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Dynatrace, Inc.

For the period ended Jun 30, 2026. Filed Aug 5, 2026.

View on SEC.gov

About 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.

Jun 30, 2026 · Filed Aug 5, 2026

DT$43.44-0.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-12-31; filed 2026-02-09.

0001773383-26-000008

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-05.

0001773383-26-000050

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The 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 144 previous paragraphs and 121 current paragraphs.

53 unchanged; 47 reworded; 21 added; 40 removed; 4 previous and 0 current paragraphs rearranged.

Tables are not compared: 17 previous and 11 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 (21)

Current report

Our customers include many of the world’s largest enterprises which deploy the Dynatrace platform to support increasingly complex IT environments. As workloads scale and cybersecurity threats evolve, cloud modernization and rapid AI adoption have significantly increased data volume and complexity, rendering traditional monitoring or observability approaches insufficient for many organizations. We believe this positions Dynatrace to address a significant market opportunity through our differentiated platform, deep cloud ecosystem integrations, and trusted customer and partner relationships.

Current report

Beginning in the first quarter of fiscal 2027, we updated our non-GAAP liquidity measure from free cash flow to adjusted free cash flow to exclude the impact of certain items that management does not consider indicative of ongoing operating performance. We believe that adjusted free cash flow is a more useful measure as excluding payments for acquisition-related, restructuring, and other non-recurring and unusual items provides investors with better comparability of cash generated from our business period over period. Adjusted free cash flow is not residual cash flow available for our discretionary expenditures. Prior period results have been recast to conform to the current period presentation for comparability.

Current report

Amortization of acquired technology increased by $1.3 million, or 155%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily attributable to amortization from developed technology acquired as part of the Bindplane acquisition during the first quarter of fiscal 2027. For additional information, please see Note 4, Business Combinations, of the condensed consolidated financial statements in this Quarterly Report.

Current report

General and administrative expenses increased $5.4 million, or 10%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to increased professional fees of $6.6 million, due to acquisition-related and other non-recurring costs.

Current report

Amortization of other intangibles increased $0.3 million for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily attributable to amortization from other intangible assets acquired as part of the Bindplane acquisition during the first quarter of fiscal 2027. For additional information, please see Note 4, Business Combinations, of the condensed consolidated financial statements in this Quarterly Report.

Current report

Income tax expense was $44.2 million for the three months ended June 30, 2026, which increased by $10.8 million from $33.4 million for the three months ended June 30, 2025. This increase was primarily due to the tax impact of share-based compensation shortfalls recognized in the current fiscal year as compared to share-based compensation windfalls recognized in the prior fiscal year.
Removed paragraphs (40)

Previous report

Dynatrace is advancing observability for today’s digital businesses, helping to transform the complexity of modern digital ecosystems into powerful business assets. By leveraging AI-powered insights, Dynatrace enables organizations to analyze, automate, and innovate faster to drive their business forward. Our vision is a world where software works perfectly.

Previous report

Our customer base includes some of the largest global enterprises. These organizations rely on the Dynatrace platform as part of their plans to accelerate the adoption of cloud-native and AI-native initiatives and to address the related challenges of increasing workloads, dynamic environments, and evolving cybersecurity threats. Our ability to provide sophisticated analytics and our advanced automation capabilities support their operational goals in environments characterized by rapid technological changes. Cloud modernization and the dramatic growth in the use of AI have resulted in an explosion of data and a massive increase in its scale and complexity that are untenable for many organizations to manage as they previously did. As a result, we believe the need for comprehensive end-to-end observability, such as the Dynatrace platform, has become mandatory, especially for larger organizations building resiliency into ever more complex environments. We also believe our company has a significant market opportunity based on the technical differentiation of our platform, our ability to integrate successfully into customers’ cloud ecosystems, and the trust that we have built within our customer base and partner ecosystem.

Previous report

During the three months ended December 31, 2024, we completed an intra-entity asset transfer of the global economic rights of our IP from a wholly-owned U.S. subsidiary to a wholly-owned Swiss subsidiary, more closely aligning our IP rights with our business operations (the “IP Transfer”). The transaction is taxable in the U.S. through 2044. In Switzerland, the transaction resulted in a step-up of tax-deductible basis in the transferred assets, and accordingly, created a temporary difference where the tax basis exceeded the financial statement basis of such intangible assets, which resulted in the recognition of a tax benefit and related deferred tax asset of $320.9 million. We determined the estimated value of the transferred IP based principally on the present value of projected income related to the IP, requiring management to make significant assumptions related to the discount rate and the forecast of future revenues and expenses. The tax-deductible amortization related to the transferred IP rights will be recognized through 2035. The deferred tax asset and tax benefit were measured based on the enacted tax rates expected to apply in the years the asset is expected to be realized. We expect to realize the deferred tax asset resulting from the IP Transfer.

Previous report

Many countries have enacted or are in the process of enacting laws based on the Pillar Two proposal relating to a 15% global minimum tax issued by the Organization for Economic Cooperation and Development (“OECD”). For fiscal 2026, we do not expect these provisions to have a material impact on our condensed consolidated financial statements based on the guidance available thus far. On January 5, 2026, the OECD released administrative guidance on a “side-by-side” system that would exempt U.S. parented multinational businesses from certain provisions of Pillar Two, effective for fiscal years beginning on or after January 1, 2026. We will continue to monitor ongoing developments and evaluate any potential impact on future periods.

Previous report

On July 4, 2025, the “One Big Beautiful Bill Act” (the “OBBBA”) was enacted into law. The OBBBA contains a broad range of tax reform provisions including immediate expensing of domestic research and development expenditures, the reinstatement of 100% bonus depreciation, and modifications to the international tax framework. The OBBBA has multiple effective dates, with certain provisions effective in fiscal 2026 and other provisions effective in subsequent years. The OBBBA does not have a material impact on fiscal 2026. We are evaluating the potential impact of the provisions effective in future years, however we do not anticipate the OBBBA will have a material impact.

Previous report

Amortization of acquired technology decreased by $2.9 million, or 77%, for the three months ended December 31, 2025 compared to the three months ended December 31, 2024. The decrease was primarily the result of certain acquired technology becoming fully amortized during fiscal 2025.

Previous report

Subscription gross profit increased by $63.0 million, or 18%, during the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. Subscription gross margin remained consistent at 85%.

Previous report

Service gross profit increased by $0.1 million, or 17%, during the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. Service gross margin remained consistent at 4%.

Previous report

General and administrative expenses increased $2.9 million, or 6%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The increase was primarily due to increased personnel costs of $4.8 million, inclusive of a $1.1 million increase in share-based compensation, as we continue to scale our functions to support our continued growth. This increase was partially offset by decreased professional fees of $2.3 million.

Previous report

Amortization of other intangibles decreased by $4.0 million, or 100%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The decrease was primarily the result of certain intangible assets becoming fully amortized during fiscal 2025.

Previous report

Income tax expense was $44.4 million for the three months ended December 31, 2025, which increased by $349.1 million from an income tax benefit of $304.6 million for the three months ended December 31, 2024. This increase was primarily due to a $320.9 million discrete tax benefit recognized in fiscal 2025 on the intra-equity asset transfer of the global economic rights of the Company’s IP Transfer to Switzerland, and an increase to pre-tax income. The IP Transfer also impacted fiscal 2026 resulting in an increase to the GILTI inclusion, primarily due to an increase in capitalized foreign research and development expenses within GILTI, a decrease to the foreign-derived intangible income deduction. We elect to treat GILTI as a period cost for GAAP purposes.

Previous report

Comparison of the Nine Months Ended December 31, 2025 and 2024

Previous report

Cost of subscription increased $37.2 million, or 22%, for the nine months ended December 31, 2025 as compared to the nine months ended December 31, 2024. The increase was primarily due to increased cloud-based hosting costs of $24.9 million to support the growing usage of the Dynatrace SaaS platform and increased personnel costs of $10.1 million, inclusive of a $1.8 million increase in share-based compensation, largely due to headcount growth to support our growing customer base.

Previous report

Amortization of acquired technology decreased by $10.0 million, or 80%, for the nine months ended December 31, 2025 as compared to the nine months ended December 31, 2024. The decrease was primarily the result of certain acquired technology becoming fully amortized during fiscal 2025.

Previous report

Services gross profit decreased by $0.7 million, or 28%, during the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024. Services gross margin decreased to 3% for the nine months ended December 31, 2025 compared to 4% for the nine months ended December 31, 2024. The decrease in gross margin was primarily due to increased personnel costs, including share-based compensation.

Previous report

Sales and marketing expenses increased by $63.2 million, or 14%, for the nine months ended December 31, 2025, as compared to the nine months ended December 31, 2024. The increase was primarily the result of increased personnel costs of $59.3 million, inclusive of a $7.0 million increase in share-based compensation, due to headcount growth as we continue to invest in our go-to-market strategy.

Previous report

General and administrative expenses increased $13.7 million, or 10%, for the nine months ended December 31, 2025, as compared to the nine months ended December 31, 2024. The increase was primarily the result of increased personnel costs of $12.5 million, inclusive of a $3.8 million increase in share-based compensation, as we continue to scale our functions to support our continued growth.

Previous report

Amortization of other intangibles decreased by $13.5 million, or 100%, for the nine months ended December 31, 2025 as compared to the nine months ended December 31, 2024. The decrease was primarily the result of certain intangible assets becoming fully amortized during fiscal 2025.

Previous report

Interest income, net, for the nine months ended December 31, 2025 remained consistent relative to the nine months ended December 31, 2024.

Previous report

Other income, net, was $7.3 million for the nine months ended December 31, 2025 as compared to other expense, net, of $6.1 million for the nine months ended December 31, 2024. The change was primarily the result of foreign currency realized and unrealized gains and losses related to the impact of transactions denominated in a foreign currency, including balances between subsidiaries.

Previous report

Income tax expense was $107.7 million for the nine months ended December 31, 2025, which increased by $384.3 million from an income tax benefit of $276.7 million for the nine months ended December 31, 2024. This increase was primarily due to a $320.9 million discrete tax benefit recognized in fiscal 2025 on the intra-equity asset transfer of the global economic rights of the Company’s IP Transfer to Switzerland, and an increase to pre-tax income. The IP Transfer also impacted fiscal 2026 resulting in an increase to the GILTI inclusion, primarily due to an increase in capitalized foreign research and development expenses within GILTI, a decrease to the foreign-derived intangible income deduction. We elect to treat GILTI as a period cost for GAAP purposes.
Reworded paragraphs (47)

Previous wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q. We prepare our condensed consolidated financial statements in accordance with accounting principles generally accepted in the United State of America (“GAAP”) and applicable SEC rules and regulations regarding interim financial reporting. The following discussion and analysis contains forward-looking statements that involve risks and uncertainties. When reviewing the discussion below, you should keep in mind the substantial risks and uncertainties that could impact our business. In particular, we encourage you to review the risks and uncertainties described in the section titled “Risk Factors” included elsewhere in this Form 10-Q and in our Form 10-K for the fiscal year ended March 31, 2025 (the “Annual Report”). These risks and uncertainties could cause actual results to differ materially from those projected in forward-looking statements contained in this report or implied by past results and trends. Our fiscal year ends on March 31. Our historical results are not necessarily indicative of the results that may be expected for any period in the future, and our interim results are not necessarily indicative of the results we expect for the full fiscal year or any other period.

Current wording

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q. We prepare our condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable SEC rules and regulations regarding interim financial reporting. The following discussion and analysis contains forward-looking statements that involve risks and uncertainties. When reviewing the discussion below, you should keep in mind the substantial risks and uncertainties that could impact our business. In particular, we encourage you to review the risks and uncertainties described in the section titled “Risk Factors” included elsewhere in this Form 10-Q and in our Form 10-K for the fiscal year ended March 31, 2026 (the “Annual Report”). These risks and uncertainties could cause actual results to differ materially from those projected in forward-looking statements contained in this report or implied by past results and trends. Our fiscal year ends on March 31. Our historical results are not necessarily indicative of the results that may be expected for any period in the future, and our interim results are not necessarily indicative of the results we expect for the full fiscal year or any other period.

Previous wording

The Dynatrace platform combines broad and deep observability, continuous runtime application security, and advanced AI to support IT operations, development, security, business, and executive teams. This comprehensive approach enables organizations to optimize cloud and IT operations, accelerate secure software delivery, and improve digital performance.

Current wording

Dynatrace combines broad and deep observability, continuous runtime application security, and advanced agentic AI operations to deliver answers and intelligent automation across IT operations, development, security, business, and executive teams. This unified approach enables organizations to optimize their rapidly evolving AI, cloud, and IT operations, accelerate secure software delivery, and improve digital performance. Our vision is a world where software works perfectly.

Previous wording

We take Dynatrace to market through a combination of our global direct sales team and a network of partners, including global system integrators (“GSIs”), cloud providers, resellers and technology alliance partners. We target the largest 15,000 global enterprise accounts, which generally have annual revenues in excess of $1 billion, which we believe see more value from our integrated full-stack platform.

Current wording

We take Dynatrace to market through a combination of our global direct sales team and a network of partners, including global system integrators (“GSIs”), cloud providers, resellers and technology alliance partners. Dynatrace addresses customer needs at various scales and sizes, but our global direct sales team targets the largest 15,000 companies globally.

Previous wording

The Dynatrace Platform Subscription (“DPS”) licensing model provides customers with a flexible, scalable, and transparent subscription for the modern cloud. Under the DPS licensing model, a customer makes a minimum annual spend commitment at the platform level and then consumes that commitment based on actual usage and a straightforward rate card. Any platform capability can be used in any quantity at any time based on the customer’s evolving needs.

Current wording

Our Dynatrace Platform Subscription (“DPS”) licensing model provides customers with a flexible, scalable, and transparent subscription for the modern cloud. Under the DPS licensing model, a customer makes a minimum annual spend commitment at the platform level and then consumes that commitment based on actual usage and a straightforward rate card. Any platform capability can be used in any quantity at any time based on the customer’s evolving needs.

Previous wording

•Our annual recurring revenue (“ARR”) was $1,972 million as of December 31, 2025, which reflected 20% growth year-over-year;

Current wording

•Our annual recurring revenue (“ARR”) was $2,136 million as of June 30, 2026, which reflected 17% growth year-over-year;

Previous wording

•Our total revenue was $515 million, which reflected 18% growth year-over-year;

Current wording

•Our total revenue was $555 million, which reflected 16% growth year-over-year;

Previous wording

•Our subscription revenue was $493 million, which reflected 18% growth year-over-year;

Current wording

•Our subscription revenue was $530 million, which reflected 16% growth year-over-year;

Previous wording

•We delivered GAAP income from operations of $73 million and non-GAAP income from operations(1) of $153 million; and

Current wording

•We delivered GAAP income from operations of $71 million and non-GAAP income from operations(1) of $162 million; and

Previous wording

•Our net cash provided by operating activities and free cash flow(1) was $34 million and $27 million, respectively.

Current wording

•Our net cash provided by operating activities and adjusted free cash flow(1) was $306 million and $309 million, respectively.

Previous wording

•Extend our technology and market leadership position. We intend to maintain our position as a leading AI-powered observability platform through increased investment in research and development, and innovation. We plan to expand the functionality of our end-to-end Dynatrace platform and invest in capabilities that address new market opportunities. For example, we believe we are well positioned to grow our next generation log management offering, which integrates logs, traces, metrics, and other core observability and security data types into a single platform, providing customers with greater value than legacy log management solutions that are viewed as too expensive, providing too little value, or largely operating independently from existing monitoring tools. We also plan to evolve our AI capabilities to drive differentiation, with a focus on evolving into an agentic AI platform that can act autonomously to make decisions and take actions without human intervention. We believe this strategy will enable new growth opportunities and allow us to deliver differentiated high-value outcomes to our customers.

Current wording

•Extend our technology and market leadership position. We intend to maintain our position as a leading AI-powered observability platform through increased investment in research and development, and innovation. We plan to expand the functionality of our end-to-end Dynatrace platform and invest in capabilities that address new market opportunities. We plan to continue evolving our AI capabilities to drive differentiation, with a continued focus on agentic AI capabilities and functionalities that can act autonomously to make decisions and take actions without human intervention. We also believe we are well positioned to continue growing our next generation log management offering, which integrates logs, traces, metrics, and other core observability and security data types into a fully integrated platform with a single datastore, providing customers with greater value than log management solutions that are viewed as too expensive, providing too little value, or largely operating independently from existing monitoring tools. We believe this strategy will enable new growth opportunities and allow us to deliver differentiated high-value outcomes to our customers.

Previous wording

•Expand and strengthen our relationships with existing customers. We plan to establish new and deeper relationships within our existing customers’ organizations and expand the breadth of our platform capabilities to provide for expansion opportunities. In addition, we believe the ease of implementation of Dynatrace provides us with the opportunity to expand adoption within our existing enterprise customers, across new customer applications, with cloud-native and development teams, and into additional business units or divisions. We also believe that our DPS licensing model will drive broader consumption of the Dynatrace platform and further expansion opportunities for customers that prefer the flexibility and predictability of pricing under that model. With access to the full Dynatrace platform, DPS customers are able to adopt Dynatrace more broadly across their IT environments, which can lead to increased consumption.

Current wording

•Expand and strengthen our relationships with existing customers. We plan to establish new and deeper relationships within our existing customers’ organizations and expand the breadth of our platform capabilities to provide for expansion opportunities. In addition, we believe the ease of implementation of Dynatrace provides us with the opportunity to expand adoption within our existing enterprise customers, across new customer applications, with AI-native, cloud-native and development teams, and into additional business units or divisions. We also believe that our DPS licensing model will drive broader consumption of the Dynatrace platform and further expansion opportunities for customers that prefer the flexibility and predictability of pricing under that model. With access to the full Dynatrace platform, DPS customers are able to adopt Dynatrace more broadly across their IT environments, which can lead to increased consumption.

Previous wording

•Grow our customer base. We intend to drive new customer growth through ongoing investments in our go-to-market strategy focused on customer segmentation, partner enablement, and continued expansion of our sales motion beyond application performance to include end-to-end observability, tool consolidation, and cloud modernization. We are focused on the largest 15,000 global enterprise accounts, which generally have annual revenues in excess of $1 billion and more complex IT ecosystems and cloud environments. We have also increased the focus of our sales force on the largest 500 global companies and strategic enterprise accounts. In addition, we plan to expand our reach internationally to what we believe are large, mostly untapped, markets for our company, while leveraging our sector specialization globally.

Current wording

•Grow our customer base. We intend to drive new customer growth through ongoing investments in our go-to-market strategy focused on customer segmentation, partner enablement, and continued expansion of our sales motion beyond application performance to include end-to-end observability, tool consolidation, and cloud modernization. We plan to continue addressing customer needs at various scales and sizes, with our global direct sales team targeting the largest 15,000 companies globally. In addition, we plan to expand our reach internationally to what we believe are large, mostly untapped, markets for our company, while leveraging our sector specialization globally. We also are focused on intuitive ways for customer teams to onboard and receive additional value from Dynatrace, including through our free trial program.

Previous wording

•Leverage our strategic partner ecosystem. We intend to invest in our strategic partner ecosystem, with a particular emphasis on building cloud-focused, loyal and comprehensive partnerships with GSIs and hyperscaler cloud providers. These strategic partners continually work with their customers to help them digitally transform their businesses and reduce cloud complexity. By working more closely with strategic partners, our objective is to participate in digital transformation projects earlier in the purchasing cycle and enable customers to establish more resilient cloud deployments from the start.

Current wording

•Leverage our strategic partner ecosystem. We intend to invest in our strategic partner ecosystem, with a particular emphasis on building and deepening AI- and cloud-focused, loyal and comprehensive partnerships with GSIs and hyperscaler cloud providers. Cloud migration and modernization are foundational growth drivers for our strategic partners and our company. Our strategic partners work with their customers to help them digitally transform their businesses and reduce cloud complexity. By working more closely with strategic partners, our objective is to participate in digital transformation projects earlier in the purchasing cycle and enable customers to establish more resilient cloud deployments from the start.

Previous wording

Non-GAAP income from operations: We define non-GAAP income from operations as GAAP income from operations adjusted for the following items: share-based compensation; employer payroll taxes on employee stock transactions; amortization of intangibles; transaction, restructuring and other non-recurring or unusual items that may arise from time to time.

Current wording

Non-GAAP income from operations: We define non-GAAP income from operations as GAAP income from operations adjusted for the following items: share-based compensation; employer payroll taxes on employee stock transactions; amortization of intangibles; acquisition-related, restructuring, and other non-recurring or unusual items that may arise from time to time.

Previous wording

Free cash flow: We define free cash flow as the net cash provided by or used in operating activities less capital expenditures, reflected as purchase of property and equipment and capitalized software additions in our financial statements.

Current wording

Adjusted free cash flow: We define adjusted free cash flow as the net cash provided by or used in operating activities less capital expenditures, reflected as purchase of property and equipment and capitalized software additions in our financial statements, plus cash paid for acquisition-related, restructuring, and other non-recurring or unusual items.

Previous wording

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with GAAP, we provide investors with certain non-GAAP financial measures, including non-GAAP income from operations and free cash flow. We use these non-GAAP financial measures for financial and operational decision-making purposes and as a means to evaluate period-to-period comparisons and liquidity. We believe that these non-GAAP financial measures provide useful information about our operating results, enhance the overall understanding of past financial performance, and allow for greater transparency with respect to metrics used by our management in its financial and operational decision-making.

Current wording

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with GAAP, we provide investors with certain non-GAAP financial measures, including non-GAAP income from operations and adjusted free cash flow. We use these non-GAAP financial measures for financial and operational decision-making purposes and as a means to evaluate period-to-period comparisons and liquidity. We believe that these non-GAAP financial measures provide useful information about our operating results, enhance the overall understanding of past financial performance, and allow for greater transparency with respect to metrics used by our management in its financial and operational decision-making.

Previous wording

The tables below provide a reconciliation of our non-GAAP income from operations and free cash flow to their most directly comparable GAAP measure:

Current wording

The tables below provide a reconciliation of our non-GAAP income from operations and adjusted free cash flow to their most directly comparable GAAP measure:

Previous wording

Subscription. Our subscription revenue consists of (i) SaaS agreements, (ii) term-based licenses which are recognized ratably over the contract term, and (iii) maintenance and support agreements. We typically invoice SaaS subscription fees and term licenses annually in advance and recognize subscription revenue ratably over the term of the applicable agreement, provided that all other revenue recognition criteria have been satisfied. See the section titled “Revenue Recognition” within the footnote titled “Significant Accounting Policies” included in Part II, Item 8 of our Annual Report for more information.

Current wording

Subscription. Our subscription revenue consists of (i) SaaS agreements, (ii) term-based licenses which are recognized ratably over the contract term, and (iii) maintenance and support agreements. We typically invoice SaaS subscription fees and term licenses annually in advance and recognize subscription revenue ratably over the term of the applicable agreement, provided that all other revenue recognition criteria have been satisfied. See the section titled “Revenue Recognition” within the footnote titled “Significant Accounting Policies” included in Part II, Item 8 of the Annual Report for more information.

Previous wording

Service. Service revenue consists of revenue from helping our customers deploy our software in operational environments and training their personnel. We recognize the revenues associated with these professional services on a time and materials basis as we deliver the services or provide the training. We generally recognize the revenues associated with our services in the period the services are performed, provided that collection of the related receivable is reasonably assured.

Current wording

Service. Service revenue consists of revenue from helping our customers deploy our software in operational environments and training their personnel. We recognize the revenues associated with these professional services in the period the services are performed, provided that collection of the related receivable is reasonably assured.

Previous wording

Amortization of acquired technology. Amortization of acquired technology includes amortization expense for technology acquired when our former controlling stockholder (the Thoma Bravo Funds) acquired our company in 2014 and from business combinations and asset acquisitions. As the acquired technology from the Thoma Bravo Funds’ acquisition of our company became fully amortized during the year ended March 31, 2025, we expect amortization expense to decrease as compared to historical periods.

Current wording

Amortization of acquired technology. Amortization of acquired technology includes amortization expense for technology acquired from business combinations and asset acquisitions. To the extent significant future acquisitions are consummated, we expect that our amortization of acquired technology may increase.

Previous wording

Amortization of other intangibles. Amortization of other intangibles primarily consists of amortization of customer relationships and tradenames acquired when our former controlling stockholder (the Thoma Bravo Funds) acquired our company in 2014 and from business combinations. As the customer relationships and tradenames acquired from the Thoma Bravo Funds’ acquisition of our company became fully amortized during the year ended March 31, 2025, we expect amortization expense to decrease as compared to historical periods.

Current wording

Amortization of other intangibles. Amortization of other intangibles primarily consists of amortization of customer relationships and tradenames acquired from business combinations and asset acquisitions. To the extent significant future acquisitions are consummated, we expect that our amortization of other intangibles may increase.

Previous wording

Interest income, net, consists primarily of interest income from money market funds, bank deposits, and debt securities held as investments, partially offset by interest expense associated with fees on our Credit Facility (as defined later in this section) and amortization of debt issuance costs.

Current wording

Interest income, net, consists primarily of interest income from money market funds, bank deposits, and debt securities held as marketable securities, partially offset by interest expense associated with fees on our Credit Facility (as defined later in this section) and amortization of debt issuance costs.

Previous wording

Other income (expense), net, consists primarily of foreign currency realized and unrealized gains and losses related to the impact of transactions denominated in a foreign currency, including balances between subsidiaries.

Current wording

Other income, net, consists primarily of foreign currency realized and unrealized gains and losses related to the impact of transactions denominated in a foreign currency, including balances between subsidiaries.

Previous wording

We are subject to income taxes in both the United States and numerous foreign jurisdictions. Significant judgments and estimates are required in determining the consolidated income tax benefit.

Current wording

We are subject to income taxes in both the United States and numerous foreign jurisdictions. Significant judgments and estimates are required in determining the consolidated income tax expense.

Previous wording

Our income tax rate varies from the U.S. federal statutory rate mainly due to (1) the net global intangible low-taxed income (“GILTI”) inclusion, (2) foreign withholding taxes, (3) nondeductible executive compensation, and (4) the recognition of royalty income in the U.S. as a result of the “IP Transfer” (as defined below) in fiscal 2025, partially offset by the generation of U.S. foreign tax credits. We expect these items to continue to affect our income tax rate and income tax benefit.

Current wording

Our income tax rate varies from the U.S. federal statutory rate mainly due to (1) the net global intangible low-taxed income (“GILTI”) inclusion, (2) foreign withholding taxes, (3) royalty income related to the intra-entity asset transfer of the global economic rights of our IP from a wholly-owned U.S. subsidiary to a wholly-owned Swiss subsidiary, and (4) nondeductible executive compensation. We expect these items to continue to affect our income tax rate and income tax expense.

Previous wording

Subscription revenue increased by $76.2 million, or 18%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024, primarily due to existing customers expanding their use of the Dynatrace platform combined with the adoption of our solutions by new customers.

Current wording

Subscription revenue increased by $72.7 million, or 16%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025, primarily due to existing customers expanding their use of the Dynatrace platform combined with the adoption of our solutions by new customers.

Previous wording

Service revenue increased by $3.1 million, or 17%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The increase was primarily due to growth in customer demand for product enablement and adoption services.

Current wording

Service revenue increased by $4.5 million, or 22%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to growth in customer demand for product enablement and adoption services.

Previous wording

Cost of subscription increased by $13.2 million, or 22%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The increase was primarily due to increased cloud-based hosting costs of $9.5 million to support the growing usage of the Dynatrace SaaS platform and increased personnel costs of $2.7 million, inclusive of share-based compensation, largely due to headcount growth to support our growing customer base.

Current wording

Cost of subscription increased by $15.2 million, or 23%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to increased cloud-based hosting costs of $13.3 million to support the growing usage of our SaaS platform.

Previous wording

Cost of service increased by $3.0 million, or 17%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The increase was primarily the result of increased personnel costs, inclusive of share-based compensation, as our service delivery organization has scaled to support our product enablement and adoption within our customer base.

Current wording

Cost of service increased by $1.7 million, or 9%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily the result of increased personnel costs, inclusive of share-based compensation, as our service delivery organization has scaled to support our product enablement and adoption within our customer base.

Previous wording

Subscription gross profit increased by $188.2 million, or 18%, during the nine months ended December 31, 2025 compared to the nine months ended December 31, 2024. Subscription gross margin decreased to 85% for the nine months ended December 31, 2025 compared to 86% for the nine months ended December 31, 2024. Gross margin decreased primarily due to higher cloud hosting expenses, which were driven by increased customer utilization of the Dynatrace SaaS platform and expanding adoption of platform features.

Current wording

Subscription gross profit increased by $57.5 million, or 15%, during the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. Subscription gross margin decreased to 85% for the three months ended June 30, 2026 compared to 86% for the three months ended June 30, 2025. The decrease in gross margin was primarily due to higher cloud-based hosting costs, which were driven by increased customer utilization of our SaaS platform and expanding adoption of platform features, slightly offset by efficiencies in personnel costs.

Previous wording

Service revenue increased by $7.8 million, or 14%, for the nine months ended December 31, 2025 as compared to the nine months ended December 31, 2024. The increase was primarily due to growth in customer demand for product enablement and adoption services.

Current wording

Service gross profit increased by $2.7 million, or 564%, during the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. Service gross margin increase to 13% compared to 2% for the three months ended June 30, 2025. The increase in gross margin was primarily due to growth in customer demand for product enablement and adoption services and efficiencies in personnel costs.

Previous wording

Research and development expenses increased by $22.2 million, or 23%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The increase was primarily the result of increased personnel costs of $18.9 million, inclusive of a $2.6 million increase in share-based compensation, largely due to headcount growth to support the continued expansion of functionality and capabilities of the Dynatrace platform. Cloud-based hosting costs incurred in developing our platform also increased by $1.9 million.

Current wording

Research and development expenses increased by $27.8 million, or 26%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily the result of increased personnel costs of $23.5 million, inclusive of a $2.7 million increase in share-based compensation, largely due to headcount growth to support the continued expansion of functionality and capabilities of our platform. Cloud-based hosting costs incurred in developing our platform also increased by $2.2 million.

Previous wording

Sales and marketing expenses increased by $19.6 million, or 13%, for the three months ended December 31, 2025 as compared to the three months ended December 31, 2024. The increase was primarily due to increased personnel costs of $19.2 million, inclusive of a $1.2 million increase in share-based compensation, due to headcount growth as we continue to invest in our go-to-market strategy.

Current wording

Sales and marketing expenses increased by $16.3 million, or 10%, for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The increase was primarily due to increased personnel costs of $9.4 million, inclusive of share-based compensation, due to headcount growth as we continue to invest in our go-to-market strategy, and increased advertising and marketing costs of $3.1 million.

Previous wording

Interest income, net, for the three months ended December 31, 2025 remained consistent relative to the three months ended December 31, 2024.

Current wording

Interest income, net, for the three months ended June 30, 2026 decreased 28% relative to the three months ended June 30, 2025. The decrease is primarily due to reduced cash equivalent and marketable securities balances, because we increased the amount of our share repurchases.

Previous wording

Other expense, net, was $0.4 million for the three months ended December 31, 2025 compared to $2.1 million for the three months ended December 31, 2024. The change was primarily the result of foreign currency realized and unrealized gains and losses related to the impact of transactions denominated in a foreign currency, including balances between subsidiaries.

Current wording

Other income, net, was $0.4 million for the three months ended June 30, 2026 compared to $6.8 million for the three months ended June 30, 2025. The change was primarily the result of foreign currency realized and unrealized gains and losses related to the impact of transactions denominated in a foreign currency, including balances between subsidiaries.

Previous wording

We have historically maintained a disciplined and balanced approach to optimizing costs and improving the efficiency and profitability of our business, while continuing to invest in future growth opportunities that we expect will drive long-term value. Our principal sources of liquidity are cash and cash equivalents, marketable securities (investments) and cash provided by operating activities. From time to time, we may borrow under our Credit Facility (as defined below). As of December 31, 2025, we had $1,091.5 million of cash and cash equivalents, $155.1 million of investments, primarily consisting of U.S. Treasury securities, corporate debt securities, U.S. agency securities, and commercial paper that have maturities between one and 28 months, and $399.0 million available under our Credit Facility.

Current wording

We have historically maintained a disciplined and balanced approach to optimizing costs and improving the efficiency and profitability of our business, while continuing to invest in future growth opportunities that we expect will drive long-term value. Our principal sources of liquidity are cash and cash equivalents, marketable securities and cash provided by operating activities. From time to time, we may borrow under our Credit Facility (as defined below). As of June 30, 2026, we had $1,057.8 million of cash and cash equivalents, $94.8 million of unrestricted marketable securities, consisting of U.S. Treasury securities, corporate debt securities, and U.S. agency securities that have maturities between one and 28 months, and $398.9 million available under our Credit Facility.

Previous wording

Over the past three years, cash flows from customer collections have increased. Operating expenses have also increased to a lesser extent, growing our cash flows from operations. Our operating cash requirements may increase in the future as we continue to invest in the strategic growth of our company.

Current wording

Over the past several years, cash flows from customer collections have increased. Operating expenses have also increased to a lesser extent, growing our cash flows from operations. Our operating cash requirements may increase in the future as we continue to invest in the strategic growth of our company.

Previous wording

Our material cash requirements from known contractual and other obligations consist of our rent payments required under operating lease agreements and non-cancelable purchase obligations entered into in the ordinary course of business, primarily for cloud hosting support. As of December 31, 2025, total contractual commitments were $702.8 million, with $74.7 million committed within the next 12 months.

Current wording

Our material cash requirements from known contractual and other obligations consist of our rent payments required under operating lease agreements and non-cancelable purchase obligations entered into in the ordinary course of business, primarily for cloud hosting support. As of June 30, 2026, total contractual commitments were $719.8 million, with $178.9 million committed within the next 12 months.

Previous wording

Cash from operations could be affected by various risks and uncertainties, including, but not limited to, the risks detailed in the section titled “Risk Factors” included under Part II, Item 1A of this Quarterly Report. However, we believe that our existing cash, cash equivalents, investments, funds available under our Credit Facility, and cash generated from operations, will be sufficient to meet our cash requirements for at least the next 12 months. Our future capital requirements will depend on many factors, including our growth rate, the timing and extent of spending to support research and development efforts, the continued expansion of sales and marketing activities, the introduction of new and enhanced products, seasonality of our billing activities, timing and extent of spending to support our growth strategy, and the continued market acceptance of our products. In the event that additional financing is required from outside sources, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, operating results, and financial condition would be adversely affected.

Current wording

Cash from operations could be affected by various risks and uncertainties, including, but not limited to, the risks detailed in the section titled “Risk Factors” included under Part II, Item 1A of this Quarterly Report. However, we believe that our existing cash, cash equivalents, marketable securities, funds available under our revolving credit facility, and cash generated from operations, will be sufficient to meet our cash requirements for at least the next 12 months. Our future capital requirements will depend on many factors, including our growth rate, the timing and extent of spending to support research and development efforts, the continued expansion of sales and marketing activities, the introduction of new and enhanced products, seasonality of our billing activities, timing and extent of spending to support our growth strategy, and the continued market acceptance of our products. In the event that additional financing is required from outside sources, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, operating results, and financial condition would be adversely affected.

Previous wording

As of February 9, 2026, we substantially completed repurchases under the $500 million share repurchase program and on that date we announced a new share repurchase program for up to $1 billion of common stock. For additional information, refer to Note 10, Shareholders’ Equity, of the condensed consolidated financial statements in this Quarterly Report.

Current wording

In May 2024, we announced a share repurchase program for up to $500 million of common stock. In February 2026, we completed repurchases under this program and announced a new share repurchase program for up to $1 billion of common stock.

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Previous report — wording carried elsewhere

(1)Includes share-based compensation expense as follows:

Previous report — wording carried elsewhere

Subscription revenue increased by $225.4 million, or 19%, for the nine months ended December 31, 2025, as compared to the nine months ended December 31, 2024, primarily due to existing customers expanding their use of the Dynatrace platform combined with the adoption of our solutions by new customers.

Previous report — wording carried elsewhere

Cost of service increased $8.5 million, or 16%, for the nine months ended December 31, 2025 as compared to the nine months ended December 31, 2024. The increase was primarily the result of increased personnel costs, inclusive of share-based compensation, as our service delivery organization has scaled to support our product enablement and adoption within our customer base.

Previous report — wording carried elsewhere

Research and development expenses increased by $62.4 million, or 22%, for the nine months ended December 31, 2025 as compared to the nine months ended December 31, 2024. The increase was primarily the result of increased personnel costs of $52.9 million, inclusive of a $11.0 million increase in share-based compensation, largely due to headcount growth to support the continued expansion of functionality and capabilities of the Dynatrace platform. Cloud-based hosting costs incurred in developing our platform also increased by $5.1 million.