver professional services to our customers and a $1.7 million increase in personnel-related expenses associated with higher headcount and merit increases. The increase in cost of subscription services revenue was primarily driven by a $5.6 million increase in third-party hosting and software services costs as a result of increased usage of our subscription services and a $1.6 million increase in depreciation and amortization expense. These increases were partially offset by a $2.6 million decrease in personnel-related expenses, which included a $1.6 million decrease in stock-based compensation expense and a $1.3 million decrease in salary-related and bonus expenses.

Current wording

Total cost of revenue increased by $29.3 million, or 23%, for the six months ended July 31, 2026 compared to the six months ended July 31, 2025, primarily due to a $21.7 million increase in cost of professional services and other revenue and a $7.0 million increase in cost of subscription services revenue. The increase in cost of professional services and other revenue was primarily driven by a $17.3 million increase in costs associated with the use of third-party subcontractors to deliver professional services to our customers and a $3.8 million increase in personnel-related expenses, which was primarily driven by a $3.9 million increase in salary-related and bonus expenses associated with higher headcount and merit increases. The increase in cost of subscription services revenue was primarily driven by a $9.2 million increase in third-party hosting and software services costs as a result of increased usage of our subscription services and a $3.4 million increase in depreciation and amortization expense. These increases were partially offset by a $4.4 million decrease in personnel-related expenses, which included a $3.6 million decrease in stock-based compensation expense and a $1.1 million decrease in salary-related and bonus expenses associated with reduced headcount.

Previous wording

Sales and marketing expense increased by $8.2 million, or 5%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025. The increase was primarily attributable to a $3.0 million increase in sales commissions expense as a result of higher amortization of capitalized contract acquisition costs, a $2.6 million aggregate increase in marketing and travel-related expenses mainly related to marketing events, and a

Current wording

Sales and marketing expense increased by $6.5 million, or 2%, for the six months ended July 31, 2026 compared to the six months ended July 31, 2025. This increase was primarily attributable to a $6.1 million increase in sales commissions expense as a result of higher amortization of capitalized contract acquisition costs, a $4.4 million increase in depreciation and amortization expense driven primarily by WorkFusion intangibles acquired during the first quarter of fiscal year 2027, and a $1.0 million aggregate increase in marketing and travel-related expenses. These increases were partially offset by a $2.1 million decrease in personnel-related expenses, which was driven by a $16.3 million decrease in stock-based compensation expense, partially offset by a $6.0 million increase in salary-related and bonus expenses associated with higher headcount and merit increases, a $3.6 million aggregate increase in employee insurance costs and employer payroll taxes, a $2.1 million increase in general employee severance, a $1.5 million increase in contractor costs, and a $0.8 million increase in restructuring costs. Sales and marketing expense was also impacted by a $3.1 million decrease in third-party consulting fees.

Previous wording

Research and development expense decreased by$1.9 million, or 2%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025. The decrease was largely attributable to a $1.6 million decrease in personnel-related expenses, which was driven by $9.9 million decrease in stock-based compensation expense partially offset by a $5.3 million increase in salary-related and bonus expenses, a $1.8 million increase in general employee severance, and a $0.7 million aggregate increase in employee insurance costs and employer payroll taxes.

Current wording

Research and development expense decreased by $16.9 million, or 9%, for the six months ended July 31, 2026 compared to the six months ended July 31, 2025. This decrease was primarily attributable to a $16.7 million decrease in personnel-related expenses, which was driven by a $24.9 million decrease in stock-based compensation expense partially offset by a $5.9 million increase in salary-related and bonus expenses associated with higher headcount and merit increases and a $1.8 million increase in general employee severance.

Previous wording

General and administrative expense decreased by $2.0 million, or 4%, for the three months ended April 30, 2026 compared to the three months ended April 30, 2025. The decrease was primarily attributable to a $2.6 million decrease in personnel-related expenses, which was driven by a $3.8 million decrease in stock-based compensation expense partially offset by a $1.5 million increase in salary-related and bonus expenses. General and administrative expense was also impacted by a $1.2 million decrease in charitable donations due to the reduced value of our Class A common shares contributed to a donor-advised fund in the current year and a $0.8 million decrease in software service and implementation costs. These decreases were partially offset by a $2.4 million increase in fair value of contingent consideration liability.

Current wording

General and administrative expense decreased by $4.8 million, or 4%, for the six months ended July 31, 2026 compared to the six months ended July 31, 2025. This decrease was primarily driven by a $7.6 million decrease in personnel-related expenses, which was driven by a $9.4 million decrease in stock-based compensation expense partially offset by a $0.7 million increase in general employee severance and a $0.4 million aggregate increase in employee insurance costs and employer payroll taxes. General and administrative expense was also impacted by a $1.2 million decrease in charitable donation expense due to reduced fair value of our Class A common shares contributed to a donor-advised fund in the current year. These decreases were partially offset by a $3.3 million increase in fair value of contingent consideration liability and a $0.4 million increase in other taxes in non-U.S. jurisdictions.

Previous wording

As of April 30, 2026, our principal sources of liquidity were cash, cash equivalents, and marketable securities totaling $1,415.7 million, and we had an accumulated deficit of $1,683.0 million. For the three months ended April 30, 2026, we reported net income of $22.5 million and net cash provided by operating activities of $131.9 million. Cash generated by our operations in recent periods has principally been used to fund working capital requirements such as personnel and facilities costs, invest in capital expenditures, engage in various business and asset acquisitions, and repurchase shares of our Class A common stock.

Current wording

As of July 31, 2026, our principal sources of liquidity were cash, cash equivalents, and marketable securities totaling $1,405.0 million, and we had an accumulated deficit of $1,646.9 million. For the six months ended July 31, 2026, we reported net income of $58.6 million and net cash provided by operating activities of $162.6 million. Cash generated by our operations in recent periods has principally been used to fund working capital requirements such as personnel and facilities costs, invest in capital expenditures, engage in various business and asset acquisitions, and repurchase shares of our Class A common stock.

Previous wording

On September 1, 2023, our board of directors authorized a stock repurchase program, pursuant to which we could repurchase from time to time up to $500.0 million of our outstanding shares of Class A common stock. On August 30, 2024 our board of directors authorized the repurchase of an additional $500.0 million of our outstanding shares of Class A common stock. During the three months ended April 30, 2026, we fulfilled the aforementioned authorizations, and in March 2026 our board of directors authorized a new stock repurchase program, pursuant to which we may repurchase from time to time up to $500.0 million of our Class A common stock. Refer to Note 11, Stockholders' Equity—Stock Repurchases for further details.

Current wording

On September 1, 2023, our board of directors authorized a stock repurchase program, pursuant to which we could repurchase from time to time up to $500.0 million of our outstanding shares of Class A common stock. On August 30, 2024, our board of directors authorized the repurchase of an additional $500.0 million of our outstanding shares of Class A common stock. During the first quarter of fiscal year 2027, we fulfilled the aforementioned authorizations, and on March 5, 2026, our board of directors authorized a new stock repurchase program, pursuant to which we may repurchase from time to time up to $500.0 million of our Class A common stock. Refer to Note 11, Stockholders' Equity—Stock Repurchases for further details.

Previous wording

Net cash provided by operating activities for the three months ended April 30, 2026 of $131.9 million was driven by cash collections from our customers, with cash collections approximately 14% higher than during the three months ended April 30, 2025. These cash inflows were partially offset by cash payments for operating expenditures, primarily associated with the compensation of our teams, including fiscal year 2026 annual bonuses paid in the first quarter of fiscal year 2027. Other cash operating expenditures included payments for professional services, software, and office rent.

Current wording

Net cash provided by operating activities for the six months ended July 31, 2026 of $162.6 million was driven by cash collections from our customers, with cash collections approximately 14% higher than during the six months ended July 31, 2025. These cash inflows were partially offset by cash payments for operating expenditures, primarily associated with the compensation of our teams, including fiscal year 2026 annual bonuses paid in the first quarter of fiscal year 2027. Other cash operating expenditures included payments for professional services, software, office rent, and taxes.

Previous wording

Net cash provided by operating activities for the three months ended April 30, 2025 of $119.0 million was driven by cash collections from our customers, partially offset by cash payments for operating expenditures, primarily associated with the compensation of our teams, including fiscal year 2025 annual bonuses paid in the first quarter of fiscal year 2026. Other cash operating expenditures included payments related to our Fiscal Year 2025 Workforce Restructuring, which was completed during the second quarter of fiscal year 2026, and payments for professional services, software, and office rent.

Current wording

Net cash provided by operating activities for the six months ended July 31, 2025 of $160.6 million was driven by cash collections from our customers, partially offset by cash payments for operating expenditures, primarily associated with the compensation of our teams, including fiscal year 2025 annual bonuses paid in the first quarter of fiscal year 2026. Other cash operating expenditures included payments related to our Fiscal Year 2025 Workforce Restructuring, which was completed during the second quarter of fiscal year 2026, and payments for professional services, software, and office rent.

Previous wording

Net cash used in investing activities for the three months ended April 30, 2026 of $112.8 million was driven by $155.0 million in purchases of marketable securities, a net payment of $149.4 million in connection with the acquisition of WorkFusion, and $2.7 million in capital expenditures primarily related to leasehold improvements, partially offset by $189.6 million in maturities of marketable securities and $4.6 million in other investing inflows.

Current wording

Net cash used in investing activities for the six months ended July 31, 2026 of $128.6 million was driven by $309.4 million in purchases of marketable securities, a net payment of $149.4 million in connection with the acquisition of WorkFusion, and $4.1 million in capital expenditures primarily related to leasehold improvements, partially offset by $329.2 million in maturities of marketable securities and $5.1 million in other investing inflows.

Previous wording

Net cash used in investing activities for the three months ended April 30, 2025 of $79.9 million was driven by $153.4 million in purchases of marketable securities, a net payment of $24.8 million in connection with the acquisition of Peak, and$12.8 million in capital expenditures primarily related to leasehold improvements, partially offset by$111.1 million in maturities of marketable securities.

Current wording

Net cash used in investing activities for the six months ended July 31, 2025 of $80.6 million was driven by $300.1 million in purchases of marketable securities, a net payment of $24.8 million in connection with the acquisition of Peak, and$12.8 million in capital expenditures primarily related to leasehold improvements, partially offset by$257.1 million in maturities of marketable securities.

Previous wording

Net cash used in financing activities for the three months ended April 30, 2025 of $235.2 million was primarily driven by $227.5 million in repurchases of Class A common stock under our stock repurchase program and $12.2 million in payments of tax withholdings on settlement of equity awards, partially offset by $4.2 million in proceeds from ESPP contributions.

Current wording

Net cash used in financing activities for the six months ended July 31, 2026 of $287.1 million was primarily driven by $268.5 million in repurchases of Class A common stock under our stock repurchase program, $23.2 million in payments of tax withholdings on settlement of equity awards, and $3.5 million in payments of contingent consideration associated with the acquisition of Peak, partially offset by $7.4 million in proceeds from ESPP contributions.

Previous wording

Net cash used in financing activities for the three months ended April 30, 2026 of $252.2 million was primarily driven by $243.8 million in repurchases of Class A common stock under our stock repurchase program and $12.8 million in payments of tax withholdings on settlement of equity awards, partially offset by $4.0 million in proceeds from ESPP contributions.

Current wording

Net cash used in financing activities for the six months ended July 31, 2025 of $346.8 million was primarily driven by $329.1 million in repurchases of Class A common stock under our stock repurchase program and $26.3 million in payments of tax withholdings on settlement of equity awards, partially offset by $8.1 million in proceeds from ESPP contributions.

Previous wording

Our material cash requirements predominantly relate to working capital requirements, including employee compensation, payment of employee tax withholdings on net settlement of equity awards, and material contractual obligations, including leases and purchase commitments.

Current wording

Our material cash requirements predominantly relate to working capital requirements, including employee compensation, payment of employee tax withholdings on net settlement of equity awards, material contractual obligations including leases and purchase commitments, and contingent consideration arrangements associated with acquisitions.

Previous wording

As of April 30, 2026, accrued compensation and benefits of $61.2 million are included in current liabilities on our condensed consolidated balance sheet. Refer to Note 9, Condensed Consolidated Balance Sheet Components—Accrued Expenses and Other Current Liabilities for details of additional short-term payroll-related obligations included in accrued expenses and other current liabilities.

Current wording

As of July 31, 2026, accrued compensation and benefits of $89.9 million are included in current liabilities on our condensed consolidated balance sheet. Refer to Note 9, Condensed Consolidated Balance Sheet Components—Accrued Expenses and Other Current Liabilities for details of additional short-term payroll-related obligations included in accrued expenses and other current liabilities.

Previous wording

Refer to Note 8, Operating Leases for more detailed information regarding timing of future lease payments, and Note 10, Commitments and Contingencies—Non-Cancelable Purchase Obligations for more detailed information regarding timing of purchase commitments with terms of 12 months or longer. There were no significant changes during the three months ended April 30, 2026 from the contractual obligations disclosed in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” set forth in the 2026 Form 10-K.

Current wording

Refer to Note 8, Operating Leases for more detailed information regarding timing of future lease payments, and Note 10, Commitments and Contingencies—Non-Cancelable Purchase Obligations for more detailed information regarding timing of purchase commitments with terms of 12 months or longer. As of July 31, 2026, short-term contingent consideration associated with the acquisition of WorkFusion has a fair value of $30.4 million and is included in accrued expenses and other current liabilities on our condensed consolidated balance sheet. There were no significant changes during the six months ended July 31, 2026 from the contractual obligations disclosed in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” set forth in the 2026 Form 10-K.

Previous wording

Our stock repurchase program may also represent a material use of cash depending upon the number of shares repurchased, which is ultimately discretionary. Refer to Note 11, Stockholders' Equity—Stock Repurchases for further details. Further, future cash payments under acquisition-related contingent consideration arrangements are based on performance outcomes and may be material. Refer to Note 5, Fair Value Measurements and Note 6, Business Acquisitions for information regarding the value of contingent consideration liabilities.

Current wording

Our stock repurchase program may also represent a material use of cash depending upon the number of shares repurchased, which is ultimately discretionary. Refer to Note 11, Stockholders' Equity—Stock Repurchases for further details. Further, future cash payments under acquisition-related contingent consideration arrangements are based on performance outcomes and may be material.