Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

[X]

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2018

2021

OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________to _________
Commission file number 000-21783

000-38312

eght-20210331_g1.jpg

8x8, Inc.
(Exact name of Registrant as Specified in its Charter)

Delaware
77-0142404
  (StateDelaware
77-0142404
(State or Other Jurisdiction of Incorporation or Organization) 
(I.R.S. Employer Identification Number)

2125 O'Nel Drive
San Jose,

675 Creekside Way
Campbell, CA 95131
95008
(Address of Principal Executive Offices including Zip Code)

(408) 727-1885
(Registrant's Telephone Number, Including Area Code)


Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading SymbolName of each exchange on which registered
COMMON STOCK, PAR VALUE $.001 PER SHARE

Name of each exchange on which registered
EGHT

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES   x        NO   ¨

Yes No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES   ¨        NO   x

Yes No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file reports), and (2) has been subject to such filing requirements for the past 90 days. YES   x        NO   ¨

Yes No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   YES  x     NO  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K, or any amendment to this Form 10-K.   ¨

Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filerx

Accelerated filer¨

Non-accelerated filer¨
(Do not check if a smaller reporting company)

Smaller reporting company¨

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.  
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
YES   ¨        NO   x

Based on the closing sale price of the Registrant's common stock on the NASDAQ Capital Market System on September 30, 2017, the Yes No

The aggregate market value of the voting stock held by non-affiliates of the Registrant on September 30, 2020, based on the closing price of $15.55 for shares of the Registrant’s common stock as reported by the New York Stock Exchange, was approximately $1.2$0.9 billion. For purposes of this disclosure, sharesShares of common stock held by officerseach executive officer, director, and directors of the Registrant, and any beneficial owners of more than 5% of the outstanding shares of common stock that the Registrant believes may be affiliates,their affiliated holders have been excluded as sharesin that mightsuch persons may be deemed to be held by affiliates. The determination of affiliate status for this purpose is not necessarily a conclusive determination for any other purpose.

The number of shares of the Registrant's common stock outstanding as of May 23, 201813, 2021 was 93,004,774.

109,891,927.

DOCUMENTS INCORPORATED BY REFERENCE

Items 10, 11, 12, 13 and 14 of Part III incorporate information by reference from the Proxy Statement to be filed within 120 days of March 31, 20182021 for the 20182021 Annual Meeting of Stockholders.



Table of Contents

8X8, INC.

INDEX TO
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED MARCH 31, 2018

2021

Part I.

Page

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12

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Table of Contents
PART I

Forward-Looking Statements and Risk Factors

Statements contained in this annual report on Form 10-K, or Annual Report, regarding our expectations, beliefs, estimates, intentions or strategies are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. For example, words such as "may," "will," "should," "estimates," "predicts," "potential," "continue," "strategy," "believes," "anticipates," "plans," "expects," "intends," and similar expressions are intended to identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding: industry trends; our number of customers; average annual service revenue per customer; cost of service revenue; research and development expenses; hiring of employees; sales and marketing expenses; and general and administrative expenses in future periods; and the impact of the COVID-19 pandemic. You should not place undue reliance on these forward-looking statements. Actual results and trends may differ materially from historical results and those projected in any such forward-looking statements depending on a variety of factors. These factors include, but are not limited to:

the impact of new or existing serviceseconomic downturns on us and features,
  • our customers, including the impacts of the COVID-19 pandemic;
  • customer cancellations and rate of customer churn;
    customer acceptance and demand for our new and existing cloud communication and collaboration services
  • and features, including voice, contact center, video, messaging, and communication APIs;
  • competitive market pressures, and any changes in the competitive dynamics of the markets in which we compete,
  • compete;
  • the quality and reliability of our services,
  • customer cancellations and rate of churn,
  • services;
  • our ability to scale our business,
  • business;
  • customer acquisition costs,
  • costs;
  • our reliance on infrastructurea network of third-party network services providers,
  • risk of failure in our physical infrastructure,
  • risk of failure of our software,
  • our abilitychannel partners to maintain the compatibility of our software with third-party applications and mobile platforms,
  • continued compliance with industry standards and regulatory requirements in the United States and foreign countries in which we make our software solutions available, and the costs of such compliance,
  • risks relating to our strategies and objectives for future operations, including the execution of integration plans and realization of the expected benefits of our acquisitions,
  • the amount and timing of costs associated with recruiting, training and integratingprovide substantial new employees,
  • customer demand;
  • timing and extent of improvements in operating results from increased spending in marketing, sales, and research and development,
  • development;
  • the amount and timing of costs associated with recruiting, training and integrating new employees and retaining existing employees;
    our reliance on infrastructure of third-party network services providers;
    risk of failure in our physical infrastructure;
    risk of defects or bugs in our software;
    risk of cybersecurity breaches;
    our ability to maintain the compatibility of our software with third-party applications and mobile platforms;
    continued compliance with industry standards, regulatory, and privacy requirements, globally;
    introduction and adoption of our cloud software solutions in markets outside of the United States,
  • riskStates;
  • risks relating to the acquisition and integration of cybersecurity breaches,
  • general economic conditions that could adversely affectbusinesses we have acquired or may acquire in the future;
  • risks related to our businesssenior convertible notes and operating results,
  • implementationthe related capped call transactions; and effects of new accounting standards and policies in our reported financial results, and
  • potential future intellectual property infringement claims and other litigation that could adversely effectimpact our business and operating results.

    The forward-looking statements may also be impacted by the additional risks faced by us as described in this Annual Report, including those set forth under the section entitled "Risk Factors." All forward-looking statements included in this Annual Report are based on information available to us on the date hereof, and we assume no obligation to update any such forward-looking statements. Readers are urged to carefully review and consider the various disclosures made in this Annual Report, which attemptattempts to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

    Our fiscal year ends on March 31 of each calendar year. Each reference to a fiscal year in this Annual Report, refers to the fiscal year ended March 31 of the calendar year indicated (for example, fiscal 20182021 refers to the fiscal year ended March 31, 2018)2021). Unless the context requires otherwise, references to "we," "us," "our," "8x8" and the "Company" refer to 8x8, Inc. and its consolidated subsidiaries.

    All dollar amounts within this Annual Report are in thousands of U.S. Dollars ("Dollars") unless otherwise noted.
    2

    Table of Contents

    ITEM 1. BUSINESS

    Overview

    A

    8x8 is transforming the future of business communications as a leading Software-as-a-Service ("SaaS") provider of enterprisevoice, video, contact center, and communication APIs powered by a global cloud communications solutions,platform. 8x8 helps businesses getempowers workforces worldwide by connecting individuals and teams so they can collaborate faster and work smarter from anywhere. 8x8 provides real-time business analytics and intelligence giving its customers unique insights across all interactions and channels on our platform so they can support a distributed and hybrid working model while delighting their employees, customersend-customers and applications talking, and to make people more connected and productive worldwide. From a unified, proprietary platform, we offeraccelerating their business. 8x8 has approximately 1.8 million paid business users.
    Until recently, the unified communications team collaboration, conferencing, contact center, analytics and other servicesmarket had been one of the last to our business customers on a Software-as-a-Service (SaaS) model.

    2


    Small businesses were the first to transition their communications to the cloud starting several years ago, often based on its cost effectiveness, ease of deployment and inherent flexibility. Now, larger businesses that have adopted cloud-based solutions for other applications and processes are increasingly looking to modernize their communications in a similar fashion. We believe this adoption is being driven by the convergence of several market trends, including the increasing costs of maintaining installed legacy communications systems; the fragmentation resulting from use of multiple on-premises systems, which has worsened as workforces have become more distributed and international; and the proliferation of personal mobile devices in the workplace.

    Our solutions offer businesses a secure, reliable and simplified approach for businesses to transition their legacy, on-premises communications systemsmove to the cloud. This past year's rapid acceleration of digital transformation has boards and executive leadership teams increasingly looking towards secure cloud communications as a core element of business resilience. Through seamless, personalized engagement, these organizations are able to drive differentiated customer experiences. We believe the ability for employees to communicate productively from either a single, easy-to-use application or directly within their existing business applications is quickly becoming a fundamental differentiator in digital transformation.

    The 8x8 open communications platform is a highly available, fully redundant solution, supported by a single, standard and financially-backed Service Level Agreement across unified communications as a service ("UCaaS") and contact center as a service ("CCaaS"). It is one of the industry’s most complete cloud technology stack and operates in a SaaS business model. A consistent data layer across the platform powers 8x8 AI/ML (artificial intelligence/machine learning) algorithms to deliver data-driven business insights and intelligent, comprehensive, and integrated applications that drive employee productivity, resource optimization, and more effective end customer interactions. Our comprehensive solution, builtcloud communications, contact center, and collaboration solutions are designed for easy deployment, management, and use, operating across multiple devices and locations for any business workflow or global environment. Built from core cloud technologies that we own and manage internally, our platform solution enables 8x8 customers to rely on a singleone provider for their global communications, video meetings, contact center and customer support requirements. Combining these services allows our customers to eliminate information silos and expose vital, real-time communications data spanning multiple services, applications and devices which, in turn, can improve productivity, business performance and customer experience.

    Our customers are spread across more than 150 countries and range from small businesses to large enterprises with more than 10,000 employees. In recent years, we have increased our focus on the mid-market and enterprise customer segments, and in fiscal 2018, we generated a majority of our new services revenue from customers in these business segments.

    The Challenge

    Businesses today face increasing cost and complexity with deployments of communications and collaboration solutions. Companies of all sizes are managing a global, distributed workforce that seeks to leverage multiple forms of communication in their day-to-day interactions. The rapid rise of mobile devices in the enterprise has created demand for bring-your-own-device (BYOD) integration as part of a typical business' communications needs. CIOs and IT leaders are also increasingly focused on delivering superior customer experience as a strategic priority, and seeking ways to leverage their communications infrastructure to enable more personalized and productive customer interactions. Companies are looking to increase their competitive edge by also integrating their communications with Enterprise Resource Planning (ERP), Customer Relationship Management (CRM), Human Capital Management (HCM) applications, and other back-office IT (information technology) systems within their communications infrastructure. Further complicating matters, business users are circumventing their IT departments by using a variety of self-selected third-party tools for team communications and collaboration, driving a shift in the buying center for communications and collaboration from IT to individuals, a phenomenon known in the industry as "shadow IT."

    We believe traditional on-premises communications systems are unable to accommodate all of these needs in a cost-efficient manner. In addition to being difficult to deploy and expensive to maintain in multiple locations for a globally distributed workforce, these solutions often fail to provide the mobility, business continuity and integration capabilities required by modern business customers. BYOD demands from employees further complicate the delivery of a company-wide communication system using on-premises equipment. The result is a patchwork of communications systems with security risks that stretch across the organization and lost productivity.

    The 8x8 Solution

    Platform Strategy

    We offer a highly scalable and configurable cloud communications platform comprising voice, video meetings, chat and team collaboration, contact center, communication APIs, and analytics for businesses of all sizes across the globe. Customers can start out with an individual service or combination of services, for example, with video conferencing or phone service, and then scale their usage over time by enabling additional services, capabilities and analytics offerings when ready. The key attributes of the 8x8 solution include:

    Unified Communications, Collaboration, and Collaboration withinContact Center on a Single Integrated Softwaresingle, API-based Cloud Technology Platform. We believe that integrated communicationsa common platform for communication and collaboration drives more efficient employee and customer engagement and greater business productivity. We are unique amongUnlike many of our principal competitors, in that we own the core technology and manage the platform behind all of our services (voice, callservices: voice, video meetings, contact center, chat and collaboration).team collaboration, and communications APIs. We believe having control over our entire platform enables us to deliver a more unifiedconsistent and seamless experience for our customers across all aspects of the service from the user interface to the technical support experience. In addition, our 8x8 Sameroom technology helps our customers tear down information silos by providing interoperability among multiple third-party collaboration tools.


    Big Data, Analytics, and Artificial Intelligence. We have developed a suite of web-based analytics tools to help customers make informed decisions based on underlying communications data associated with 8x8 services and supported devices. We continue to make strategic investments in Artificial Intelligence (AI) and Machine Learning (ML) to develop new capabilities and features for our customers such as context-rich customer engagements, intelligent call routing and faster first-call resolution.

    3



    Global Reach®. 8x8's Global Reach® initiative refers to our global strategy to providetechnology provides enterprise-grade quality of service, reliability, security and support for our multinational customers. Our platform utilizes intelligent geo-routing technology and leverages 15 data centers across sevenglobally dispersed regions - United States, Canada, United Kingdom,North America, South America, Continental Europe, Asia, South America, and Australia - to provide consistently high call quality to customers worldwide.


    Intuitive User Experience. Our web, desktop, and mobile interfaces act as the communications portal for all 8x8 services and provide customers with a familiar, consistent and consistentintegrated user experience across all endpoints.


    Committed Service Quality and Availability over the Public Internet. We offer a single, standard Service Level Agreement (“SLA”) for our enterprise customers across our contact center and business communications services. This SLA includes meaningful uptime and voice quality commitments, backed by service credits and a no-penalty early termination right for the customer under specified conditions.

    3

    Configurability and Flexibility.Each service plan in our flagship offering, X Series, is designed for the different roles in a company so customers only pay for the features each role needs. No matter what the business communication or contact center needs are now, X Series has a service plan designed to meet them, while giving customers an easy way to expand and upgrade their communications options in the future. The simplicity and ease of configuration and deployment is due to all solutions being owned by 8x8 and sharing the same platform.

    Rapid Deployment. Business agility in the global, modern economy is a competitive necessity, and we embrace the notion that communication services should be deployable as quickly as possible.possible, including across highly distributed businesses with multiple facilities or remote workforces. Our services can generally be provisioned in minutes from web-based administrative tools. We have automatedtools, and we continue to increase the automation across our provisioning,deployment, billing, and othersupport systems to provide greater speed and flexibility in deployment for our customers. To ensure consistency and quality across our productsservices and customer base, we have developed a standard, yet flexible, deployment methodology that we refer to as Elite Touch®.methodology. We apply this systematic approach to all of our deployments, regardless of size or complexity.


    Integration with Third-Party Business Applications. Our software uses a combination of open APIs and pre-built integrations to retrieve contextually relevant data from, and to enhance the Public Internet. We currently offer our qualifying enterprise customers an "end-to-end" service level agreement (SLA), with meaningful uptimefunctionality of, a wide variety of customers' third-party applications, including Salesforce, Microsoft Dynamics, Google, NetSuite, Okta, Zendesk, Oracle Sales Cloud, Bullhorn, Aryaka, and voice quality commitments, backed by service credits and a no-penalty early termination right for the customer under specified conditions.


    Emphasis on Security and Compliance. Our security program is designed to protect the confidentiality, integrity and availability of our customers data. We have invested heavily in achieving compliance with various industry standards, and we believe we have created a top-down culture of security and compliance, including a commitment to secure architecture and development.

    As such, we have made significant investments in achieving compliance with various industry standards for data security and related third-party certifications.


    Jitsi Open Source Video Project. 8x8 is the sponsor and primary contributor to the Jitsi secure video conferencing open source project. We operate jitsi.org and the Jitsi Meet service, and develop our Video Meetings portfolio based on this code. 8x8 offers the Jitsi community an intuitive upgrade path to rich, supported communications applications.
    Our Strategy

    We are committed to developing and delivering the most innovative, reliable, scalable and secure cloud software for global business communications. Our strategy is informed by evolving market dynamics, including the growing adoptionSolutions Through our integrated technology platform, we offer our customers a portfolio of cloud communications, collaboration andvoice, video, contact center, software by larger commercial and enterprise customers, along with the unique attributes of our technology.

    Key elements of our strategy include:

    Our Products

    Powered by company-owned and managed technologies, 8x8's solutions serve businesses of all sizes, scaling readily to serve large, globally distributed enterprise customers. All of our core software components work together and can be combined into different bundles depending on the business needs of our customers.

    Over the course of fiscal 2018, we offered a variety ofclassic products:

    8x8 Virtual Office isWork: a self-contained, feature rich,feature-rich, end-to-end United Communications solution that delivers high qualityenterprise voice with PSTN connectivity, secure video meetings and unified communications-as-a-service globally.

  • messaging powered by one global cloud communications platform.

  • 8x8 Virtual Contact Center isCenter: a multi-channel cloud-based contact center solution that enables evenboth large and small contact centers to enjoy the smallest contact center to enjoysame customer experience and agent productivity benefits that were previously available only to large contact centers at a much higher cost.


  • 8x8 Virtual Office Meetings isMeet: a cloud-based video conferencing and collaboration solution that enables secure, continuous collaboration with borderless high definition (HD) video and audio communications from mobile and desktop devices anywhere in the world.


  • 8x8 Sameroom providesTeam Messaging: an interoperabilityintegrated open team messaging platform that enables cross-teamto facilitate modern modes of communication with support for direct messages, public and private team messaging rooms, short messaging service ("SMS"), presence, emojis, and collaboration within a large organization and between organizations.“@ mentions” (i.e., embedded links directed at named users). With the Sameroomour team messaging technology, our customers can collaborate across more than twenty disparate teamthird-party messaging solutions.

  • Script8 (Scripting Engine)is

  • 8x8 CPaaS: a dynamiccomprehensive set of global communications flowplatform-as-a-service ("CPaaS") capabilities that enable business to directly integrate our platform services within their websites, mobile apps and routing engine that offersbusiness systems for personalized customer engagement at high scale. Our SMS, Chat App, Video Interaction, 8x8 Jitsi-as-a-Service, and Voice APIs enable companies to reach their customers anywhere with a scripting environment for intelligently routing communications data for specific workflows. Script8 allows end-usersproven, reliable global network. The AI-powered 8x8 Callstats Service provides real-time metrics and analytics on a WebRTC session to create simple, personalizedimprove voice and customizable communications experiences, including communications control, external data source integration and intelligent routing.

    While these components have worked well together, thevideo quality of service.

    4

    Table of Contents
    8x8 X Series
    The capabilities of these productsour core communications solutions are being further integrated into a unified suite that we refer to ascomprehensive bundled offering called 8x8 X Series. We began releasing integrated product suites during our fiscal 2018 with offerings such as Virtual Office X8 Editions. During fiscal 2019, we will be accelerating the transition by drivingSeries in addition to being available on an individual basis. X Series adoption.

    We intend toservice plans are designed so customers pay for only those capabilities the business needs while providing businesses with an upgrade path over time as their needs evolve and grow.

    Designated X1 through X8, we offer the following productservice plans and capabilities in the8x8 X Series:

    X1 through X4are integrated suites that will provide efficient, intelligent, cloud-based, enterprise engagement solutions. The packages will deliver high qualityenterprise-grade voice, unified communications, video meetings and unified communications-as-a-service globally, enabling end users to useteam collaboration functionality. Delivered from a single platform, these service plans provide one application for business voice, team messaging and meetings so that employees can quickly, easily and with just one click move from a chat message to a phone numbercall to placea video conference. Users can access the essential communication and receive calls at any supported device (includingcollaboration features through the desktop phones, computers with the 8x8 desktop software installed and mobile devices with the 8x8app, mobile app installed) overor a broadband internet connection. Additionally, in ascending order, each package will incrementally offer moredesk phone. As a business grows, the details and features of plans can be mapped to business needs such as a lobby or store floor, a global caller organization, or to supervisor/analyst requirements. Features expected by demanding communications and collaboration customers today, such asas: auto attendants; worldwide extension dialing; corporate directory with click-to-call functionality; presence, messaging and chat; call recording; call monitoring; internet fax; and the ability to interact contextually with inbound communication (email, call or chat). Customers can mixbe mixed and matchmatched for customizable packages within theirfit for business to most effectively meet the needs of individual users.

  • X Series Meetings is a cloud-based video conferencing and collaboration solution that enables secure, continuous collaboration with borderless high definition (HD) video and audio communications from mobile and desktop devices anywhere in the world. Meetings is integrated within the X Series desktop and mobile experience, allowing users to schedule meetings, initiate instant collaboration on the fly, transition instant messaging conversations into a meeting from a single application, share content, and record meetings.
  • 5


  • Open Team Messaging Platformprovides an integrated open team messaging platform to facilitate modern modes of communication with support for direct messages, public and private team messaging rooms, short messaging service (SMS), presence, emojis, and @mentions. 8x8 Sameroom technology provides interoperability between 8x8 Team Messaging and 3rd party messaging platforms for cross-team messaging and collaboration interactions between internal and external departments and organizations.

  • X5 through X8will generally provide the features of X1 through X4, plus contact center functionality. These service plans deliver employee experience and deep customer engagement through integrated cloud communication, contact center software and collaborationvideo meetings solutions. These packages build offWhether the precedingcustomer is managing a startup or a large enterprise, 8x8 X Series bundles, adding intelligent, easy-to-use, rapid to deploy cloudprovides the communication capabilities that contact center solutions or more robust omni-channel cloudagents need to respond faster using instant access to relevant information and subject matter experts. Designed to ensure that customers pay for only the requirements needed, there are four X Series Cloud Contact Center service plans: the Voice-Focused Contact Center with Predictive Dialer Plan; the Voice-Focused Contact Center with Advanced Reporting Plan; the Multichannel Contact Center with Advanced Reporting Plan; and the Multichannel Contact Center with Advanced Analytics and Predictive Dialer Plan, inclusive of quality management, speech analytics, and outbound predictive AI dialer.
    The result is a communication, meeting, and contact center solutions. Additionally, each package will incrementally offer different features, suchengagement platform that enables businesses to move at the speed of employee and customer expectations, leading to less churn and more revenue. While we believe in and continue to emphasize the power of the platform as self-services configuration, programmable IVR tool, automatic queuing and routing, skills-based routing, browser-based agent console, multimedia management, real-time monitoring and reporting, internal chat, voice recording and logging, historical reporting, customer call back, contact and case management tools, and speech analytics.

    Our Technology

    We introduced our first communications SaaSthe collective offering in 2002, and have since expandedof our solutions, features and capabilities. Our services are powered by internally-owned and operated technologies and are deliveredwe also make our solutions available independently to introduce customers to our platform and expand their platform engagement over time.

    Routes to Market
    We sell directly to customers from our cloud communications platform. From inceptionor through March 31, 2018 weindirect sales channels . Our indirect sales channel consists of global and regional networks of value-added resellers ("VARs") and carriers, as well as a partner network consisting of master agents and the sub-agent community, independent software vendors ("ISVs"), system integrators, and service providers selling 8x8 solutions to small, mid-market, and enterprise businesses.
    Our Customers
    We have been awardeda diverse and growing customer base of more than 58,000 companies in more than 150 United States patents covering a variety of voice and video communications, signaling, processing, analytics, and storage technologies. Manycountries, with no single customer representing 10% or more of our current patents apply to the communications software usedrevenues in our various SaaS solutions.

    We developed our Global Reach patented technology with the goalfiscal 2021, 2020, and 2019. This includes companies of ensuring that 8x8 voice communications, placed or received anywhere on the globe on any compatible device, can have the same consistent quality asevery size and across a local call within a single area code. Many hosted Voice over Internet Protocol (VoIP) solutions route call data through the same, predetermined data center, regardlesswide range of the physical or geographic location of callers. By contrast, when an end-user makes a call using our solution, our patented technology seeks out the closest data center to the caller's location, subject to service quality, securityindustries and data sovereignty considerations. We call this "geo-routing." Our proprietary technologies take into account current Internet and carrier network conditions and determine the best route virtually instantaneously, ensuring that latency is minimized within the available routing options.

    Our software solutions provide mission critical services to our business customers. Therefore, we have developed technologies and architectures that embed high reliability and uptime into our software.

    We believe one of the key areas that differentiates 8x8 from our competitors is the quality of our real-time service delivery over the public Internet. Real-time voice is perhaps the most difficult application to be delivered over the public Internet as there is no time for retransmission and there is little buffering that can be done without impacting the quality of a real-time conversation. As such, quality of the connection well beyond just the available bandwidth is the most important element of service delivery for VoIP. By having diverse routes and connectivity as well as full and granular Border Gateway Protocol (BGP) control over these connections, 8x8 is constantly inspecting the state of the Internet to optimize our service delivery to customers.

    In addition, we have instrumented hundreds of thousands of 8x8 endpoints to provide details of quality of connection information at the end of each call to 8x8's internal network operations environment. This is possible due to our full control over the core networking stack and the transit connections in our data centers.  

    Our technologies include a number of deployment methodologies that promote consistency and efficiency in the implementation of our services , while driving customer adoption of our more advanced software features. We also manage and port existing business numbers globally, and we provide local number porting services in more than 40 countries. Our software provides connectivity to emergency services and other services required by telecommunications regulations in different regions of the world. We have developed our own proprietary billing software which is closely integrated with our products.

    Finally, a key aspect of our technology, especially critical for larger enterprise customers and certain industry verticals, such as healthcare, is our emphasis on security and compliance, which we have addressed through specific measures such as our end-to-end encryption technologies and certifications with various regulations and industry standards as described above.

    6


    Sales, use cases.

    Marketing and Promotional Activities

    We market our services directly to end users through a variety of means, including search engine marketing and optimization, third-party lead generation sources, industry conferences, trade shows, webinars, and digital advertising channels. We employprimarily sell our solutions and subscriptions through a direct sales organization, consisting of inside and field-based sales agents and we partner with an indirect channel partner network consisting of value-added resellers (VARs), master agents, independent software vendors (ISVs), system integrators and service providers. We typically contract directly with the end customer and use these channel partners to identify, qualify and manage prospects throughout the sales cycle, although we also have arrangements with a number of partners who resell our services to their own customers, with whom we do not contract directly. For mid-market and enterprise customers, our sales professionals work closely with inside technical support, sales engineers and deployment specialists to develop customized solution proposals based on individual customer requirements.

    In fiscal 2018, we invested in new and unique demand generation programs for our channel partners, including new partner enablement tracks with dedicated resources, online customer return on investment (ROI) tools, co-branded marketing materials and our "PartnerConnect" portal which, among other capabilities, allows partners to launch and manage multi-touch digital co- marketing campaigns.  We also continued to invest in developing partner deployment and support certification programs.

    We believe the 8x8 partner channel strategy has been a critical component of our strategy for winning large and mid-market enterprise business, and in this most recent fiscal year, we significantly expanded and enhanced our global partner program.

    Competition

    Given the size and stage of the current market opportunity and the breadth of our communications and collaboration service platform, we face competition from many companies, including other cloud services providers, communications and collaboration software vendors and incumbent telephone companies and other resellers of legacy communications equipment. For more information regarding the risks associated with such competition, please refer to our "Risk Factors" below.

    Cloud Communications and Contact Center Services Providers

    For customers looking to implement cloud-based communications, we compete with other cloud communication software providers such as RingCentral, Fuze, Vonage, Five9 and InContact/Nice. We believe that the integration of our services over a common platform, including contact center, differentiates our services from those offered by these competitors.

    Large Internet and Cloud Services Vendors

    We also face competition from communications and collaboration software vendors such as Cisco, Google, Amazon Web Services and Microsoft, some of which are well established in the communications industry while others have only recently begun to market cloud communications solutions. Some of these competitors have developed strong software solutions for its respective communications and/or collaboration silo. Many of these competitors are substantially larger, better capitalized,U.S. and more well-known than we are. However, we believe that a collective deployment of these software solutions is likely to be more expensive and cumbersome for customers, when compared to similar deployments of our services.

    Incumbent Telephony Companies and Legacy Equipment Providers

    Our cloud-based software replaces wire line business voice services sold by incumbent telephone and cable companies such as AT&T, CenturyLink, Comcast, and Verizon Communications, often in conjunction with on-premises hardware solutions from companies like Avaya, Cisco and Mitel. We believe that the solutions offered by these competitors are typically more expensive to adopt, require cumbersome on-premises implementations, and need regular hardware and IT infrastructure upgrades. Furthermore, the offerings often do not provide all the functionality needed for larger customers to integrate their communication systems with their IT infrastructure, therefore requiring additional system integration investments.

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    Operations

    Our operations infrastructure consists of data management, monitoring, control, and billing systems that support all of our products and services. We have invested substantial resources to develop and implement our real-time call management information system. Key elements of our operations infrastructure include a prospective customer quotation portal, customer provisioning, customer access, fraud control, network security, call routing, call monitoring, media processing and normalization, call reliability, detailed call record storage and billing and integration with third-party applications. We maintain a call-switching platform in software that manages call admission, call control and call rating and routes calls to an appropriate destination or customer premises equipment.

    Network Operations Center

    We maintain global network operations centers at our headquarters in San Jose, California and in Cluj-Napoca, Romania, and employ experienced staff in voice and data operations in US, UK, and Romania to provide 24-hour operations support, seven days per week. We use various tools to monitor and manage elements of our network and our partners' networks in real time. We also monitor the network elements of some of our larger business customers. Additionally, our network operations centers provide technical support to troubleshoot equipment and network problems. We also rely upon the network operations centers and resources of our telecommunications carrier partners and data center providers to augment our monitoring and response efforts.

    In the event of a major disruption at a data center, such as a natural disaster, failover between data centers for 8x8 Virtual Office is designed to occur almost instantly and with minimal disruption. In addition, most of the maintenance services performed by 8x8 do not interrupt the service we provide to customers. For example, we can move the core call flow processing from one data center to another without dropping a call. We offer local redundancy (i.e., failover to a data center within the same region) as a standard feature of 8x8 Virtual Contact Center, and geographical redundancy (i.e., failover to a data center in a different region) can be enabled as an option to provision geo-redundant tenants on multiple sites.

    Customer and Technical Support

    8x8 maintains a global customer support organization with operations in the United States, United Kingdom, Philippines, Singapore, and Romania. Customers can access 8x8 customer support services directly from the company website, or receive multi-channel technical support via phone, chat, web and email. Emergency support is available on a 24x7 basis.

    We take a lifecycle approach to customer support, supporting customers from onboarding to deployment and training, and through the renewal process, to drive greater user adoption of 8x8 services. For our larger enterprise customers, our Elite Touch implementation methodology utilizes a Deployment Management team and provides active support through the "go-live" date at each customer site. We also have an Elite Customer Success Program, and, for a certain profile of customer, a dedicated Customer Success Manager, as a single point of contact for every aspect of the post-sale relationship.  Finally, we offer a variety of training classes through our 8x8 Academy, either through instructor-led classes or self-paced eLearning.

    Interconnection Agreements

    We are a party to telecommunications interconnect and service agreements with VoIP providers and public switched telephone network (PSTN) telecommunications carriers in the United States and other global regions.  Pursuant to these agreements, VoIP calls originating on our network can be terminated on other VoIP networks or the PSTN, and likewise, calls originating on other VoIP networks and the PSTN can be terminated on our network.

    internationally.

    Research and Development

    The cloud communications market is characterized by rapid technological changes and advancements, typical of most SaaS markets. Accordingly, we make substantial investments in the design and development of new products and services, as well as the development of enhancements and features to our existing products and services, and make these enhancements available to our customers frequently. Research and development expenses in each of the fiscal years ended March 31, 2018, 2017 and 2016 were $34.8 million, $27.5 million, and $24.0 million, respectively.

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    We plan to invest in expanding the set of services within our platform, including extending our contact center capabilities, adding deeper collaboration services, and bringing an increasing number of analytics-driven applications to market. Our development programs continue to focus on the integration and functionality of our products and services with other SaaS products, such as Google's GSuite, Salesforce.com, NetSuite, Zendesk and others. We also plan to continue investing in our AI and ML research, to develop more intelligent features for our services.

    We currently employ individuals in research, development, and engineering activities in our facilities in San Jose, California, London, Englandthe United States, United Kingdom, Romania, Singapore, and Cluj, RomaniaPhilippines, as well as outsourced software development consultants.

    consultants around the world.

    Intellectual Property
    As of March 31, 2021, we have been awarded more than 250 patents, with more than 100 U.S. and foreign patent applications pending. Our portfolio of patents, with expiration dates through 2038, and patent applications cover diverse aspects of our unified communications, video, API, collaboration and contact center services and infrastructure.
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    Our business relies on a combination of trade secrets, patents, copyrights, trademarks laws and contractual restrictions, such as confidentiality agreements, licenses, and intellectual property assignment agreements. We require our employees, contractors, and other third parties to sign agreements providing for the maintenance of confidentiality and also the assignment of rights to inventions made by them while providing services to us. We also use software components in our platform that are licensed to the public under open source licenses.
    See the section entitled “Risks Related to Intellectual Property” in Part I, Item 1A "Risk Factors," for more information on our intellectual property risks.
    Competition
    Given the size and stage of the current market opportunity and the breadth of services provided by our communications platform, we face competition from many companies, including cloud communications providers of voice, video, chat and collaboration, contact center, and communication APIs as well as other cloud services providers, incumbent telephony companies and resellers of legacy communications equipment described below. We believe that the cost of ownership benefits and superior user experience provided by the integration of our services over a common platform differentiates our services from those offered by these competitors.
    Cloud Communications Providers of Voice, Video, Chat and Collaboration, Contact Center and Communication APIs: For customers looking to implement cloud-based communications, our single services platform competes with other cloud communication providers of voice, chat, collaboration, contact center and communication APIs such as RingCentral, Inc., Vonage Holdings Corp., Genesys, Zoom Video Communications, Inc., Five9, Inc., NICE inContact, and Twilio Inc., among others.
    Internet and Cloud Services Vendors: We also face competition from communications and cloud vendors such as Cisco Systems, Inc., Google, Inc., Amazon Web Services, Inc., and Microsoft Corporation, among others, some of which are well established in the communications industry while others have only recently begun to market cloud communications solutions.
    Incumbent Telephony Companies and Legacy Equipment Providers: Our cloud-based software replaces wire line business voice services sold by incumbent telephone and cable companies such as AT&T, Inc., CenturyLink, Inc., Comcast Corporation, and Verizon Communications, Inc. often in conjunction with on-premises hardware solutions from companies like Avaya, Inc., Cisco and Mitel Networks Corp. At the same time, some of these incumbent communication companies have launched their own cloud communication services to more directly compete with us and other cloud communication providers.
    See the section entitled “Risks Related to Our Business and Industry” in Part I, Item 1A "Risk Factors," for more information on our risks related to competition.
    Operations
    Our operations infrastructure consists of data management, monitoring, control, and billing systems that support all of our products and services. We invest substantial resources to develop and implement our service monitoring real-time call management information system. Key elements of our operations infrastructure include customer quoting and ordering capabilities, customer provisioning, customer access control, fraud control, network security, video, voice and SMS message routing, quality monitoring, media processing and normalization, call reliability, detailed call record and message storage, transactional metering for usage-based services, product interfaces and billing and integration with third-party applications. Our software platform manages the admission, control, rating, and routing of calls and SMS messages to their appropriate destinations. The platform and its assets have been built to ensure connectivity, redundancy, security, and scalability. Our tools and processes aim at maximizing communications range, quality, and reliability.
    Network Operations Center: We maintain global network operations centers around the world and employ experienced staff in voice and data operations in U.S., U.K., Romania, Indonesia, Singapore and Philippines to provide 24-hour operations support, seven days per week, whether working in our network operations centers or remotely. We use various tools including an extensive set of synthetic tests and Application Performance Monitoring to monitor and manage elements of our network and our partners' and certain larger customers’ networks in real time. Additionally, our network operations centers provide technical support to troubleshoot equipment and network problems, monitor the quality of the communications transiting on the platform and connectivity with our network (including SMS and voice providers, mobile network operators, 3rd party applications, and data partners), and monitor the health and connectivity of our customer integrations. We also rely upon the network operations centers of our telecommunications carrier partners and data center providers to augment our monitoring and response efforts. Even though our and our partner data centers have been designated as essential business, which are exempt from shelter-in-place requirements in the locations where we operate during the COVID-19 pandemic, for example, our globally dispersed operations and remotely working capabilities allow us to maintain redundant back-up operations services to minimize or eliminate the impact of any local disruptions at any of our operations centers or data centers.
    In the event of a major disruption at a data center, such as a natural disaster or service disruptions caused by COVID-19 pandemic, failover between data centers or public cloud regions for 8x8 X Series is designed to occur with no or minimal disruption. In addition, most of the maintenance services performed by 8x8 do not interrupt the service we provide to customers.
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    Customer and Technical Support: 8x8 maintains a global customer support organization with operations in the United States, United Kingdom, Philippines, Singapore, and Romania. Customers can access 8x8 customer support services directly from the company website, or receive multi-channel technical support via phone, chat, web, and email. Emergency support is available on a 24x7 basis.
    We take a lifecycle approach to customer support, supporting customers from on-boarding to deployment, and through the renewal process, to drive greater user adoption of 8x8 services. For our larger enterprise customers, our implementation methodology utilizes a deployment management team and provides active support through the "go-live" date at each customer site. We also have a Premium plus success program, and, for a certain profile of customer, a dedicated customer engagement manager, as a single point of contact for every aspect of the post-sale relationship.  Finally, we offer a variety of training classes through our 8x8 University, either through instructor-led classes or self-paced online learning.
    Interconnection Agreements: We have agreements with SMS, voice providers, and mobile network operators worldwide. Pursuant to these agreements, we can provide inbound and outbound telephony and SMS messaging services to traditional telecommunication systems and mobile networks worldwide through our platform via these carriers.
    Regulatory Matters

    In the United States, at the federal level, we are subject to regulation by the Federal Communications Commission ("FCC") as a provider of Voice over Internet Protocal ("VoIP"), as well as state and local regulations applicable to VoIP providers. For example, regulations we are subject to include E-911 services, porting of phone numbers under specific conditions, protection of customer data generated by the use of our services, and obligations to contribute to federal programs including universal service fund and other software communications and collaboration services, like ours, have been subject to less regulation at theregulatory funds as well as state and federal levels than traditional telecommunications services. The FCC has subjected VoIPlocal 911 and universal service providers to a smaller subset of regulations that apply to traditional telecommunications service providers and has not yet classified VoIP services as either telecommunications or information. The FCC is currently examining the status of VoIP service providers and the services they provide in multiple open proceedings.

    Many state regulatory agencies impose taxes and other surcharges on VoIP services, and certain states take the position that offerings by VoIP providers are intrastate telecommunications services and therefore subject to state regulation. These states argue that if the beginning and end points of communications are known, and if some of these communications occur entirely within the boundaries of a state, the state can regulate that offering. We believe that federal regulations largely pre-empt state regulations that treat VoIP offerings in the same manner as providers of traditional telecommunications services. However, there are many areas of regulation where pre-emption has not been resolved as a matter of law. It is possible that the FCC could determine that VoIP services are not information services, or that there could be a judicial or legislative determination that the states are not pre-empted from regulating VoIP services as traditional telecommunications services. We cannot predict how or when these issues will be resolved or the potential future impact on our business at this time.

    funds.

    In addition to regulations addressing Internet telephonyat the federal and broadband services, other regulatory issues relating to the Internet generally could affect our ability to provide our services. Congress has adoptedstate levels, many states are also enacting privacy legislation that regulates certain aspectsapply to companies such as us which collect, store, and process many types of data, including personal data. In particular, California has recently enacted the Internet including online content, user privacy, taxation,California Consumer Privacy Act ("CCPA"). The CCPA imposes new obligations on qualifying for- profit companies, such as us, doing business in California, and substantially increases potential liability for third-party activities and jurisdiction. In addition, a number of initiatives pending in Congress and state legislatures would prohibit or restrict advertising or sale of certain products and services on the Internet, which may have the effect of raising the cost of doing business on the Internet generally.

    such companies for failure to comply with data protection rules applicable to California residents.

    Internationally, we are subject to a complex patchwork of regulations that vary from country to country. Some countries have adopted laws that make the provision of VoIP services illegal within the country. Other countries have adopted laws that impose stringent licensing obligations on providers of VoIP services like ours. In many countries, it is not clear how laws that have historically been applied to traditional telecommunications providers will be applied to providers of VoIP services like us. On May 4, 2016,In the EU formally adoptedEuropean Union ("EU"), the General Data Protection Regulation or GDPR, which became effective on May 25, 2018, and will replace the Data Protection Directive 95/46/EC. The GDPR("GDPR") imposes new obligations on all companies that collect, store, and process many types of data, including personal data, like us, and substantially increases potential liability for all companies, including us, for failure to comply with data protection rules.

    The effect of any future laws, regulations and orders, or any changes in existing laws or their enforcement, including the application of new taxes and regulations on communication applications like ours running over the internet, on our operations cannot be determined. But as a general matter, increased regulation andSee the imposition of additional funding obligations increases service costs that may or may not be recoverable from our customers. An increasesection entitled “Risks Related to Regulatory Matters” in these costs could make our services less competitive with traditional telecommunications services, if we increase our prices, or decrease our profit margins, if we attempt to absorb such costs.

    Federal, state, local and foreign governmental organizations are considering other legislative and regulatory proposals that would regulate and/or tax applications running over the Internet. We cannot predict whether new taxes will be imposed on our services, and depending on the type of taxes imposed, whether and how our services would be affected thereafter. Increased regulation of the Internet may decrease its growth and hinder technological development, which may negatively impact the cost of doing business via the Internet or otherwise materially adversely affect our business, financial condition and results of operations. Please refer to Part I, Item 1A "Risk Factors," for a discussion of regulatory risks, proceedings and issues that could adversely affect our business and operating results in the future.

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    Intellectual Property and Proprietary Rights

    Our ability to compete depends, in part,more information on our ability to obtain and enforce intellectual property protection for our technology in the United States and internationally. We currently rely primarily on a combination of trade secrets, patents, copyrights, trademarks and licenses to protect our intellectual property. From inception through March 31, 2018 we have been awarded more than 150 United States patents, which we expect to expire between 2018 and 2035. these risks.

    Geographic Areas
    We have additional patent applications pending. We cannot predict whether our pending patent applications will result in issued patents.

    To protect our trade secrets and other proprietary information, we require our employees to sign agreements providing for the maintenance of confidentiality and also the assignment of rights to inventions made by them while employed by us. There can be no assurance that our means of protecting our proprietary rights in the United States or abroad will be adequate or that competition will not independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any of our patents. In addition, the laws of foreign countries in which our products are or may be sold may not protect our intellectual property rights to the same extent as do the laws of the United States. Our failure to protect our proprietary information could cause our business and operating results to suffer.

    We are also subject to the risks of adverse claims and litigation alleging infringement of the intellectual property rights of others. Such claims and litigation could require us to expend substantial resources and distract key employees from their normal duties, which could have a material adverse effect on our operating results, cash flows and financial condition. The communications and software industries are subject to frequent litigation regarding patent and other intellectual property rights. Moreover, the VoIP service provider community has historically been a target of patent holders. There is a risk that we will be a target of assertions of patent rights and that we may be required to expend significant resources to investigate and defend against such assertions of patent rights. For information about specific claims, please refer to Part I, Item 1A, Risk Factors - "Our infringement of a third party's proprietary technology could disrupt our business" and Part I, Item 3. "LEGAL PROCEEDINGS."

    We utilize certain technology, including hardware and software, that we license from third parties. Most of these licenses are on standard commercial terms made generally available by the companies providing the licenses. To date, the cost and terms of these licenses individually has not been material to our business. There can be no assurance that the technology licensed by us will continue to provide competitive features and functionality or that licenses for technology currently utilized by us or other technology which we may seek to license in the future will be available to us on commercially reasonable terms or at all, however. The loss of, or inability to maintain, existing licenses could result in shipment delays or reductions until equivalent technology or suitable alternative products could be developed, identified, licensed and integrated, and could harm our business.

    Geographic Areas

    We have twoone reportable segments.segment. Financial information relating to revenues generated in different geographic areas are set forth in Note 911, Geographical Information, in the Notes to our consolidated financial statementsConsolidated Financial Statements contained in Part II, Item 8 of this Annual Report.

    Employees

    and Human Capital

    8x8 is transforming the future of business communications as a leading SaaS provider of voice, video, chat, contact center and enterprise-class API solutions powered by one global cloud communications platform. Our goal is not only to accelerate how businesses work, connect, and communicate but to be thoughtful about the impact we make on our shareholders, customers, our people and the planet. We conduct our business socially and ethically. We obey the law, encourage universal human rights and protect the environment. We aim to create an environment that not only embraces creativity and diversity but is financially rewarding for the people who believe in us.
    Culture & Engagement: 8x8 is transforming modern communication, driven by 3 key pillars and anchored by our values: Customer First, Product First, Team First. These values are at the center of everything we do, and they both drive our daily culture, and provide the backbone of our Fast Start program, which is a 2-day immersive on-boarding program for all new hires that provides direct access to key executives. As ONE global team powered by the 8x8 platform, we are able to leverage diverse talent around the globe to ensure that we are always at the forefront of our industry.
    As of March 31, 2018, our workforce consisted of 1,2252021, we had 1,696 full time employees spread acrossoperating around the globe.world, of which 44% are located outside of the USA. None of our employees are represented by a labor union or arenor subject to a collective bargaining arrangement.

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    Diversity, Equity and Inclusion: As a communications company with a growing international presence, it is vital our workforce is as diverse as the customers we serve. We are a global company, operating across the world to change the way that communication gets done. Our commitment to diversity is visible from the boardroom to the server rooms, and we have put in place a number of programs to ensure that we are continuously improving, including establishing three diversity councils across our global footprint in 2021. When hiring, we strive to keep our candidate pools as diverse as possible to ensure that we are always bringing new viewpoints into the 8x8 team. For ongoing employees, our Women in Tech program hosts a variety of events such as online webinars, workshops and speaker series in order to drive leadership development, work-life integration and personal brand building.
    We are always looking to expand our role as a champion of employee diversity, equity and inclusivity, and are evaluating and formalizing key processes to monitor our hiring and reward programs, and ensure that all employees can play to win at 8x8.

    Rewards: We provide competitive total rewards packages in order to hire and retain the key talent that we need to operate. We offer benefits packages to care for the total health of our employees and their families including comprehensive health care, which we subsidize at a greater level for our foundational employees. Further, we offer paid medical and parental leave as well as company funded short and long term disability. We also offer company funded mental health services through our global employee assistance program. To support our working families, we offer a comprehensive global pregnancy and family support program. Our online Play to Win recognition program allows employees to highlight the outstanding performance of their colleagues, while our CEO Award is delivered to top performers across the company that are driving our success.
    We also offer multiple ways for employees to become stakeholders, and share in the company’s success:
    Equity Grants – Our robust equity award program provides equity grants for employees upon hire, as well as on-going and spot awards to reward high performers and ensure continuing employee engagement.
    8x8 Employee Stock Purchase Plan – Our stock purchase plan allows our employees to build a stake in the company over time, while also benefiting from the program’s tax-advantaged design.
    Base Pay for Stock Programs – In fiscal 2021, employees had the option to receive a percent of their base salary and bonus in quarterly equity grants. This program has the dual benefit of freeing up cash for the company’s ongoing investments in our technology, while also providing employees with an advantageous way to acquire additional equity in the company. Employees will have the ability to participate in a similar program in fiscal 2022.
    Available Information

    We were incorporated in California in February 1987 and reincorporated in Delaware in December 1996. We maintain a corporate Internet website at the address http://www.8x8.com. The contents of this website are not incorporated in or otherwise to be regarded as part of this Annual Report. We file reports with the Securities and Exchange Commission, or SEC, which are available on our website free of charge. These reports include annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to such reports, each of which is provided on our website as soon as reasonably practicalpracticable after we electronically file such materials with or furnish them to the SEC. You can also read and copy any materials we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1.800.SEC.0330. In addition, the SEC maintains a website (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including 8x8.

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    Information About Our Executive Officers of the Registrant

    Our executive officers as of the date of this report are listed below.

    Vikram Verma,

    David Sipes, Chief Executive Officer and Director. David Sipes, age 54, has served as Chief Executive Officer and a member of our Board of Directors since December 2020. From June 2008 to June 2020, Mr. Sipes served in a number of senior leadership roles including chief operating officer for five years at RingCentral, Inc., a provider of enterprise cloud communications and collaboration solutions. Mr. Sipes also serves as a director of PandaDoc Inc., a document automation software company, since May 2020. Mr. Sipes has an MBA from Northwestern University and a BS in Administration from the University of California, Berkeley.
    Bryan Martin, Director and Chief Technology Officer. Vikram Verma, Bryan Martin, age 53, has served as Chief ExecutiveTechnology Officer since September 2013 and as a director since January 2012. From October 2008 through August 2013, Mr. Verma was President of Strategic Venture Development for Lockheed Martin. From 2006 through 2008, Mr. Verma was President of the IS&GS Savi Group, a division of Lockheed Martin. Prior to 2006, Mr. Verma was Chairman and Chief Executive Officer of Savi Technology, Inc. Mr. Verma received a B.S.E.E. degree from Florida Institute of Technology, a M.S.E. degree from the University of Michigan in electrical engineering, and the graduate degree of Engineer in Electrical Engineering from Stanford University.

    Bryan Martin, Chairman and Chief Technology Officer. Bryan Martin, age 50, has served as Chairman of the Board of Directors since December 2003, has served as Chief Technology OfficerCompany since September 2013 and as a director since February 2002. Mr. Martin also served as Chairman of the Board from December 2003 until December 2020. From February 2002 to September 2013, he served as Chief Executive Officer. From March 2007 to November 2008, and again from April 2011 to December 2011, he served as President. From February 2001 to February 2002, he served as our President and Chief Operating Officer. He served as our Senior Vice President, Engineering Operations from July 2000 to February 2001 and as Chief Technical Officer from August 1995 to August 2000. He also served as a director of the Company from January 1998 through July 1999. In addition, Mr. Martin served in various technical roles for the Company from April 1990 to August 1995. He received a B.S. and an M.S. in Electrical Engineering from Stanford University.

    Mary Ellen Genovese,

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    Samuel Wilson, Chief Financial Officer. Mary Ellen Genovese,Officer. Samuel Wilson, age 59, has served as our Chief Financial Officer since November 2014. Ms. Genovese had been serving as our Senior Vice President of Human Resources since July 2014 and prior to that, as a consultant to the Company since April 2012. Prior to joining the Company, from 2008 to 2011, Ms. Genovese served as a consultant to a Fortune 50 security company. From 2004 through 2006, Ms. Genovese51, was theappointed Chief Financial Officer of Savi Technology, Inc.the Company in June 2020. Prior to joining Savi Technology, she was Chief Financial Officer of Trimble Navigation Limited from 2000 to 2004. Between 1992 and 2000, Ms. Genovese worked at Trimble in a succession of other financial and accounting positions, including VP of Finance and Corporate Controller. Ms. Genovese holds a B.S. Degree in Accounting from Fairfield University and received her CPA license from the State of Connecticut.

    Darren Hakeman, Senior Vice President of Strategy, Analytics and Corporate Development. Darren Hakeman, age 48, hashis appointment, he served as our Senior Vice PresidentChief Customer Officer and Managing Director of Strategy, Analytics and Corporate Development sinceEMEA from January 2020 until June 2020. From September 2017.2017 until January 2020, Mr. Hakeman previouslyWilson served as Senior Vice President of Productresponsible for eCommerce, global small business, and Strategy since September 2013, and was a consultant to the Company starting in May 2013. From 2009 to 2013, Mr. Hakeman worked as a strategic advisor to leading Silicon Valley companies and emerging start-ups including Agari, Blackfire Research, and a major global security company.U.S. mid-market sales. Prior to 2009, hejoining 8x8, Mr. Wilson served as Senior Vice President of OperationsVP Finance for MobileIron, an enterprise software security company, from 2011 until 2017 with responsibilities for financial planning and analysis, investor relations, and treasury functions as well as eCommerce. Mr. Wilson is a SaaS Business Unit of Lockheed Martin that emerged following Lockheed's acquisition of Savi Technology, Inc.Chartered Financial Analyst. He receivedholds a B.S. and an M.S.Bachelor’s Degree in Electrical Engineering from Stanford University.

    Henrik Gerdes,Seattle University and an MBA from the University of California, Berkeley.

    Germaine Cota, Chief Accounting Officer. Henrik Gerdes, Germaine Cota, age 42,40, has served as our Chief Accounting Officer since March 2017. Prior to joining the Company, Mr. Gerdes, served asNovember 2020 and Global Vice President, Corporate Controller and Treasurer since January 2020. Prior to 8x8, Ms. Cota served as the U.S. CFO for Nikkei listed Mercari, Inc., a peer-to-peer e-commerce platform, from August 2018 to December 2019. From April 2013 to August 2018, Ms. Cota held various accounting, accounting operations, and financial reporting roles at Rocket Fuel Inc. from 2014 through March 2017, Director of FinanceLinkedIn Corporation, an online services business with the world's largest professional network. Prior to LinkedIn, Ms. Cota spent over nine years in assurance and advisory services at TIBCO Software Inc. from 2011 through 2014, and SEC reporting manager at Quinstreet Inc. from 2010 through 2011. Between 2002 and 2010, Mr. Gerdes served in different positions at PricewaterhouseCoopers in Germany and San Jose, USA. Mr. GerdesErnst & Young, LLP. Ms. Cota holds a MastersBachelor of Business EconomicsScience degree in Accounting from Santa Clara University of Goettingen, Germany.

    and is a Certified Public Accountant in California.

    Dejan Deklich, Chief Product Officer.DejanOfficer. Dejan Deklich, age 43,46, has served as our Chief Product Officer and Executive Vice President since September 2017. Mr. Deklich had been serving as our Senior Vice President of Research and Development since February 2017. Prior to joining the Company, Mr. Deklich served as Vice President of Platform and Cloud at Splunk, a company that produces software for searching, monitoring, and analyzing machine-generated big data, from January 2013 to September 2016. Mr. Deklich also held various senior roles at Nice System, a leading provider of software solutions enabling organizations to improve customer experience and business results, post Merced Systems acquisition, as well as Atribbutor, a digital piracy prevention service for ebooks, Yahoo, a search engine provider, and IBM Research.Research, an industrial research organization and the innovation engine of the IBM corporation. Mr. Deklich holds a Masters of Science degree in Computer Engineering from Santa Clara University and Masters in Physics from University of Bremen, Germany.

    Rani Hublou,

    Matthew Zinn, Senior Vice President, General Counsel, Chief Marketing Officer.Rani Hublou,Privacy Officer and Secretary. Matthew Zinn, age 53,57, has served as our Senior Vice President, General Counsel, Secretary, and Chief MarketingPrivacy Officer since May 2017. Prior to joining the Company, from February 2015 to April 2017, Ms. HublouSeptember 2018. Mr. Zinn previously served as Chief ProductGeneral Counsel and Marketing OfficerSecretary at Comprehend Systems.Jaunt, Inc., a maker of augmented reality technology, from June 2017 to September 2018.  From 2009 to 2014, Ms. Hublou was the Chief Marketing Officer of PSS Systems. From 2001 to 2004, Ms. HublouApril 2006 until January 2017, Mr. Zinn served as Senior Vice President, General Counsel, Secretary, and Chief Privacy Officer for TiVo Inc., a maker of Marketingdigital video recording products and services. Prior to that at BEA Systems. Ms. Hublou received both B.S.TiVo, Mr. Zinn had served as Vice President, General Counsel, and M.S. degreesChief Privacy Officer since July 2000 and as Corporate Secretary since November 2003 of TiVo Inc. Prior to TiVo, Mr. Zinn held senior legal positions at cable television providers MediaOne Group Inc. and Continental Cablevision and the law firms of Cole, Raywid & Braverman and Fisher, Wayland, Cooper & Leader. Mr. Zinn holds a B.A. degree in Industrial EngineeringPolitical Science from Stanford University.

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    the University of Vermont and holds a J.D. degree from the George Washington University National Law Center.

    ITEM 1A. RISK FACTORS

    Our operations and financial results are subject to various risks and uncertainties. You should consider carefully the risks and uncertainties described below, together with all of the other information in this report. If any of the following risks or other risks actually occur, our business, financial condition, results of operations, and future prospects could be materially harmed, and the price of our common stock could decline. Our business could also be materially and adversely affected by risks and uncertainties that are not presently known to us or that we currently believe are not material. Unless otherwise indicated, references to our business being harmed in these risk factors will include harm to our results of operations, financial condition, reputation and future prospects.
    Risk Factors Table of Contents
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    Risks Related to our Business and Industry
    We have a history of losses, have incurred significant negative cash flows in the past, and anticipate continuing losses in the future. As such, we may not be able to achieve or maintain profitability in the future.
    We recorded a net operating loss of approximately $146.1 million for the twelve months ended March 31, 2021, and ended the period with an accumulated deficit of approximately $591.1 million. We expect to continue to incur operating losses in the near future as we continue to invest in our business. During our fiscal year ending March 31, 2022, we intend to invest in sales and marketing, and in research and development, among other areas of our business, in order to compete more successfully for the business of companies that are transitioning to cloud communications and otherwise position ourselves to take advantage of long-term revenue-generating opportunities.
    We expect to continue to incur losses for at least the next fiscal year and later and we will need to increase our rate of revenue growth in order to generate and sustain operating profitability in future periods. The investments we have made in fiscal 2021 and beyond may not generate the returns that we anticipate, which could sufferadversely impact our financial condition and make it more difficult for us to grow revenue and/or achieve profitability in the time period that we expect, or at all. In order to achieve profitability, we will need to manage our cost structure more efficiently, not incur significant liabilities, while continuing to grow our revenues. Despite these efforts, our revenue growth may slow, revenues may decline, or we may incur significant losses in the future due to the continuing impact of COVID-19 and any resulting downturn in general economic conditions, increasing competition (including competitive pricing pressures), decrease in the adoption or sustained use of cloud communications market, exiting lines of business, or our inability to execute on business opportunities. Given our history of fluctuating revenues and operating losses, we cannot be certain that we will be able to achieve or maintain operating profitability in the future.
    Our future operating results, including revenues, expenses, losses and profits, may vary substantially from period to period and may be difficult to predict. As a result, we may fail to meet or to exceed the expectations of market analysts or investors, which could negatively impact our stock price.
    Our historical operating results have fluctuated and will likely continue to fluctuate in the future, and a decline in our operating results could cause our stock price to fall. On an annual and a quarterly basis, there are a number of factors that may affect our operating results, some of which are outside our control. These include, but are not limited to:
    changes in market demand;    
    customer cancellations, subscription downgrades and/or service credits;
    changes in the competitive dynamics of our market, including consolidation among competitors or customers;
    lengthy sales cycles and/or regulatory approval cycles;
    new product introductions by us or our competitors;
    the mix of our customer base, sales channels, and services sold;
    the number of additional customers, on a net basis;
    the amount and timing of costs associated with recruiting, training and integrating new employees;
    unforeseen costs and expenses related to the expansion of our business, operations and infrastructure;
    continued compliance with industry standards and regulatory requirements;
    material security breaches or service interruptions due to cyber attacks or infrastructure failures or unavailability; and
    introduction and adoption of our cloud software solutions in markets outside of the United States.
    Due to these and other factors, we believe that period-to-period comparisons of our results of operations are not meaningful and should not be relied upon as indicators of our future performance. It is possible that in some future periods our results of operations may be below the expectations of public market analysts and investors.
    In addition, changes in regulations, accounting principles, and our interpretation of these and judgments used in applying them, could have a material effect on our results of operations. We also need to revise our business processes, systems, and controls which requires significant management attention and may negatively affect our financial reporting obligations. If any of these were to occur, the price of our common stock would likely decline significantly.

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    Churn in our customer base adversely impacts our revenues and requires us to spend money to retain existing customers and to capture replacement customers. If we experience further increases in customer churn in the future, our revenue growth will be further adversely impacted and our customer retention costs will increase.
    Our customers may elect not to renew their subscriptions at the end of their contractual commitment. Because of churn, we must acquire new customers and sell additional 8x8 products and services to our existing customers on an ongoing basis in order to maintain our existing level of revenue. As a result, sales and marketing expenditures are an ongoing requirement of our business. Our ability to maintain and grow our revenues is adversely impacted by the rate at which our customers cancel or downgrade service. Churn reduces our revenue growth rate, and if our churn rate increases, we have to acquire even more new customers and/or sell more products and services to existing customers, in order to maintain and grow our revenues. We incur significant costs to acquire new customers, and those costs are a meaningful component in driving our net profitability. Churn may also prevent us from increasing the price of our services in the future as well as limiting our ability to sell additional 8x8 products and services to our existing customers and we may need to renew certain customers at a lower rate, each of which would adversely impact our revenues in the future. Therefore, if we are unsuccessful at managing our existing customer churn and/or our customer churn rate increases in the future, our revenue growth would decrease and our revenues may decline causing our net loss to increase.
    Our rate of customer cancellations or downgrades in services may increase in future periods due to a number of factors, some of which are beyond our control, such as the financial condition of our customers or the general economic environment. In addition, if we are unable to maintain the quality and performance of our service whether due to a lack of feature parity or quality of service relative to the products of our competitors or due to service outages or disruptions, we could experience potentially sharp increases in customer cancellations and/or downgrades or customer credits which would adversely impact our revenues.
    Our success depends on our ability to acquire new customers, and to retain and sell additional services to our existing customers.
    We generate revenue primarily from the growthsale of subscriptions to our cloud communications services to our customers, which include small and customer acceptance of our services.

    mid-size businesses, mid-market and larger enterprises, government agencies and other organizations. We define a “customer” as the legal entity or entities to which we provide services pursuant to a single contractual arrangement. Our future success depends on our ability to significantlycontinue to increase the amount of revenue generatedwe generate, and the rate at which our revenues increase, from new and existing customers.

    If our sales and marketing efforts are not effective in identifying and qualifying prospective new customers, demonstrating the quality, value, features and capabilities of our cloud software solutions to businessthose prospects, and promoting our brand generally, we may not be able to acquire new customers including small and mid-size businesses (SMBs) and mid-market and larger distributed enterprises. To increaseat the rate necessary to achieve our revenue wetargets. We must add new customersalso continue to design, develop, offer and encourage existing customers to continue their subscriptions (on terms favorable to us), increase their usage of oursell services and/or purchase additional services from us. For customer demand and adoption of our cloud communications solutions to grow, thewhose quality, cost, features and feature benefits of these services mustcapabilities compare favorably to those of competing services. For example,offered by our cloud unified communications and contact center services must continue to evolve so that high-quality service and features can be consistently offered at competitive prices.competitors. As our target markets mature, or as competitors introduce lower cost and/or more differentiated products or services that compete or are perceived to compete with ours, we may be unable to renew or extend our agreements with existing customers or attract new customers, or new business from existing customers, on favorable terms, or at all, which could have an adverse effect on our revenue and growth.

    The rate at which

    In addition to acquiring new customers, we generate new revenue by selling our existing customers purchase anyadditional quantities of subscribed services, or subscriptions to new or enhancedupgraded services. Particularly in the case of large enterprises, we often have opportunities to expand the sale of our services within an organization after we have completed an initial sale to one part of the organization (for example, a business unit, division or department, or personnel based in a particular country or region) and the organization has qualified us as a vendor. We invest in efforts to educate and train users on the features and capabilities of our services so that they can become advocates within their organization and encourage increased adoption of our solutions. However, if existing users within an organization are dissatisfied with any aspect of our cloud services, or the technical support, training or other professional services we provide, we may offer depends onface challenges in up-selling or increasing our penetration of the organization.
    Intense competition for new customers and retaining existing customers (including pricing pressure) in the markets in which we compete may prevent us from increasing or sustaining our revenue growth, or achieving and maintaining profitability, which could materially harm our business.
    The cloud communications industry is competitive and rapidly evolving. We expect the industry to be increasingly competitive in the future due to a number of factors including, general economic conditions,but not limited to, the importanceentry into the market of new competitors or the consolidation of existing competitors. Because we offer multiple services from a single platform, we compete with businesses in several overlapping industries, including voice, video meetings, chat, team messaging, contact center and enterprise-class API solutions.
    In connection with our voice, video meetings, chat, team messaging, contact center, and enterprise-class API solutions, we face competition from other cloud service providers such as RingCentral, Inc., Genesys, Zoom Video Communications, Inc., Vonage Holdings Corp., Five9, Inc., NICE inContact, and Twilio Inc., among others as well as from legacy on-premises communications equipment providers such as Avaya, Cisco, and Mitel.
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    We may also face competition from Internet and cloud service companies such as Alphabet Inc. (Google Voice and Google Meet), Amazon Inc., and Microsoft Corporation, some of which are well established in the communications industry while others have only recently begun to market cloud communications solutions. Some of these additionalcompetitors have developed software solutions for their respective communications and/or collaboration silos, such as Microsoft which is investing significantly in its Microsoft Teams unified communication and collaboration product. Any of these companies could launch a new cloud-based business communications service, expand its existing offerings to compete with features andof our services, to our customers, the quality and performanceor enter into a strategic partnership with, or complete an acquisition of, one or more of our cloud communications solutions,competitors.
    Many of our current and potential competitors have greater resources and brand awareness, and a larger base of customers than we have. As a result, these competitors may have greater marketing credibility. They also may adopt more aggressive pricing policies and devote greater resources to the development, promotion and sale of their products and services. Our competitors may also offer bundled service arrangements that present a more differentiated or better integrated product and services to customers. Increased competition could require us to lower our prices, reduce our sales revenue, increase our gross losses or cause us to lose market share. Announcements, or expectations, as to the introduction of new products and technologies by our competitors or us could cause customers to defer purchases of our existing products and services, which also could have a material adverse effect on our business, financial condition or operating results.
    Given the significant price competition in the markets for our services, we may be at which we offer them. If our customers react negativelya disadvantage compared with those competitors who have substantially greater resources than us or may otherwise be better positioned to our new or enhanced service offerings, such as our new X series suitewithstand an extended period of products, or our effortsdownward pricing pressure. The harm to upsell are otherwise not as successful as we anticipate, our business may suffer. Ourbe magnified if we are unable to adjust our expenses to compensate for such shortfall, or if we determine that we need to increase our marketing and sales strategies must also continueefforts in order to evolveattract new customers and adapt asretain existing customers.
    Failure to grow and manage our market matures, for example through the offeringnetwork of additional customer self-service tools and automation for the SMB segment and the development of new and more sophisticatedindirect sales channels that leveragepartners could materially and adversely impact our revenues in the strengthsfuture.
    Our future business success, particularly to attract and support larger customers and expand into international markets, depends on our indirect sales channels. These channels consist of master agents and subagents, independent software vendors ("ISVs"), system integrators, value-added resellers ("VARs"), and internet service providers, among others. We typically contract directly with the end customer and use these channel partners to identify, qualify and manage prospects throughout the sales cycle-although we also have arrangements with partners who purchase our services for resale to their own customers. Our future success depends upon our ability to develop and maintain successful relationships with these business partners, many of whom also market and sell services of our partners. In addition, marketingcompetitors and selling new and enhanced features and services may require increasingly sophisticated and costlyincreasing the portion of sales and marketing efforts that may require usopportunities they refer to incur additional expenses and negatively impact the results of our operations.

    us. To support the successful marketing and sale of our services to new and existing customers,do so, we must continue to offer high-quality training, deployment,services that have quality, price, features, and customer support. Providingother elements that compare favorably to competing services, ensure our partners are adequately trained and knowledgeable about our services, and provide sufficient incentives for these partners to sell our services effectively requires thatin preference to those of our customer support personnel have industry-specific technical knowledge and expertise, which may make it difficult and costly for us to locate and hire qualified personnel, particularly in the competitive labor market in Silicon Valley wherecompetitors. If we are headquartered. Our support personnel also require extensive training onunable to persuade our products, whichexisting business partners to increase their sales of our services, or to build successful partnerships with new organizations, or if our channel partners are unsuccessful in their marketing and sales efforts, we may make it difficultnot be able to scale up our support operations rapidly. The importance of high-quality customer support will increase as we expandgrow our business globally and pursue new mid-market and distributed enterprise customers. Ifincrease our revenues at the rate we do not help our customers quickly resolve post-deployment issues and provide effective ongoing support, our ability to sell additional features and services to existing customers will sufferpredict, or at all, and our reputationbusiness may be harmed.

    materially, adversely affected.

    As more of ourwe increase sales efforts are targeted atto enterprise customers, our sales cycle mayprocess has become more time-consumingcomplex and expensive, we may encounter pricing pressure and implementation and customization challenges,resource-intensive, our average sales cycle has become longer, and we may have to delay revenue recognition for some complex transactions, all of which could harm our business and operating results.

    more difficulty predicting when sales will be completed.

    We currently derive a majority of our revenuesnew revenue growth from sales of our cloud software solutions to mid-market and larger distributed enterprises, and we believe that increasing our sales to these customers is the key to our future growth. Our sales cycle, which is the time between initial contact with a potential customer and the ultimate sale to that customer, is often lengthy and unpredictable for larger enterprise customers. Many of our prospective enterprise customers do not have prior experience with cloud-based communications and, therefore, typically spend significant time and resources evaluating our solutions before they purchase from us. Similarly, we typically spend more time and effort determining their requirements and educating these customers about the benefits and uses of our solutions. Enterprise customers also tend to demand more customizations, integrations, and additional features than SMBsmaller customers. As a result, we may be required to divert more sales and engineering resources to a smaller number of large transactions than we have in the past, which means that we will have less personnel available to support other segmentssectors, or that we will need to hire additional personnel, which would increase our operating expenses.

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    It is often difficult for us to forecast when a potential enterprise sale will close, the size of the customer's initial service order and the period over which the deploymentimplementation will occur, any of which impacts our recognitionmay impact the amount of revenue.revenue we recognize or the timing of revenue recognition. Enterprise customers may delay their purchases from one quarter to another as they assess their budget constraints, negotiate early contract terminations with their existing providers or wait for us to develop new features. Any delay in closing, or failure to close, a large enterprise sales opportunity in a particular quarter or year could significantly harm our projected growth rates and cause the amount of new sales we book to vary significantly from quarter to quarter. We also may have to delay revenue recognition on some of these transactions until the customer's technical or implementation requirements have been met.

    In some cases, we may enter into a contract with a large enterprise customer, such as a preferred vendor agreement, that has little or no minimum purchase commitment but establishes the terms on which the customer's affiliates, clients or franchisees (as the case may be) may order services from us in the future. We may expend significant time and resources becoming a preferred vendor without booking significant sales from the opportunity until months or years after we sign the initial agreement. If we are unsuccessful in selling our services to the prospective purchasers under these agreements, we may not recognize revenue in excess

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    Table of the expenses we incur in pursuing these opportunities, which could adversely impact our profitability and cash flow.

    We also face significant risks in implementing and supporting the services we sell to mid-market and larger distributed enterprises and, if we do not manage these efforts effectively, our recurring service revenue may not grow at the rate we expected, and our business and results of operations could be materially and adversely affected.

    We have a limited history of selling our services to larger businesses and have experienced, and may continue to experience, new challenges in deploying and providing ongoing support for the solutions we sell to large customers.

    Larger customers' networks are often more complex than those of smaller customers and generally require participation from the customer information technology (IT) team, and there is no guarantee that resources with adequate expertise will be available when we deploy our services. The lack of local resources may prevent us from ensuring the proper deployment of our services, which can in turn adversely impact the quality of services that we deliver over our customers' networks, and/or may result in delays in the implementation of our services. This may create a public perception that we are unable to deliver high quality of service to our customers, which could harm our reputation and make it more difficult to attract new customers and retain existing customers. Moreover, larger customers tend to require higher levels of customer service and individual attention (including periodic business reviews and in-person visits, for example), which may increase our costs for implementing and delivering services. If a customer is unsatisfied with the quality of services we provide or the quality of work performed by us or a third party, we may decide to incur costs beyond the scope of our contract with the customer in order to address the situation and protect our reputation, which may in turn reduce or eliminate the profitability of our contract with the customer. In addition, negative publicity related to our larger customer relationships, regardless of its accuracy, could harm our reputation and make it more difficult for us to compete for new business with current and prospective customers.

    We also face challenges building and training an integrated sales force capable of addressing the services and features of our comprehensive product suite, as well as a staff of expert engineering and customer support personnel capable of addressing the full range of installation and deployment issues that tend to arise more frequently with larger customers. Also, we have only limited experience in developing and managing sales channels and distribution arrangements for larger businesses. If we fail to effectively execute the sale, deployment and ongoing support of our services to mid-market and larger distributed enterprises, our results of operations and our overall ability to grow our customer base could be materially and adversely affected.

    Intense competition in the markets in which we compete could prevent us from increasing or sustaining our revenue growth and increasing or maintaining profitability.

    The cloud communications industry is competitive, and we expect it to become increasingly competitive in the future. We may also face competition from companies in adjacent or overlapping industries.

    In connection with our unified communication services, we face competition from other providers of cloud communication services, such as RingCentral, Fuze, Vonage, Dialpad, Nextiva and Shoretel (acquired by Mitel in 2017). In connection with our cloud contact center services, we face competition from other providers of cloud and premise-based contact center software services, such as NICE/inContact, Five9 and Interactive Intelligence.

    In addition, because many of our target customers have historically purchased communications services from incumbent telephone companies along with legacy on-premises communication equipment, we compete with these customers' existing providers. These competitors include, for example, AT&T, CenturyLink, Comcast and Verizon Communications in the United States, as well as local incumbent communications providers in the international markets where we operate, such as Vodafone, Telefonica, Orange,

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    America Movil and Deutsche Telekom, all in conjunction with on-premises hardware solutions from companies like Avaya, Cisco and Mitel. We may face competition from large Internet and cloud service companies such as Google Inc., Amazon Inc., Oracle Corporation and Microsoft Corporation, any of which might launch a new cloud-based business communications service, expand its existing offerings or acquire other cloud-based business communications companies in the future.

    Many of our current and potential competitors have longer operating histories, significantly greater resources and brand awareness, and a larger base of customers than we have. As a result, these competitors may have greater credibility with our existing and potential customers. They also may be able to adopt more aggressive pricing policies and devote greater resources to the development, promotion and sale of their products. Our competitors may also offer bundled service arrangements that present a more differentiated or better integrated product to customers. Increased competition could require us to lower our prices, reduce our sales revenue, lower our gross profits and/or cause us to lose market share. In addition, many of our customers are not subject to long-term contractual commitments and have the ability to switch from our services to our competitors' offerings on relatively short notice. Given the significant price competition in the markets for our services, we may be at a disadvantage compared with those competitors who have substantially greater resources than us or may otherwise be better positioned to withstand an extended period of downward pricing pressure. The adverse impact of a shortfall in our revenues may be magnified by our inability to adjust our expenses to compensate for such shortfall. Announcements, or expectations, as to the introduction of new products and technologies by our competitors or us could cause customers to defer purchases of our existing products, which also could have a material adverse effect on our business, financial condition or operating results.

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    The market for cloud software solutions is subject to rapid technological change, and we depend on new product and service introductions in order to maintain and grow our business, including in particular our recently announced X-Series product line.

    business.

    We operate in an emerging market that is characterized by rapid changes in customer requirements, frequent introductions of new and enhanced products and services, and continuing and rapid technological advancement. To compete successfully in this emerging market, we must continue to design, develop, manufacture, and sell highly scalable new and enhanced cloud software solutions products and services that provide higher levels of performance and reliability at lower cost. If we are unable to develop new products and services that address our customers' needs, to deliver our cloud software solutionssolution applications in one seamless integrated productservice offering that addresses our customers' needs, or to enhance and improve our products and services in a timely manner, we may not be able to achieve or maintain adequate market acceptance of our services.
    Our ability to grow is also subject to the risk of future disruptive technologies. Access and use of our products and services is provided via the cloud, which, itself, has been disruptive to the previous premises-based model.

    If new technologies emerge that are able to deliver communications and collaboration solutionssolution services at lower prices, more efficiently, more conveniently, or more securely, such technologies could adversely impact our ability to compete.

    If we

    We may have difficulty attracting or retaining senior management and other personnel with the industry experience and technical skills necessary to support our growth.
    Companies in the cloud communications industry compete aggressively for top talent in all areas of business, but particularly senior management, sales and marketing, professional services, and engineering, where employees with industry experience, technical knowledge and specialized skill sets are unableparticularly valued. Demand can be expected to develop new features and services internally dueincrease if cloud communications continues to factors such as competitive labor markets, high employee turnover, lackgain a greater share of management ability or a lack of other research and development resources, we may miss market opportunities. Further, manythe global communications market. Some of our competitors have historically spentmay respond to these competitive pressures by increasing employee compensation, paying more on average than we pay for the same position. Any such disparity in compensation could make us less attractive to candidates as a greater amount of funds on their research and development programs, and those that do notpotential employer, which in turn may be acquired by larger companies that would allocate greater resources to our competitors' research and development programs. In addition, there is no guarantee that our research and development efforts will succeed, or that our new products and services will enable us to maintain or grow our revenue or recover our development costs. Our failure to maintain adequate research and development resources, to compete effectively with the research and development programs of our competitors and to successfully monetize our research and development efforts could materially and adversely affect our business and results of operations.

    We announced in March 2018 that we would be launching our new product line, branded "X Series," in or around June 2018. We expect to market X-Series as an array of prepackaged services (designated X2, X4, X5, etc.), which start at the most basic version of our unified communications solution, and add engagement capabilities at each new level, with the top-tier X Series packages combining unified communications and contact center services into a single offering. Customer demand for our X Series product line will depend on a number of factors, including, for example, factors inherent to the product itself, such as quality of service, reliability, feature availability, and ease of use; and factors relating to our ability to implement, support and market and sell the service effectively. More fundamentally, the success of X Series may depend on whether the market for unified communications, collaborations and contact center services is trending towards convergence of these three solutions into a single system, as we are predicting. We cannot be certain that this market trend will occur according to the timeline we are expecting, or at all. For example, if the various components of our service were to become commoditized and standardized in a way that diminishes the benefits of a single platform for customers, there may be less demand for a unified suite of services like X Series. Low customer demand could make it more difficult for us to win the business of new customershire and retain qualified employees. Training an individual who lacks prior cloud communications experience to be successful in a sales or gain additional business from existing customers, either of which in turn could cause our service revenue to grow more slowly than we expect, or to remain flattechnical role can take months or even decrease in future periods.

    We haveyears.

    If an employee of 8x8 leaves to work for a history of losses andcompetitor, not only are uncertain of our future profitability.

    We recorded an operatingwe impacted by the loss of approximately $104 million for the fiscal year ended March 31, 2018individual resource, but we also face the risk that the individual will share our trade secrets with the competitor in violation of their contractual and ended the period with an accumulated deficit of approximately $201 million. We expectlegal obligations to incur operating losses in our current fiscal year as we continue to invest in growth. As we expand our geographic reach and range of service offerings, and further invest in research and development, sales and marketing, and other areas of our business, we will need to increase revenues in order to generate sustainable operating profit. Given our history of fluctuating revenues and operating losses, we cannot be certain that we will be able to achieve or maintain operating profitability on an annual basis or on a quarterly basisus. Our competitors have in the future.

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    Our churn rate may increase in future periods due to customer cancellations or other factors, which may adversely impact our revenue or require us to spend more money to grow our customer base.

    Our customers generally do not have long-term contracts with us and may discontinue their subscriptions for our services after the expiration of their initial subscription period, which typically range from one to three years. In addition, our customers may renew for lower subscription amounts or for shorter contract lengths. We may not accurately predict cancellation rates for our customers. Our cancellation rates may increase or fluctuate as a result of a number of factors, including customer usage, pricing changes, number of applications used by our customers, customer satisfaction with our service, the acquisition of our customers by other companies and deteriorating general economic conditions. If our customers do not renew their subscriptions for our service or decrease the amount they spend with us, our revenue will decline and our business will suffer.

    Our average monthly business service revenue churn was less than 1% over the past two fiscal years. Our method of computing this revenue churn rate may be different from methods used by our competitors and other companies in our industry to compute their publicly disclosed churn rates. As a result, only limited reliance can be placed on our churn rate when attempting to compare it with other companies. Also, our churn rate can vary based on events that may not be indicative of actual trends in our business. Our churn rate could increase in the future if customers are not satisfied with our service. Other factors, including increased competition from other providers of communications and collaborations services, alternative technologies, and adverse business conditions also influence our churn rate.

    Because of churn, we must acquire new customers on an ongoing basis to maintain our existing level of customers and revenues. As a result, marketing expenditures are an ongoing requirement of our business. If our churn rate increases, we will have to acquire even more new customers in order to maintain our existing revenues. We incur significant costs to acquire new customers, and those costs are an important factor in determining our net profitability. Therefore, if we are unsuccessful in retaining customers or are required to spend significant amounts to acquire new customers beyond those budgeted, our revenue could decrease and our net loss could increase.

    Our rate of customer cancellations may increase in future periods due to a number of factors, some of which are beyond our control, such as the financial condition of our customers or the state of credit markets. In addition, a single, protracted service outage or a series of service disruptions, whether due to our services or those of our carrier partners, may result in a sharp increase in customer cancellations.

    Due to the length of our sales cycle, especially in adding new mid-market and larger distributed enterprises as customers, we may also experience delays in acquiring new customers to replace those that have terminated our services. Such delays would be exacerbated if general economic conditions worsen. An increase in churn, particularly in challenging economic times, could have a negative impact on the results of our operations.

    We may not be able to scale our business efficiently or quickly enough to meet our customers' growing needs, in which case our operating results could be harmed.

    As usage of our cloud software solutions by mid-market and larger distributed enterprises expands and as customers continue to integrate our services across their enterprises, we are required to devote additional resources to improving our application architecture, integrating our products and applications across our technology platform, integrating with third-party systems, and maintaining infrastructure performance. As our customers gain more experience with our services, the number of users and transactions managed by our services, the amount of data transferred, processed and stored by us, the number of locations where our service is being accessed, and the volume of communications managed by our services have in some cases, and may in the future expand rapidly.target their hiring efforts on a particular department, and if we lose a group of employees to a competitor over a short time period, our day-to-day operations may be impaired. While we may have remedies available to us through litigation, they would likely take significant time and expense and divert management attention from other areas of the business.

    If we increase employee compensation (beyond levels that reflect customary performance-based and/or cost-of-living adjustments) in response to competitive pressures, we may sustain greater operating losses than we predicted in the near term, and we may not achieve profitability within the timeframe we had expected, or at all. In addition, we willmay need to appropriately scale our internal business systemsissue equity at increased levels, now and our services organization,in the future, to attract and retain key employees and executives, including customer support and services and regulatory compliance, to serve our growing customer base. Any failure of or delay in these efforts could cause impaired system performance and reduced customer satisfaction. These issues could reduce the attractivenessweighting a greater percentage of our cloud software solutionsemployees total compensation in the form of equity as opposed to cash, which will have the adverse effect of increasing dilution for our stockholders.
    Taxing authorities have asserted that we should have collected or in the future should collect sales and use, value added, or similar taxes, including where similar services from competitors may not be subject to the same obligations to collect taxes from customers, resulting in decreased sales to new customers, lower renewal rates by existing customers, the issuance of service credits, or requested refunds, which could hurt our revenue growth and our reputation. These system upgrades and the expansion of our support and serviceswe have been and will continuecould be in the future subject to be expensiveliability with respect to past or future sales, which have and complex, requiring management timecould adversely affect our business.
    The applicability of state and attention and increasing our operating expenses. We could also face inefficiencieslocal taxes, fees, surcharges or operational failures as a result of our efforts to scale our infrastructure and information technology systems.There are inherent risks associated with upgrading, improving and expanding our information technology systems and we cannot be sure that the expansion and improvementssimilar taxes to our infrastructureservices is complex, ambiguous and systems will be fully or effectively implemented on a timely basis, if at all. These efforts may reduce revenuesubject to interpretation and our margins and adversely impact our financial results.

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    To provide our services, we rely on third parties for all of our network connectivity and co-location facilities.

    We currently use the infrastructure of third-party network service providers, including the services of Equinix, Inc., and Level 3 Communications, Inc., to provide all of our cloud services over their networks rather than deploying our own networks.

    We also rely on third-party network service providers to originate and terminate substantially all of the PSTN calls using our cloud-based services. We leverage the infrastructure of third-party network service providers to provide telephone numbers, PSTN call termination and origination services, and local number portability for our customers rather than deploying our own network throughoutchange. In the United States, for example, we collect state and internationally. This decision has resultedlocal taxes, fees and surcharges based on our understanding of the applicable laws in lower capitalthe relevant jurisdiction. The taxing authorities may challenge our interpretation of the laws and operating costsmay assess additional taxes, penalties and interests which could have adverse effects on the results of operations and, to the extent we pass these through to our customers, demand for our businessservices. Additionally, the applicability of sales and use, value added, or similar taxes may differ between services such as unified communication, voice, video, contact center and platform communications such that the obligations to collect taxes from customers may vary between services and between companies such that we may be obligated to collect taxes at a higher rate that other services from our competitors impacting customer demand for our services. We currently file more than 1,000 state and municipal tax returns monthly. Periodically, we have received inquiries from state and municipal taxing agencies with respect to the remittance of state or municipal taxes, fees or surcharges. Currently, several jurisdictions are conducting audits of 8x8; in the short-term, but has reducedevent our operating flexibilitypositions are unsuccessful, we may be subject to tax payments, interest, and penalties in excess of those that we have accrued for. As of March 31, 2021, we have accrued for state or municipal taxes, fees or surcharges that we believe are required to be remitted.

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    Our ability to make timely service changes. Ifuse our net operating losses or research tax credits to offset future taxable income may be subject to certain limitations.
    As of March 31, 2021, we had federal net operating loss (“NOL”) carryforwards related to fiscal 2019 and later of approximately $433.0 million which carryforward indefinitely and carryforwards related to prior years of $137.8 million which begin to expire in 2022. As of March 31, 2021, the Company had state net operating loss carryforwards $296.6 million, which expire at various dates between 2029 and 2041. We also had research and development credit carryforwards for federal and California tax purposes of approximately $15.3 million and $16.9 million, respectively. The federal income tax credit carryforwards related to research and development will expire at various dates between 2022 and 2041, while the California income tax credits will carry forward indefinitely, but are subject to an annual cap of $5 million for tax years beginning on or after January 1, 2020 and before January 1, 2023. Utilization of our NOL and tax credit carryforwards can become subject to a substantial annual limitation due to the ownership change limitations provided by Section 382 of the Internal Revenue Code and similar state provisions. A Section 382 ownership change generally occurs if one or more stockholders or groups of stockholders who own at least 5% of the stock increase their ownership by more than 50 percentage points over their lowest ownership percentage within a rolling three-year period. Similar rules may apply under state tax laws. Such an ownership change, or any of these network service providers cease operations or otherwise terminate the services that we depend on, the delay in switching our technology to another network service provider, if available, and qualifying this new service providerfuture ownership change, could have a material adverse effect on our business, financial conditionability to utilize the net operating loss or operating results. The rates we pay to our network service providers may also increase, which may reduce our profitabilityresearch credit carryforwards. In addition, under the Tax Cuts and increaseJobs Act, or the retail priceTax Act, the amount of our service.

    There can be no assurance that these service providers will be able or willing to supply cost-effective services to us in the future orNOLs that we willare permitted to deduct in any taxable year is limited to 80% of the taxable income in such year. Under the CARES Act, this 80% limitation has been eliminated for tax years beginning before January 1, 2021. There is a risk that due to changes under the Tax Act, regulatory changes, or other unforeseen reasons, the existing NOLs could expire or otherwise be successful in signing up alternative or additional providers. Although we believe that we could replace our current providers, if necessary, our abilityunavailable to provide service to our subscribers could be impacted during any such transition,offset future income tax liabilities, which could have an adverse effect on our business, financial condition or results of operations. The loss of access to, or requirement to change, the telephone numbers we provide to our customers also could have a material adverse effectimpact on our business, financial condition or operating results.

    Duenet income (loss) in future periods.

    Risks Related to our reliance on these service providers, when problems occur in a network, it may be difficult to identify the source of the problem. The occurrence of hardwareProducts and software errors, whether caused byOperations
    If our service or products or those of another vendor, may result in the delay or loss of market acceptance of our products and any necessary revisions may force us to incur significant expenses. Under the terms of the "end-to-end" service level commitments that we make for the benefit of qualifying customers, we are potentially at risk for service problems experienced by these service providers. Customers who do not qualify for these enhanced service level commitments may nevertheless hold us responsible for these service issues and seek service credits, early termination rights or other remedies. Accordingly, service issues experienced by our service provider partners may harm our reputation as well as our business, financial condition or operating results.

    Internet access providers and Internet backbone providers may be able to block, degrade or charge for access to or bandwidth use of certain of our products and services, which could lead to additional expenses and the loss of users.

    Our products and services depend on the ability of our users to access the Internet, and certain of our products require significant bandwidth to work effectively. In addition, users who access our services and applications through mobile devices, such as smartphones and tablets, must have a high-speed connection, such as Wi-Fi, 3G, 4G or LTE, to use our services and applications. Currently, this access is provided by companies that have significant and increasing market power in the broadband and Internet access marketplace, including incumbent telephone companies, cable companies and mobile communications companies. Some of these providers offer products and services that directly compete with our own offerings, which give them a significant competitive advantage. Some of these broadband providers have stated that they may exempt their own customers from data-caps or offer other preferred treatment to their customers. Other providers have stated that they may take measures that could degrade, disrupt or increase the cost of user access to certain of our products by restricting or prohibiting the use of their infrastructure to support or facilitate our offerings, or by charging increased fees to us or our users to provide our offerings, while others, including some of the largest providers of broadband Internet access services, have committed to not engaging in such behavior. These providers have the ability generally to increase their rates, which may effectively increase the cost to our customers of using our cloud software solutions.

    On January 4, 2018, the Federal Communications Commission, or FCC, released an order that largely repeals rules that the FCC had in place which prevented broadband internet access providers from degrading or otherwise disrupting a broad range of services provisioned over consumers' and enterprises' broadband internet access lines. The FCC's January 4, 2018, Order is not yet effective and there are efforts in Congress to prevent the Order from becoming effective.  Additionally, a number of state attorneys' general have filed an appeal of the FCC's January 4, 2018, Order and others may also appeal the Order. We cannot predict whether the FCC's January 4, 2018, Order will become effective or whether it will withstand appeal.

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    Many of the largest providers of broadband services, like cable companies and traditional telephone companies, have publicly stated that they will not degrade or disrupt their customers' use of applications and services, like ours.  If such providers were to degrade, impair or block our services, it would negatively impact our ability to provide services to our customers, likely result in lost revenue and profits, and we would incur legal fees in attempting to restore our customers' access to our services. Broadband internet access providers may also attempt to charge us or our customers additional fees to access services like ours that may result in the loss of customers and revenue, decreased profitability, or increased costs to our offerings that may make our services less competitive. We cannot predict the potential impact of the FCC's January 4, 2018, Order on us at this time.  

    Our physical infrastructure is concentrated in a few facilities and any failure in our physical infrastructureplatform or services could lead toexperience significant costs andor repeated disruptions, and could reduce our revenue, harm our business reputation and have a material adverse effect on our financial results.

    Our leased network and data centers are subject to various points of failure. Problems with cooling equipment, generators, uninterruptible power supply, routers, switches,outages or other equipment, whether or not within our control, could result in service interruptions for our customers as well as equipment damage. Because our services do not require geographic proximity of our data centers to our customers, our infrastructure is consolidated into a few large data center facilities. Any failure or downtime in one of our data center facilities could affect a significant percentage of our customers. The total destruction or severe impairment of any of our data center facilities could result in significant downtime of our services and the loss of customer data. Because our ability to attract and retain customers depends on our ability to provide customers with highly reliable service, even minor interruptions in our service could harm our reputation. Additionally, in connection with the expansion or consolidation of our existing data center facilities from time to time, there is an increased risk that service interruptions may occur as a result of server relocation or other unforeseen construction-related issues.

    We have experienced interruptions in service in the past. While we have not experienced a material increase in customer attrition following these events, the harm to our reputation is difficult to assess. We have taken and continue to take steps to improve our infrastructure to prevent service interruptions, including upgrading our electrical and mechanical infrastructure. However, service interruptions continue to be a significant risk for us and could materially impact our business.

    Any future service interruptions could:

    Any of these events could materially increase our expenses or reduce our revenue, which would have a material adverse effect on our operating results.

    We may be required to transfer our servers to new data center facilities in the event that we are unable to renew our leases on acceptable terms, or at all, or the owners of the facilities decide to close their facilities, and we may incur significant costs and possible service interruption in connection with doing so. In addition, any financial difficulties, such as bankruptcy or foreclosure, faced by our third-party data center operators, or any of the service providers with which we or they contract, may have negative effects on our business, the nature and extent of which are difficult to predict. Additionally, if our data centers are unable to keep up with our increasing needs for capacity, our ability to grow our business could be materially and adversely impacted.

    We depend on third-party vendors for IP phones and software endpoints, and any delay or interruption in supply by these vendors would result in delayed or reduced shipments to our customers and may harm our business.

    We rely on third-party vendors for IP phones and software endpoints required to utilize our service. We currently do not have long-term supply contracts with any of these vendors. As a result, most of these third-party vendors are not obligated to provide products or services to us for any specific period, in any specific quantities or at any specific price,

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    except as may be provided in a particular purchase order. The inability of these third-party vendors to deliver IP phones of acceptable quality and in a timely manner, particularly the sole source vendors, could adversely affect our operating results or cause them to fluctuate more than anticipated. Additionally, some of our products may require specialized or high-performance component parts that may not be available in quantities or in time frames that meet our requirements.

    If we do not or cannot maintain the compatibility of our communications and collaboration software with third-party applications and mobile platforms that our customers use in their businesses, our revenue will decline.

    The functionality and popularity of our cloud software solutions depends, in part, on our ability to integrate our services with third-party applications and platforms, including enterprise resource planning, customer relations management, human capital management and other proprietary application suites. Third-party providers of applications and application programmable interfaces, or APIs, may change the features of their applications and platforms, restrict our access to their applications and platforms or alter the terms governing use of their applications and APIs and access to those applications and platforms in an adverse manner. Such changes could functionally limit or terminate our ability to use these third-party applications and platforms in conjunction with our services, which could negatively impact our offerings and harm our business. If we fail to integrate our software with new third-party back-end enterprise applications and platforms used by our customers, we may not be able to offer the functionality that our customers need, which would negatively impact our ability to generate revenue and adversely impact our business. 

    Our services also allow our customers to use and manage our cloud software solutions on smartphones, tablets and other mobile devices. As new smart devices and operating systems are released, we may encounter difficulties supporting these devices and services, and we may need to devote significant resources to the creation, support, and maintenance of our mobile applications. In addition, if we experience difficulties in the future integrating our mobile applications into smartphones, tablets or other mobile devices or if problems arise with our relationships with providers of mobile operating systems, such as those of Apple Inc. or Google Inc., our future growth and our results of operations could suffer.

    If our software failsfailures due to defects, bugs, vulnerabilities or similar software problems, andor if we fail to determine the cause of any disruption or failure and correct any defect or other software problems,it promptly, we could lose customers, become subject to service performance or warranty claims or incur significant costs.

    costs, reducing our revenues and adversely affecting our operating results.

    Our customers use our servicecommunications services to manage important aspects of their businesses, and any errors, defects, outages, or disruptions to our service or other performance problems with our service could hurt our reputation and may damage our customers' businesses.businesses, any of which may result in our granting of credits to customers that in turn would reduce our revenue. Our services and the systems infrastructure underlying our cloud communications platform incorporate software that is highly technical and complex. Our software has contained, and may now or in the future contain, undetected errors, bugs, or vulnerabilities.vulnerabilities to hackers, which have caused, and may in the future cause, temporary service outages or other disruptions for some customers. Some errors in our software code may onlynot be discovered until after the code has been released. Any errors, bugs, or vulnerabilities discovered in our code after release could result in damage to our reputation, loss of users,customers, loss of revenue, or liability for service credits or damages, any of which could adversely affect our business and financial results. We implement bug fixes and upgrades as part of our regularly scheduled system maintenance, which may lead to system downtime. Even if we are able to implement the bug fixes and upgrades in a timely manner, any history of defects, or the loss, damage or inadvertent release of confidential customer data, could cause our reputation to be harmed, and customers may elect not to purchase or renew their agreements with us and subject us to service performance credits, warranty claims or increased insurance costs. The costs associated with any material defects or errors in our software or other performance problems may be substantial and could materially adversely affect our operating results.

    Our physical infrastructure is concentrated in a few facilities (data centers and public cloud providers) and any failure in our physical infrastructure or service outages could lead to significant costs and/or disruptions and could reduce our revenue, harm our business reputation and have a material adverse effect on our financial results.
    Our leased network and data centers as well as public cloud infrastructure are subject to points of failure. Problems with cooling equipment, generators, uninterruptible power supply, routers, switches, or other equipment, whether or not within our control, could result in service interruptions for our customers as well as equipment damage. Because our services do not require geographic proximity of our data centers to our customers, our infrastructure is consolidated into a few large data center facilities. Any failure or downtime in one of our data center facilities could affect a significant percentage of our customers. While our data center facilities are currently operating as essential businesses exempt from current shelter-in-place orders, further tightening of business closure orders or social distancing or COVID-19 outbreaks could negatively impact these facilities. The total destruction, closure, or severe impairment of any of our data center facilities could result in significant downtime of our services and the loss of customer data. Because our ability to attract and retain customers depends on our ability to provide customers with highly reliable service, even minor interruptions in our service could harm our reputation. Additionally, in connection with the expansion or consolidation of our existing data center facilities from time to time, there is an increased risk that service interruptions may occur as a result of server relocation or other unforeseen construction-related issues.
    We have experienced interruptions in service in the past. The harm to our reputation is difficult to assess but has resulted and may result in the future in customer attrition. We have taken and continue to take steps to improve our infrastructure to prevent service interruptions, including upgrading our electrical and mechanical infrastructure. However, service interruptions continue to be a significant risk for us and could have a material adverse impact on our business.
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    Any future service interruptions could:
    cause our customers to seek service credits, or damages for losses incurred;    
    require us to replace existing equipment or add redundant facilities;
    affect our reputation as a reliable provider of communications services;    
    cause existing customers to cancel or elect to not renew their contracts; or    
    make it more difficult for us to attract new customers.
    We may be required to transfer our servers to new data center facilities or public cloud load to a different public cloud provider in the event that we are unable to renew our agreement or leases on acceptable terms, or at all, or the owners of the facilities decide to close their facilities, and we may incur significant costs and possible service interruption in connection with doing so. In addition, any financial difficulties, such as bankruptcy or foreclosure, faced by our third-party data center operators, or any of the service providers with which we or they contract, may have negative effects on our business, the nature and extent of which are difficult to predict. If our data centers or our public cloud providers are unable to keep up with our increasing needs for capacity, our ability to grow our business could be materially and adversely impacted.
    We may not be able to scale our business efficiently or quickly enough to meet our customers' growing needs, leading to increased customer churn and damage to reputation and brand, each of which could harm our operating results.
    As usage of our cloud software solutions by mid-market and larger enterprises expands and as customers continue to integrate our services across their enterprises, we are required to devote additional resources to improving our application architecture, integrating our products and applications across our technology platform, integrating with third-party systems, and maintaining infrastructure performance. As a result of the COVID-19 pandemic, we have seen increased usage of our services from our existing customers and may see further increases in usage from existing and new customers in the future if remote working trends continue to increase as a result of the COVID-19 pandemic or otherwise. To the extent we increase our customer base and as our customers gain more experience with our services, the number of users and transactions managed by our services, the amount of data transferred, processed and stored by us, the number of locations where our service is being accessed, and the volume of communications managed by our services have in some cases, and may in the future, expand rapidly. In addition, we will need to appropriately scale and modernize our internal business systems and our services organization, including customer support, sales operations, billing services and regulatory, privacy and cybersecurity compliance, to serve our growing customer base. Any failure or delay in these efforts could cause impaired system performance and reduced customer satisfaction. These issues could adversely impact our reputation and brand, reduce the attractiveness of our cloud software solutions to customers, resulting in decreased sales to new customers, lower renewal rates by existing customers, the issuance of service credits, or requested refunds, which could hurt our revenue growth and our reputation.
    Because our long-term growth strategy involves continued expansion outside the United States, our business will be susceptible to risks associated with international operations.
    An important component of our growth strategy involves the further expansion of our operations and customer base internationally. We have formed subsidiaries outside the United States, including a subsidiary in Romania that contributes significantly to our research and development efforts. Additionally, through acquisitions, we have expanded into the U.K. and Southeast Asia. The risks and challenges associated with sales and other operations outside the United States are different in some ways from those associated with our operations in the United States, and we have a limited history addressing those risks and meeting those challenges. Our current international operations and future initiatives, including Southeast Asia, will involve a variety of risks, including:    
    localization of our services, including translation into foreign languages and associated expenses;    
    regulation of our services as traditional telecommunications services, requiring us to obtain authorizations or licenses to operate in foreign jurisdictions, or alternatively preventing us from selling our full suite of services, or any services at all, in such jurisdictions;    
    changes in a specific country or region's regulatory requirements, taxes, trade laws, or political or economic conditions;    
    increased competition from regional and global cloud communications competitors in the various geographic markets in which we compete where such markets may have different sales cycles, selling processes, and feature requirements which may limit our ability to compete effectively in different regions globally;
    more stringent regulations relating to data security and the unauthorized use of, access to, and transfer of, commercial and personal information, particularly in the European Union, or EU;    
    differing labor regulations, especially in the EU and Latin America, where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations;    
    challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits and compliance programs;
    difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems and regulatory systems;    
    increased travel, real estate, infrastructure and legal compliance costs associated with international operations;    
    different pricing environments, longer sales cycles, longer accounts receivable payment cycles and other collection difficulties;    
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    currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future;    
    limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries;    
    laws and business practices favoring local competitors or general preferences for local vendors;    
    limited or insufficient intellectual property protection;    
    political instability or terrorist activities;    
    exposure to liabilities under anti-corruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act 2010, trade and export laws such as those enforced by the Office of Foreign Assets Control (OFAC) of the U.S. Department of the Treasury, and similar laws and regulations in other jurisdictions;
    continuing uncertainty regarding social, political, immigration, and tax and trade policies in the U.S. and abroad, including as a result of the United Kingdom's vote to withdraw from the European Union;
    regional travel restrictions, business closures and shelter-in-place orders and resulting from COVID-19; and    
    adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash.
    We have limited experience in operating our business internationally, which increases the risk that any potential future expansion efforts that we may undertake will not be successful. We expect to invest substantial time and resources to expand our international operations. If we are unable to do this successfully and in a timely manner, our business and operating results could be materially adversely affected.
    We face risks related to acquisitions now and in the future that may divert our management's attention, result in dilution to our stockholders and consume resources that are necessary to sustain and grow our existing business.
    Although we have acquired several small companies and business units in recent years, we have limited experience with purchasing and integrating other businesses. We may not be able to identify suitable acquisition candidates in the future or negotiate and complete acquisitions on favorable terms.
    If appropriate opportunities present themselves, we may decide to acquire such companies, or their products, technologies or assets. Acquisitions involve numerous risks, and there is no guarantee that we will ultimately strengthen our competitive position or achieve other benefits expected from the transaction. Among other risks we may encounter in connection with acquisitions:
    We may experience difficulty and delays in integrating the products, technology platform, operations, systems and personnel of the acquired business with our own, particularly if the acquired business is outside of our core competencies;
    We may not be able to manage the acquired business, or the integration process, effectively, which may limit our ability to realize the financial and strategic benefits we expected from the transaction;
    The acquisition and integration may divert management’s attention from our day-to-day operations and disrupt the ordinary functioning of our ongoing business;
    We may have difficulty establishing and maintaining appropriate governance, reporting relationships, policies, controls and procedures for the acquired business, particularly if it is based in a country or region where we did not previously operate;    
    Any failure to successfully manage the integration process may also adversely impact relationships with our employees, suppliers, customers and business partners, or those of the acquired business, and may result in increased churn or the loss of key customers, business partners or employees for our business or those of the acquired business;
    We may become subject to new or more stringent regulatory compliance obligations and costs by virtue of the acquisition, including risks related to international acquisitions that may operate in new jurisdictions or geographic areas where we may have no or limited experience;    
    We may become subject to litigation, investigations, proceedings, fines or penalties arising from or relating to the transaction or the acquired business, and any resulting liabilities may exceed our forecasts;
    We may acquire businesses with different revenue models, customer concentration risks, and contractual relationships;
    We may assume long-term contractual obligations, commitments or liabilities (for example, those relating to leased facilities), which could adversely impact our efforts to achieve and maintain profitability and impair our cash flow;
    We may not successfully evaluate or utilize the acquired technology and accurately forecast the financial impact of an acquisition transaction, including accounting charges; and
    The acquisition may create a drag on our overall revenue growth rate, which could lead analysts and investors to reduce their valuation of our company.     
    In addition, we may have to pay cash, incur debt, or issue equity securities to pay for any such acquisition, each of which could affect our financial condition or the value of our capital stock. The sale of equity to finance any such acquisitions could result in dilution to our stockholders. If we incur more debt, it would result in increased fixed obligations and could also subject us to covenants or other restrictions that would impede our ability to flexibly operate our business.
    As a result of these potential problems and risks, among others, businesses that we may acquire or invest in may not produce the revenue, competitive advantages, or business synergies that we anticipate, and the results and effects of any such acquisition may not be favorable enough to justify the amount of consideration we pay or the other investments we make in the acquired business.
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    If we do not or cannot maintain the compatibility of our communications and collaboration software with third-party applications and mobile platforms that our customers use in their businesses, our revenue could decline.
    The functionality and popularity of our cloud software solutions depends, in part, on our ability to integrate our services with third-party applications and platforms, including enterprise resource planning, customer relations management, human capital management, workforce management, and other proprietary application suites. Third-party providers of applications and application programmable interfaces, or APIs, may change the features of their applications and platforms, restrict our access to their applications and platforms or alter the terms governing use of their applications and APIs and access to those applications and platforms in an adverse manner. Such changes could functionally limit or terminate our customers’ ability to use these third-party applications and platforms in conjunction with our services, which could negatively impact our offerings and harm our business. If we fail to integrate our software with new third-party back-end enterprise applications and platforms used by our customers, we may not be able to offer the functionality that our customers need, which would negatively impact our ability to generate revenue and adversely impact our business.
    Our services also allow our customers to use and manage our cloud software solutions on smartphones, tablets and other mobile devices. As new smart devices and operating systems are released, we may encounter difficulties supporting these devices and services, and we may need to devote significant resources to the creation, support, and maintenance of our mobile applications. In addition, if we experience difficulties in the future integrating our mobile applications into smartphones, tablets or other mobile devices or if problems arise with our relationships with providers of mobile operating systems, such as those of Apple Inc. or Alphabet Inc. (Google), our future growth and our results of operations could suffer.
    To provide our services, we rely on third parties for our network service and connectivity and any disruption or deterioration in the quality of these services or the increase in the costs we incur from these third parties could adversely affect our business, results of operations and financial condition.
    We rely on third-party network service providers to originate and terminate substantially all of the PSTN calls using our cloud-based services. We leverage the infrastructure of third-party network service providers to provide telephone numbers, PSTN call termination and origination services, and local number portability for our customers rather than deploying our own network throughout the United States and internationally. We use the infrastructure of third-party network service providers, such as Equinix, Inc. and CenturyLink, Inc. and public cloud providers including AWS and Oracle, to provide our cloud services over their networks rather than deploying our own network connectivity. These decisions have resulted in lower capital and operating costs for our business in the short-term, but have reduced our operating flexibility and ability to make timely service changes. If any of these network service providers cease operations or otherwise terminate the services that we depend on or become unwilling to supply cost-effective services to us in the future, the delay in switching our technology to another network service provider, if available, and qualifying this new service provider could have a material adverse effect on our business, financial condition or operating results. In addition, the rates we pay to our network service providers and other intermediaries may also change more rapidly than we change the pricing we charge our customers, which may reduce our profitability and increase the retail price of our service.
    We depend on third-party vendors for IP phones and certain software endpoints, and any delay or interruption in supply by these vendors would result in delayed or reduced shipments to our customers and may harm our business.
    We rely on third-party vendors for IP phones and software endpoints required to utilize our service. We currently do not have long-term supply contracts with any of these vendors. As a result, most of these third-party vendors are not obligated to provide products or services to us for any specific period, in any specific quantities or at any specific price, except as may be provided in a particular purchase order. The inability of these third-party vendors to deliver IP phones of acceptable quality and in a timely manner, particularly the sole source vendors, could adversely affect our operating results or cause them to fluctuate more than anticipated. Additionally, some of our products and services may require specialized or high-performance component parts that may not be available in quantities or in time frames that meet our requirements due to COVID-19 pandemic or otherwise.
    Difficulty executing local number porting requests could negatively impact our business.
    The FCC and foreign regulators require VoIP providers to support telephone number porting within specified timeframes. In order to port telephone numbers, we rely on third party telecommunications carriers to complete the process. Often number ports take longer than the specified timeframes. For many potential customers, the ability to quickly port their existing telephone numbers into our service in a timely fashion is a very important consideration. To the extent that we cannot quickly port telephone numbers in, our ability to acquire new customers may be negatively impacted. To the extent that we cannot quickly port telephone numbers out when a customer leaves our service to go to another provider, we could be subject to regulatory enforcement action.
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    Risks Related to Regulatory Matters
    Vulnerabilities to security breaches, cyber intrusions and other malicious acts could adversely impact our business.

    Our operations depend on our ability to protect our network from interruption by damage from unauthorized entry,hackers, social engineering and phishing, ransomware, computer viruses, worms, other malicious software programs or similar disruptive problems or other events beyond our control. In the past, we may have been subject to denial or disruption of service or DDOS,("DDOS"), and we may be subject to DDOS attacks in the future. We cannot assure you that our backup systems, regular data backups, security protocols, DDOS mitigation and other procedures that are currently in place, or that may be in place in the future, will be adequate to prevent significant damage, system failure or data loss.

    Critical to

    Inherent in our provision of service isare the storage, processing, and transmission of our customers' data, which may include confidential and sensitive information. Customers may use our services to store, process and transmit a wide variety of confidential and sensitive information such as credit card, bank account and other financial information, proprietary information, trade secrets or other data that may be protected by sector-specific laws and regulations like intellectual property laws, andlaws addressing the protection of personally

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    identifiable information.information (or personal data in the European Union), as well as the Federal Communications Commission’s, or the FCC’s, customer proprietary network information (“CPNI”) rules. We may be targets of cyber threats and security breaches, given the nature of the information we store, process and transmit and the fact that we provide communications services to a broad range of businesses.

    In addition, we use third-party vendors which in some cases have access to our data and our customers' data. Despite the implementation of security measures by us or our vendors, our computing devices, infrastructure or networks, or our vendors computing devices, infrastructure or networks may be vulnerable to hackers, social engineering and phishing, ransomware, computer viruses, worms, other malicious software programs or similar disruptive problems due to a security vulnerability in our or our vendors' infrastructure or network, or our vendors, customers, employees, business partners, consultants or other internet users who attempt to invade our or our vendors' public and private computers, tablets, mobile devices, software, data networks, or voice networks. If there is a security vulnerability in our or our vendors' infrastructure or networks that is successfully targeted, we could face increased costs, liability claims, government investigations, fines, penalties or forfeitures, class action litigation, reduced revenue, or harm to our reputation or competitive position.

    Depending

    We could be liable for breaches of security on our website, fraudulent activities by our users, or the evolving naturefailure of cyber threats,third-party vendors to deliver credit card transaction processing services.
    A fundamental requirement for operating an Internet-based, worldwide cloud software solution and electronically billing our customers is the secure transmission of confidential information and media over public networks. Although we have developed systems and processes that are designed to protect consumer information and prevent fraudulent credit card transactions and other security breaches, failure to mitigate such fraud or breaches may subject us to costly breach notification and other mitigation obligations, class action lawsuits, investigations, fines, forfeitures or penalties from governmental agencies that could adversely affect our operating results.
    The law relating to the liability of providers of online payment services is currently unsettled and states may enact their own rules with which we may havenot comply. We rely on third-party providers to increaseprocess and guarantee payments made by our investment in maintaining the security of our networkssubscribers up to certain limits, and data, and our profitabilitywe may be adversely impacted,unable to prevent our customers from fraudulently receiving goods and services. Our liability risk will increase if a larger fraction of transactions affected using our cloud-based services involve fraudulent or wedisputed credit card transactions.
    We may also experience losses due to subscriber fraud and theft of service. Subscribers have, to increasein the price of our services which may make our offerings less competitive with other communications providers.

    If an individual obtains unauthorizedpast, obtained access to our network, or ifservice without paying for monthly service and international toll calls by unlawfully using our network is penetrated, our service could be disrupted and sensitive information could be lost, stolen or disclosed which could have a variety of negative impacts, including legal liability, investigations by law enforcement and regulatory agencies, and exposure to fines or penalties, any of which could harm our business reputation and have a material negative impact on our business. In addition, to the extent we market our services as compliant with particular laws governing data privacy and security, such as Health Insurance Portability and Accountability Act and foreign data protection laws, or provide representations or warranties as to such compliance in our customer contracts, a security breach that exposes protected information may make us susceptible to a number of contractual claims as well as claims related to our marketing.

    Many governments have enacted laws requiring companies to notify individuals of data security incidents involving certain types of personal data. In addition, some of our customers contractually require notification of any data security compromise. Security compromises experienced by our competitors, by our customersauthorization codes or by us may lead to public disclosures, which may lead to widespread negative publicity. Any security compromise insubmitting fraudulent credit card information. If our industry, whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our security measures, negatively impact our ability to attract new customers, cause existing customers to electanti-fraud procedures are not to renew their subscriptions or subject us to third-party lawsuits, regulatory fines or other action or liability, which could materially and adversely affect our business and operating results.

    In contracts with larger enterprises, we often agree to assume liability for security breaches in excess of the amount of committed revenue from the contract. In addition, there can be no assurance that any limitations of liability provisions in our contracts for a security breach would be enforceable or adequate or would otherwise protect us from any such liabilities or damages with respect to any particular claim. We also cannot be sure that our existing cybersecurity insurance will continue to be available on acceptable terms or will be available in sufficient amounts to cover one or more large claims, or that the insurer will not deny coverage as to any future claim. The successful assertioneffective, consumer fraud and theft of one or more large claims against us that exceed available insurance coverage, or the occurrence of changes in our insurance policies, including premium increases or the imposition of large deductible or co-insurance requirements,service could have a material adverse effect on our business, financial condition and operating results.

    Failure to comply with laws and contractual obligations related to data privacy and protection could have a material adverse effect on our business, financial condition and operating results.

    We process many types of data, including personal data in the course of our business. As such, we are subject to the data privacy and protection laws and regulations adopted by federal, state and foreign governmental agencies, including GDPR.the European Union’s General Data Protection Regulation ("GDPR") and the California Consumer Privacy Act ("CCPA"). Data privacy and protection is highly regulated in many jurisdictions and may become the subject of additional regulation in the future. For example, lawmakers and regulators worldwide are considering proposals that would require companies, like us, that encrypt users' data to ensure access to such data by law enforcement authorities. Privacy laws restrict our storage, use, processing disclosure, transfer and protection of personal information, including credit card data, provided to us by our customers as well as data we collect from our customers and employees. We strive to comply with all applicable laws, regulations, policies and legal obligations relating to privacy and data protection. However, if we fail to comply, we may be subject to fines, penalties and lawsuits, statutory damages at both the federal and state levels in the U.S., substantial fines and penalties under the European Union’s GDPR, class action lawsuits, and our reputation may suffer. We may also be required to make modifications to our data practices that could have an adverse impact on our business.

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    Governmental entities, class action lawyers and privacy advocates are increasingly examining companies' data collection, processing, use, storing, sharing, transferring and transmitting or personal data and data linkable to individuals. Self-regulatory codes of conduct, enforcement actions by regulatory agencies, and lawsuits by private parties could impose additional compliancebusiness, including increasing our operating costs on us, negatively impacting our profitability, as well as subjectwhich may cause us to unknown potential liabilities. These evolving laws, rules and practices may also curtailincrease our current business activities which may also result in slimmer profit margins and reduce new opportunities.

    prices making our services less competitive.

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    Table of Contents
    We are also subject to the privacy and data protection-related obligations in our contracts with our customers and other third parties. Any failure, or perceived failure, by us to comply with federal, state, or international laws, including laws and regulations regulating privacy, data or consumer protection, or to comply with our contractual obligations related to privacy, could result in proceedings or actions against us by governmental entities, contractual parties or others, which could result in significant liability to us, as well as harm to our reputation. Additionally, third parties on which we rely enter into contracts to protect and safeguard our customers' data. Should such parties violate these agreements or suffer a breach, we could be subject to proceedings or actions against us by governmental entities, contractual parties or others, which could result in significant liability to us as well as harm to our reputation.

    On July 12, 2016,

    Our products and services must comply with industry standards, FCC regulations, state, local, country-specific and international regulations, and changes may require us to modify existing services, potentially increase our costs or prices we charge customers, and otherwise harm our business.
    As a provider of interconnected VoIP services, we are subject to various international, federal, state and local requirements applicable to our industry, including those that address, among other matters, acceptable marketing practices, the European Commission adopted the "Privacy Shield" which replaced the European Union-U.S. Safe Harbor Framework. Beginning on August 1, 2016, companies were able to self-certify for inclusion in the Privacy Shield program which allows for the transferaccessibility of personal data between the EU9-1-1 or other international emergency services, local number porting, robo-calling, and the U.S. We are currently participating in Privacy Shieldcaller ID spoofing. The failure of our products and we also rely on other methods recognized under relevant EU law to transfer personal data between the EU and the U.S. Additionally, on May 4, 2016, the EU formally adopted the General Data Protection Regulation, or GDPR, which became effective on May 25, 2018, and will replace the Data Protection Directive 95/46/EC. The GDPR imposes new obligations on all companies, including us, and substantially increases potential liability for all companies, including us, for failureservices to comply, or delays in compliance, with data protection rules.

    The regulatory landscape applicable to data transfers between the EUvarious existing and other countries with similar data protection laws, and the U.S. remains unsettled.  There is ongoing litigation in the EU, as well as calls by certain political and governmental bodies in the EU to re-evaluate data transfers between the EU and the U.S., thatevolving standards could negatively impact the existing legally acceptable methods for transferring data between the EU and the U.S. on which we rely as do many other companies. Moreover, while we established alternative methods to transfer data between the EU and U.S. that addressed certain legal uncertainties that previously existed, some independent data regulators have adopted the position that other formsdelay or interrupt our introduction of compliance, including the methods we rely upon now as do many other companies, are also invalid.

    Although GDPR has already gone into effect, there is still considerable uncertainty as to how to interpret and implement many of its provisions. It is particularly challenging for companies operating in the cloud services space, like us, to interpret and implement the GDPR.  If we fail to properly implement the GDPR for any reason, we may be subject to fines and penalties. The GDPR may also change our business operations in ways that we cannot currently predict that could increase our operating costs, decrease our profitability, or result in increased prices for our retail offerings that may make our services less competitive. We cannot evaluate our potential liability at this time.

    We could be liable for breaches of security on our website, fraudulent activities of our users, or the failure of third-party vendors to deliver credit card transaction processing services.

    A fundamental requirement for operating an Internet-based, worldwide cloud software solutions and electronically billing our customers is the secure transmission of confidential information and media over public networks. Although we have developed systems and processes that are designed to protect consumer information and prevent fraudulent credit card transactions and other security breaches, failure to mitigate such fraud or breaches maynew products, subject us to costly breach notification andfines or other mitigation obligations, class action lawsuits, investigations, fines, forfeituresimposed penalties, or penalties from governmental agencies that could adversely affectharm our operating results. The law relating to the liabilityreputation, any of providers of online payment services is currently unsettled and states may enact their own rules with which we may not comply. We rely on third-party providers to process and guarantee payments made by our subscribers up to certain limits, and we may be unable to prevent our customers from fraudulently receiving goods and services. Our liability risk will increase if a larger fraction of transactions effected using our cloud-based services involve fraudulent or disputed credit card transactions.

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    We may also experience losses due to subscriber fraud and theft of service. Subscribers have, in the past, obtained access to our service without paying for monthly service and international toll calls by unlawfully using our authorization codes or by submitting fraudulent credit card information. If our existing anti-fraud procedures are not adequate or effective, consumer fraud and theft of service couldwould have a material adverse effect on our business, financial condition andor operating results.

    Natural disasters, war, terrorist attacks or malicious conduct could adversely impact

    Regulations to which we may be subject address the following matters, among others:
    license requirements that apply to providers of communications services in many jurisdictions;
    our operationsobligation to contribute to various Universal Service Fund programs, including at the state level;
    monitoring on rural call completion rates;
    safeguarding and could degrade or impede use of Customer Proprietary Network Information ("CPNI");
    rules concerning access requirements for users with disabilities;
    our obligation to offer 7-1-1 abbreviated dialing for access to relay services;
    compliance with the requirements of U.S. and foreign law enforcement agencies, including the Communications Assistance for Law Enforcement Act ("CALEA"), and cooperation with local authorities in conducting wiretaps, pen traps and other surveillance activities;
    the ability to offer services.

    Our cloud communicationsdial 9-1-1 (or corresponding numbers in regions outside the U.S.), auto-locate E-911 calls (or corresponding equivalents) when required, and access emergency services;

    the transmission of telephone numbers associated with calling parties between carriers and service providers like us;
    regulations governing outbound dialing, including the Telephone Consumer Protection Act; and
    FCC and other regulators efforts to combat robo-calling and caller ID spoofing.
    Regulation of our services rely on uninterrupted connectionas telecommunications services may require us to the Internet through data centersobtain authorizations or licenses to operate in foreign jurisdictions and networks. Any interruption or disruptioncomply with legal requirements applicable to our network, or the third parties on which we rely, could adverselytraditional telephony providers. This regulation may impact our ability to provide service. Our networkdifferentiate ourselves from incumbent service providers and imposes substantial compliance costs on us. In addition, the reform of federal and state Universal Service Fund programs and payment of regulatory and other fees in international markets, could increase the cost of our service to our customers diminishing or eliminating any pricing advantage we may have.
    Efforts to address robo-calling and caller ID spoofing could cause us competitive harm.
    In June 2019, the FCC ruled that providers of voice services may by default (subject to opt-out by subscribers) block voice traffic based on reasonable analytics designed to identify unwanted calls. In March 2020, the FCC required that all voice service providers implement the STIR/SHAKEN caller ID authentication framework in the Internet Protocol (IP) portions of their networks by June 30, 2021. There is significant uncertainty regarding how STIR/SHAKEN will work. For example, there is currently no accepted standard by which voice service providers that do not have authorization to directly obtain telephone numbers will be able to authenticate calls originated by their customers. We have obtained authorization to directly obtain telephone numbers in the U.S. in order to be able to authenticate calls under STIR/SHAKEN originated by our subscribers. The STIR/SHAKEN framework will likely be used throughout the world.  It is likely that the standards to obtain STIR/SHAKEN signing authority in other countries will differ from the U.S. requirements and similar to the U.S., there are no accepted standards yet for how voice service providers that do not have direct STIR/SHAKEN signing authority will be able to authenticate calls originated by their customers.  In addition, foreign regulators have allowed terminating voice service providers to block voice traffic to address robo-calling or other unwanted calls.  If we do not have a solution in place for STIR/SHAKEN when STIR/SHAKEN becomes widely adopted, our business could be disruptedharmed as we would be unable to authenticate originating calls from our subscriber’s telephone numbers under STIR/SHAKEN.  Call recipients would be less likely to answer non-authenticated calls. In addition, the terminating voice service providers may block calls that are not authenticated under STIR/SHAKEN as the lack of authentication could be viewed as a reasonable indication that the call is unwanted by circumstances outside ofthe recipient. This would make our control including natural disasters, acts of war, terrorist attacks or other malicious acts including, butservice less desirable for our customers. Further if we do not limited to, cyber-attacks. Our headquarters, global networks operations center and one of our third-party data center facilities are locatedhave STIR/SHAKEN caller ID authentication in the San Francisco Bay Area, a region known for seismic activity. Should any of these events occur and interfere with our ability to operate our network even for a limited period of time,place when required, we could incur significant expenses, lose substantial amountsbe subject to regulatory enforcement action.
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    Table of revenue, suffer damageContents
    Risks Related to our reputation, and lose customers. Such an event may also impede our customers' connections to our network, since these connections also occur over the Internet, and would be perceived by our customers as an interruption of our services, even though such interruption would be beyond our control. Any of these events could have a material adverse impact on our business.

    Intellectual Property

    Our infringement of a third party's proprietary technology could disrupt our business.

    There has been substantial litigation in the communications, cloud communication services, semiconductor, electronics, and related industries regarding intellectual property rights and, from time to time, third parties may claim that we, our customers, our licensees or parties indemnified by us are infringing, misappropriating or otherwise violating their intellectual property rights. Third parties may also claim that our employees have misappropriated or divulged their former employers' trade secrets or confidential information. Our broad range of current and former technology, including IP telephony systems, digital and analog circuits, software, and semiconductors, increases the likelihood that third parties may claim infringement by us of their intellectual property rights.

    During our 2017 fiscal year, we were named as defendants in two lawsuits, each brought by a non-practicing entity and alleging infringement of a single patent. During our 2016 fiscal year, we were similarly named as defendants in two lawsuits in which we were alleged to have infringed patents. We were able to settle all four lawsuits relatively quickly, although we have in the past been involved in patent infringement lawsuits that spanned several years. Certain technology necessary for us to provide our services may, in fact, be patented by other parties either now or in the future. If such technology were held under patent by another person, we would have to negotiate a license for the use of that technology, which we may not be able to negotiate at a price that is acceptable or at all. The existence of such a patent, or our inability to negotiate a license for any such technology on acceptable terms, could force us to cease using such technology and offering products and services incorporating such technology.

    If we are found to be infringing on the intellectual property rights of any third-party in lawsuits or proceedings that may be asserted against us, we could be subject to monetary liabilities for such infringement, which could be material. We could also be required to refrain from using, manufacturing or selling certain products or using certain processes, either of which could have a material adverse effect on our business and operating results. From time to time, weOur broad range of current and former technology, including IP telephony systems, digital and analog circuits, software, and semiconductors, increases the likelihood that third parties may claim infringement by us of their intellectual property rights. We have received and may continue to receive in the future, notices of claims of infringement, misappropriation or misuse of other parties' proprietary rights. There can be no assurance that we will prevail in these discussions and actions or that other actions alleging infringement by us of third-party patents will not be asserted or prosecuted against us. Furthermore, lawsuits like these may require significant time and expense to defend, may divert management's attention away from other aspects of our operations and, upon resolution, may have a material adverse effect on our business, results of operations, financial condition and cash flows.

    Inability to protect our proprietary technology would disrupt our business.

    We rely, in part, on patent, trademark, copyright, and trade secret law to protect our intellectual property in the United States and abroad. We seek to protect our software, documentation, and other written materials under trade secret and copyright law, which afford only limited protection. We currently have several United States patent applications pending. We cannot predict whether such pending patent applications will result in issued patents, and if they do, whether such patents will effectively protect our intellectual property. The intellectual property rights we obtain may not be sufficient to provide us with a competitive advantage, and could be challenged, invalidated, infringed or misappropriated. We may not be able to protect our proprietary rights in the United States or internationally (where effective intellectual property protection may be unavailable or limited), and competitors may independently develop technologies that are similar or superior to our technology, duplicate our technology or design around any patent of ours.

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    We attempt to further protect our proprietary technology and content by requiring our employees and consultants to enter into confidentiality and assignment of inventions agreements and third parties to enter into nondisclosure agreements. These agreements may not effectively prevent unauthorized use or disclosure of our confidential information, intellectual property or technology and may not provide an adequate remedy in the event of unauthorized use or disclosure of our confidential information, intellectual property or technology.

    Litigation may be necessary in the future to enforce our intellectual property rights, to determine the validity and scope of our proprietary rights or the rights of others, or to defend against claims of infringement or invalidity. Such litigation could result in substantial costs and diversion of management time and resources and could have a material adverse effect on our business, financial condition, and operating results. Any settlement or adverse determination in such litigation would also subject us to significant liability.

    We also may be required to protect our proprietary technology and content in an increasing number of jurisdictions, a process that is expensive and may not be successful, or which we may not pursue in every location. In addition, effective intellectual property protection may not be available to us in every country, and the laws of some foreign countries may not be as protective of intellectual property rights as those in the United States. Additional uncertainty may result from changes to intellectual property legislation enacted in the United States and elsewhere, and from interpretations of intellectual property laws by applicable courts and agencies. Accordingly, despite our efforts, we may be unable to obtain and maintain the intellectual property rights necessary to provide us with a competitive advantage.

    We may have difficulty attracting or retaining personnel with the technical skills and experience necessary to support our growth.

    Companies in the cloud communications industry compete aggressively for top talent in all areas of business, but particularly sales and marketing, professional services and engineering, where employees with industry experience, technical knowledge and specialized skill sets are particularly valued. Demand can be expected to increase if cloud communications continues to gain a greater share of the global communications market. Some of our competitors may respond to these competitive pressures by increasing employee compensation, paying more on average than we pay for the same position. Any such disparity in compensation could make us less attractive to candidates as a potential employer, which in turn may make it more difficult for us to hire and retain qualified employees. Training an individual who lacks prior cloud communications experience to be successful in a sales or technical role can take months or even years.

    When an employee of 8x8 leaves to work for a competitor, not only are we impacted by the loss of the individual resource, but we also face the risk that the individual will share our trade secrets with the competitor in violation of their contractual and legal obligations to us. Our competitors have in the past and may in the future target their hiring efforts on a particular department, and if we lose a group of employees to a competitor over a short time period, our day-to-day operations may be impaired. While we may have remedies available to us through litigation, they would likely take significant time and expense and divert management attention from other areas of the business.

    If we increase employee compensation (beyond levels that reflect customary performance-based and/or cost-of-living adjustments) in response to competitive pressures, we may sustain greater operating losses than we predicted in the near term, and we may not achieve profitability within the timeframe we had expected, or at all.

    Because our long-term growth strategy involves further expansion outside the United States, our business will be susceptible to risks associated with international operations.

    An important component of our growth strategy involves the further expansion of our operations and customer base internationally. We have formed several subsidiaries outside the United States, including a Romanian subsidiary that contributes significantly to our research and development efforts. We have also acquired two UK-based companies. The risks and challenges associated with sales and other operations outside the United States are different in some ways from those associated with our operations in the United States, and we have a limited history addressing those risks and meeting those challenges. Our current international operations and future initiatives will involve a variety of risks, including:

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    We have limited experience in operating our business internationally, which increases the risk that any potential future expansion efforts that we may undertake will not be successful. We expect to invest substantial time and resources to expand our international operations. If we are unable to do this successfully and in a timely manner, our business and operating results could be materially adversely affected.

    Acquisitions may divert our management's attention, result in dilution to our stockholders and consume resources that are necessary to sustain our business.

    In the last four years we have acquired several businesses.   If appropriate opportunities present themselves, we may make additional acquisitions or investments or enter into joint ventures or strategic alliances with other companies. Risks commonly encountered in such transactions include:

    As a result of these potential problems and risks, among others, businesses that we may acquire or invest in may not produce the revenue, earnings, or business synergies that we anticipate. For example, during our 2018 fiscal year, we discontinued marketing ContactNow, which we had acquired through our purchase of DXI Limited in 2015, as a stand-alone product. In addition, there can be no assurance that any potential transaction will be successfully completed or that, if completed, the acquired business or investment will generate sufficient revenue to offset the associated costs or other potential harmful effects on our business.

    The United Kingdom's withdrawal from the EU may adversely impact our operations in the United Kingdom and elsewhere.

    On June 23, 2016, voters in the United Kingdom approved an advisory referendum to withdraw from the EU.  The political uncertainty that it has raised extends to regulatory uncertainty associated with the proposed exit from the EU. Since the vote to withdraw from the EU, negotiations and arrangements between the United Kingdom, the EU and other countries outside of the EU have been, and will continue to be, complex and time consuming. The potential withdrawal could adversely impact our UK subsidiary, Voicenet Solutions Ltd., and add operational complexities that did not previously exist. Currently, the most immediate impact may be to the relevant regulatory regimes under which Voicenet operates, including the offering of communications services, as well as data privacy. The timing of the proposed exit was recently agreed upon and is now scheduled for May 2019, with a transition period running through December 2020. However, the impact on regulatory regimes remains uncertain. At this time, we cannot predict the impact that an actual exit from the EU will have on Voicenet nor the potential collateral impact it may have on our operations elsewhere including the U.S.

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    Our future operating results may vary substantially from period to period and may be difficult to predict.

    Our historical operating results have fluctuated significantly and will likely continue to fluctuate in the future, and a decline in our operating results could cause our stock price to fall. On an annual and a quarterly basis, there are a number of factors that may affect our operating results, some of which are outside our control. These include, but are not limited to:

    Due to these and other factors, we believe that period-to-period comparisons of our results of operations are not meaningful and should not be relied upon as indicators of our future performance. It is possible that in some future periods our results of operations may be below the expectations of public market analysts and investors. If any of these were to occur, the price of our common stock would likely decline significantly.

    In addition, changes in regulatory and accounting principles, and our interpretation of these and judgments used in applying them to our facts and circumstances, could have a material effect on our results of operations and financial condition. We also need to revise our business processes, systems and controls which requires significant management attention and may negatively affect our financial reporting obligations.

    Our products must comply with industry standards, FCC regulations, state, local, country-specific and international regulations, and changes may require us to modify existing products and/or services.

    In addition to reliability and quality standards, the market acceptance of telephony over broadband IP networks is dependent upon the adoption of industry standards so that products from multiple manufacturers are able to communicate with each other. Our cloud-based communications and collaboration services rely heavily on communication standards such as SIP, MGCP and network standards such as TCP/IP and UDP to interoperate with other vendors' equipment. There is currently a lack of agreement among industry leaders about which standard should be used for a particular application, and about the definition of the standards themselves. These standards, as well as audio and video compression standards, continue to evolve. We also must comply with certain rules and regulations of the FCC regarding electromagnetic radiation and safety standards established by Underwriters Laboratories, as well as similar regulations and standards applicable in other countries. Standards are frequently modified or replaced. As standards evolve, we may be required to modify our existing products or develop and support new versions of our products. We must comply with certain federal, state and local requirements regarding how we interact with our customers, including marketing practices, consumer protection, privacy, and billing issues, the provision of 9-1-1 or other international emergency services, including location data and the quality of service we provide to our customers. The failure of our products and services to comply, or delays in compliance, with various existing and evolving standards could delay or interrupt

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    volume production of our communications and collaboration services, subject us to fines or other imposed penalties, or harm the perception and adoption rates of our service, any of which would have a material adverse effect on our business, financial condition or operating results.

    For example:

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    Our emergency and E-911 calling services are different from those offered by traditional wireline telephone companies and may expose us to significant liability. There may be risks associated with limitations associated with E-911 and other emergency dialing with the 8x8 service.

    Both our emergency calling service and our E-911 calling service are different, in significant respects, from the emergency calling services offered by traditional wireline telephone companies in the United States and abroad. In each case, the differences may cause significant delays, or even failures, in callers' receipt of the emergency assistance they need.

    The FCC may determine that our nomadic emergency calling service does not satisfy the requirements of its VoIP E-911 order because, in some instances, our nomadic emergency calling service requires that we route an emergency call to a national emergency call center instead of connecting our customers directly to a local public-safety answering point through a dedicated connection and through the appropriate selective router. Similarly, foreign telecommunications regulators may determine that our nomadic emergency calling service does not meet applicable local emergency dialing and location requirements.

    Delays our customers may encounter when making emergency services calls and any inability of the answering point to automatically recognize the caller's location or telephone number can result in life threatening consequences. Customers may, in the future, attempt to hold us responsible for any loss, damage, personal injury or death suffered as a result of any failure of our E-911 services and other emergency dialing services.

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    The New and Emerging Technologies 911 Improvement Act of 2008 provides public safety entities, interconnected VoIP providers and others involved in handling 911 calls the same liability protections when handling 911 calls from interconnected VoIP users as from mobile or wired telephone service users. The applicability of the liability protections to our national call center service is unclear at the present time.

    Alleged or actual failure of our solutions to comply with regulations governing outbound dialing, including regulations under the Telephone Consumer Protection Act of 1991 and similar foreign statutes, could harm our business, financial condition, results of operations and cash flows.

    The legal and contractual environment surrounding calling consumers and wireless phone numbers is complex and evolving. In the United States, two federal agencies, the Federal Trade Commission ("FTC") and the FCC, and various states have enacted laws including, at the federal level, the Telephone Consumer Protection Act of 1991, or TCPA, that restrict the placing of certain telephone calls and texts to residential and wireless telephone subscribers by means of automatic telephone dialing systems, prerecorded or artificial voice messages and fax machines. Internationally, we are also subject to similar laws imposing limitations on marketing calls to wireline and wireless numbers and compliance with do not call rules. These laws require companies to institute processes and safeguards to comply with these restrictions. Some of these laws can be enforced by the FTC, FCC, State Attorneys General, foreign regulators or private party litigants. In these types of actions, the plaintiff may seek damages, statutory penalties, costs and/or attorneys' fees.

    It is possible that the FTC, FCC, foreign regulators, private litigants or others may attempt to hold our customers, or us as a software provider, responsible for alleged violations of these laws. In the event that litigation is brought, or fines are assessed, against us, we may not successfully enforce or collect upon any contractual indemnities we may have from our customers. Additionally, any changes to these laws or their interpretation that further restrict calling consumers, any adverse publicity regarding the alleged or actual failure by companies, including our customers and competitors, to comply with such laws, or any governmental or private enforcement actions related thereto, could result in the reduced use of our solution by our clients and potential clients, which could harm our business, financial condition, results of operations and cash flows.

    Failure of our back-end information technology systems to function properly could result in significant business disruption.

    We rely on IT systems to manage numerous functions of our internal operations, some of which were internally developed IT systems that were not fully integrated among themselves, or with our third-party ERP system. These IT systems require specialized knowledge for which we have to train new personnel, and if we were to experience an unusual increase in attrition of our IT personnel, we may not be adequately equipped to respond to an IT system failure. These IT systems were developed at a time when we provided services primarily to SMB customers and they may not be able to accommodate the requirements of larger enterprises as effectively as more modern and flexible solutions. Continued reliance on these systems may harm us competitively and impede our efforts to sell to larger enterprises.

    Although we are in the process of upgrading a number of our IT systems, including our ERP software, our quote-to-cash software and our customer service and support software, we face risks relating to these transitions. For example, we may incur greater costs than we anticipate to train our personnel on the new systems; we may experience more errors in our records during the transition; and we may be delayed in meeting our various reporting obligations. To the extent any of these risks or events impact our customer service, we may experience an increase in customer attrition, which could have a material adverse impact on our results of operations.

    Our inability to use software licensed from third parties, or our use of open source software under license terms that interfere with our proprietary rights, could disrupt our business.

    Our technology platform incorporates software licensed from third parties, including some software, known as open source software, which we use without charge. Although we monitor our use of open source software, the terms of many open source licenses to which we are subject have not been interpreted by U.S. or foreign courts, and there is a risk that such licenses could be construed in a manner that imposes unanticipated conditions or restrictions on our ability to provide our platform to our customers. In the future, we could be required to seek licenses from third parties in order to continue offering our platform, which licenses may not be available on terms that are acceptable to us, or at all. Alternatively, we may need to re-engineer our platform or discontinue use of portions of the functionality provided by our platform. In addition, the terms of open source software licenses may require us to provide software that we develop using such software to others on unfavorable license terms. Our inability to use third-party software could result in disruptions to our business, or delays in the development of future offerings or enhancements of existing offerings, which could impair our business.

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    Decreasing telecommunications rates

    Risks Related to our Debt, our Stock, and increasing regulatory chargesour Charter
    Servicing our debt, including the paying down of principal, requires the use of cash, and we may diminish or eliminatenot have sufficient cash flow from our competitive pricing advantage versus legacy providers.

    Decreasing telecommunications rates may diminish or eliminate the competitive pricing advantagebusiness to pay down our substantial debt.

    As of November 21, 2019, we had issued $362.5 million aggregate principal amount of our services, while increased regulation0.50% convertible senior notes due 2024 in a private placement. Pursuant to an indenture dated as of February 19, 2019 between us and Wilmington Trust, National Association, as trustee, the impositionnotes bear interest at a rate of 0.50% per annum, payable semi-annually in arrears in cash on February 1 and August 1 of each year, and they will mature on February 1, 2024, unless earlier converted, redeemed or repurchased.
    Our ability to make scheduled payments of the principal of, to pay interest on or to refinance our indebtedness, including the amounts payable under the notes, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control. Our business may not continue to generate cash flow from operations in the future sufficient to service our debt, including paying off the principal when due, and make necessary capital expenditures. If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional regulatory funding obligationsequity capital on terms that may be onerous or highly dilutive. Our ability to refinance our indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations.
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    We may not have the federal, state, localability to raise the funds necessary to settle conversions of the notes in cash or to repurchase the notes upon a fundamental change, and foreign level couldour future debt may contain limitations on our ability to pay cash upon conversion or repurchase of the notes.
    Holders of the notes have the right to require us to eitherrepurchase their notes upon the occurrence of a fundamental change at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any. In addition, upon conversion of the notes, unless we elect to deliver solely shares of our common stock to settle such conversion (other than paying cash in lieu of delivering any fractional share), we will be required to make cash payments in respect of the notes being converted. However, we may not have enough available cash or be able to obtain financing at the time we are required to make repurchases of notes surrendered therefor or notes being converted. In addition, our ability to repurchase the notes or to pay cash upon conversions of the notes may be limited by law, by regulatory authority or by agreements governing our future indebtedness. Our failure to repurchase notes at a time when the repurchase is required by the indenture or to pay any cash payable on future conversions of the notes as required by the indenture would constitute a default under the indenture. A default under the indenture or the occurrence of the fundamental change may also lead to a default under agreements governing our future indebtedness. If the repayment of the related indebtedness were to be accelerated after any applicable notice or grace periods, we may not have sufficient funds to repay the indebtedness and repurchase the notes or make cash payments upon conversions thereof.
    The conditional conversion feature of the notes, if triggered, may adversely affect our financial condition and operating results.
    In the event the conditional conversion feature of the notes is triggered, holders of notes will be entitled to convert the notes at any time during specified periods at their option. If one or more holders elect to convert their notes, unless we elect to satisfy our conversion obligation by delivering solely shares of our common stock (other than paying cash in lieu of delivering any fractional share), we would be required to settle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity. In addition, even if holders of notes do not elect to convert their notes, we could be required under applicable accounting rules to reclassify all or a portion of the outstanding principal of the notes as a current rather than long-term liability, which would result in a material reduction of our net working capital.
    The accounting method for convertible debt securities that may be settled in cash, such as our notes, could have a material effect on our reported financial results.
    Under Accounting Standards Codification 470-20, Debt with Conversion and Other Options (“ASC 470-20”), an entity must separately account for the liability and equity components of the convertible debt instruments (such as the notes) that may be settled entirely or partially in cash upon conversion in a manner that reflects the issuer’s economic interest cost. The effect of ASC 470-20 on the accounting for the notes is that the equity component is required to be included in the additional paid-in capital section of stockholders’ equity on our consolidated balance sheet at the issuance date and the value of the equity component would be treated as debt discount for purposes of accounting for the debt component of the notes. As a result, we will be required to record a greater amount of non-cash interest expense as a result of the amortization of the discounted carrying value of the notes to their face amount over the term of the notes. We will report larger net losses (or lower net income) in our financial results because ASC 470-20 will require interest to include both the amortization of the debt discount and the instrument’s non-convertible coupon interest rate, which could adversely affect our reported or future financial results, the trading price of our common stock and the trading price of the notes.
    In addition, under certain circumstances, convertible debt instruments (such as the notes) that may be settled entirely or partly in cash may be accounted for utilizing the treasury stock method, the effect of which is that the shares issuable upon conversion of such notes are not included in the calculation of diluted earnings per share except to the extent that the conversion value of such notes exceeds their principal amount. Under the treasury stock method, for diluted earnings per share purposes, the transaction is accounted for as if the number of shares of common stock that would be necessary to settle such excess, if we elected to settle such excess in shares, are issued. We cannot be sure that the accounting standards in the future will continue to permit the use of the treasury stock method. If we are unable or otherwise elect not to use the treasury stock method in accounting for the shares issuable upon conversion of the notes, then our diluted earnings per share could be adversely affected.
    The capped call transactions entered into in connection with our sale of notes may affect the market value of our common stock.
    In connection with the offer and sale of the notes, we entered into capped call transactions with one or more of the initial purchasers or affiliates thereof and/or other financial institutions (the “option counterparties”). The capped call transactions are expected generally to reduce the potential dilution upon conversion of the notes at maturity and/or offset any cash payments we are required to make in excess of the principal amount of converted notes, as the case may be, with such reduction and/or offset subject to a cap.
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    In capped call transactions similar to the ones we entered into, the option counterparties or their respective affiliates typically enter into various derivative transactions with respect to the issuer's common stock and/or purchase shares of the issuer's common stock concurrently with or shortly after the pricing of the notes. The option counterparties or their respective affiliates in our capped call transactions may modify their hedge positions by entering into or unwinding various derivatives with respect to our common stock and/or purchasing or selling our common stock or other securities of ours in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and are likely to do so during the valuation period for the capped call transactions, which is expected to occur during the 40 trading day period beginning on the 41st scheduled trading day prior to the maturity of the notes). This activity could also cause or avoid an increase or a decrease in the retailmarket price of our common stock.
    Future sales of our common stock or equity-linked securities in the public market could lower the market price of our common stock.
    In the future, we may sell additional shares of our common stock or equity-linked securities to raise capital. In addition, a substantial number of shares of our common stock is reserved for issuance upon the exercise of stock options, upon the vesting and settlement of restricted stock units and performance units, stock purchases in connection with our Employee Stock Purchase Program, and upon conversion of our notes. We cannot predict the size of future issuances or the effect, if any, that they may have on the market price for our services, thus making us less competitive,common stock. The issuance and sale of substantial amounts of common stock or absorbequity-linked securities, or the perception that such costs, thus decreasing our profit margins. Internationalissuances and domestic telecommunications rates have decreased significantly oversales may occur, could adversely affect the last few years in mosttrading price of the markets in which we operate,notes and we anticipate these rates will continuethe market price of our common stock and impair our ability to decline in allraise capital through the sale of the markets in which we do businessadditional equity or expect to do business. Users who select our services to take advantage of the current pricing differential between traditional telecommunications rates and our rates may switch to traditional telecommunications carriers if such pricing differentials diminish or disappear, and we will be unable to use such pricing differentials to attract new customers in the future. Continued rate decreases would require us to lower our rates to remain competitive in the United States and abroad and would reduce or possibly eliminate any gross profit from our services. In addition, we may lose subscribers for our services.

    equity-linked securities.

    Certain provisions in our charter documents and Delaware law could discourage takeover attempts and lead to management entrenchment.

    attempts.

    Our restated certificate of incorporation and amended and restated bylawsby-laws contain provisions that could have the effect of delaying or preventing changes in control or changes in our management without the consent of our board of directors, including, among other things:

    no cumulative voting in the election of directors, which limits the ability of minority stockholders to elect director candidates;
  • the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer;
  • the exclusive right of our board of directors to elect a director to fill a vacancy created by the expansion of our board of directors or the resignation, death or removal of a director, which prevents stockholders from being able to fill vacancies on our board of directors;
  • a prohibition on stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders;
  • the requirement that a special meeting of stockholders may be called only by a majority vote of our Board of Directors or by stockholders holdings shares of our common stock representing in the aggregate a majority of votes then outstanding, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors;
  • the ability of our board of directors, by majority vote, to amend our amended and restated bylaws,by-laws, which may allow our board of directors to take additional actions to prevent a hostile acquisition and inhibit the ability of an acquirer to amend our amended and restated bylawsby-laws to facilitate a hostile acquisition; and
  • advance notice procedures with which stockholders must comply to nominate candidates to our board of directors or to propose matters to be acted upon at a stockholders' meeting, which may discourage or deter a potential acquirer from conducting a solicitation of proxies to elect the acquirer's own slate of directors or otherwise attempting to obtain control of us.

    We are also subject to certain anti-takeover provisions under the General Corporation Law of the State of Delaware or the DGCL.("DGCL"). Under Section 203 of the DGCL, a corporation may not, in general, engage in a business combination with any holder of 15% or more of its capital stock unless the holder has held the stock for three years or (i)(a) our board of directors approves the transaction prior to the stockholder acquiring the 15% ownership position, (ii)(b) upon consummation of the transaction that resulted in the stockholder acquiring the 15% ownership position, the stockholder owns at least 85% of the outstanding voting stock (excluding shares owned by directors or officers and shares owned by certain employee stock plans) or (iii)(c) the transaction is approved by the board of directors and by the stockholders at an annual or special meeting by a vote of 66 2/3% of the outstanding voting stock (excluding shares held or controlled by the interested stockholder). These provisions in our restated certificate of incorporation and amended and restated bylawsby-laws and under Delaware law could discourage potential takeover attempts.

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    General Risk Factors
    COVID-19 and any economic difficulty it triggers could significantly harm our business.
    The global spread of COVID-19 has created significant volatility, uncertainty and economic disruption, particularly for small and medium-sized businesses. Many of our existing and prospective customers have experienced economic hardship. This could reduce the demand for our cloud services, delay and lengthen sales cycles, increase customer churn, force us to lower the prices for our services and/or provide customers with service credits, and lead to slower growth or even a decline in our revenues, operating results and cash flows. The impact of COVID-19 on demand for our services depends on numerous evolving factors including: the duration and scope of the pandemic; governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic; the rate of vaccinations globally and the efficacy of available vaccines; the effect on our customers and customer demand and their ability to pay for our services; disruptions to third-party data centers and Internet service providers; and any decline in the quality and/or availability of our services. And it It is possible that as businesses return to in-person work the demand for some of our products could decline.
    The impact of COVID-19 on macroeconomic conditions has at some periods also impacted the functioning of financial and capital markets, foreign currency exchange rates and interest rates. Since we are not cash flow positive, depending on the duration of the COVID-19 crisis and any economic recession that it triggers, we may need to access the capital markets at an unfavorable time. If we need to access the capital markets, there can be no assurance that financing may be available on attractive terms, if at all.
    We may not be able to secure financing on favorable terms, or at all, to meet our future capital needs.
    We may need to pursue financing in the future to make expenditures or investments to support the growth of our business (whether through acquisitions or otherwise) and may require additional capital to pursue our business objectives, respond to new competitive pressures, service our debt, pay extraordinary expenses such as litigation settlements or judgments or fund growth, including through acquisitions, among other potential uses. Additional funds, however, may not be available when we need them on terms that are acceptable to us, or at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to grow and support our business and to respond to business challenges could be significantly limited.
    Natural disasters, war, terrorist attacks, global pandemics or malicious conduct, among other unforeseen events, could adversely impact our operations, could degrade or impede our ability to offer services, and may negatively impact our financial condition, revenues and costs going forward.
    Our cloud communications services rely on uninterrupted connection to the Internet through data centers and networks. Any interruption or disruption to our network, or the third parties on which we rely, could adversely impact our ability to provide service. Our network could be disrupted by circumstances outside of our control including natural disasters, acts of war, terrorist attacks, global pandemics or malicious acts, among other unforeseen events, including, but not limited to, cyber-attacks. For example, our headquarters, global networks operations center and one of our third-party data center facilities are located in the San Francisco Bay Area, a region known for seismic activity. Also, global pandemics, such as the one caused by COVID-19, may restrict travel by personnel, reduce the availability of materials required to maintain data centers that support our cloud communication services, and could require us or our partner data centers and Internet service providers to curtail operations in certain geographic regions. Such an event may also impede our customers' connections to our network, since these connections also occur over the Internet, and would be perceived by our customers as an interruption of our services, even though such interruption would be beyond our control. In addition, as a result of COVID-19, we have been experiencing changes to our normal business practices due to our employees working from home in compliance with shelter-in-place orders in many of our office locations. As we implement modifications to employee travel and employee work locations in response, among other business modifications, these changes could, in the future, negatively impact our normal provision of services, particularly in the areas of sales and marketing to new and prospective customers. Any of these events could have a material adverse impact on our business causing us to incur significant expenses, lose substantial amounts of revenue, suffer damage to our reputation, and lose customers.

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    ITEM 1B. UNRESOLVED STAFF COMMENTS

    None.

    ITEM 2. PROPERTIES

    Our principal operations are located in San Jose, California, in two facilities that consist of approximately 140,831 square feet of combined leased office space.  The leases expire in 2019 and 2020, respectively. In January 2018, we entered into a lease for a new office building in San Jose. We intend to move our employees and operations from our two existing offices to the new office building in phases, beginning in the fourth quarter of fiscal year 2019.

    Campbell, California. Outside the United States our operations are conducted primarily in leased office space located in the United Kingdom (primarily used for sales and support in Europe) and, Romania (primarily used for support, research and development), and Singapore (primarily used for regional sales and marketing, procurement, product and engineering, and regional support functions).

    In addition, we lease space from third-party datacenterdata center hosting facilities under co-location agreements in the United States and in a number of countries across the globe, including those in South America, Europe, and Asia and the South Pacific.

    We believe that we will be able to obtain additional space at other locations at commercially reasonable terms to support our continuing expansion.

    For additional information regarding our obligations under leases, see Note 5, Leases in the Notes to the consolidated financial statementsConsolidated Financial Statements contained in Part II, Item 8 of this Annual Report.

    ITEM 3. LEGAL PROCEEDINGS

    From time

    Information with respect to time, we become involvedthis item may be found in various legal claimsNote 6, Commitments and litigation that ariseContingencies in the normal courseNotes to Consolidated Financial Statements contained in Part II, Item 8 of our operations. While the results of such claims and litigation cannot be predicted with certainty, we are not currently aware of any such matters that we believe would have a material adverse effect on our financial position, results of operations or cash flows.

    As of May 24, 2018, the Company was not a party in any material litigation matters.

    this Annual Report, under “Legal Proceedings” which is incorporated herein by reference.

    ITEM 4. MINE SAFETY DISCLOSURES

    Not applicable.


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    PART II

    ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

    Market Information for Common Stock
    Since December 8, 2017, our common stock ishas been traded under the symbol "EGHT" and is listed on the New York Stock Exchange, Inc. (NYSE). Previous to December 8, 2017, our common stock traded under the symbol "EGHT" and was listed on the Nasdaq Global Select Market of the Nasdaq Stock Market national securities exchange.

    Dividend Policy
    We have never paid cash dividends on our common stock and have no plans to do so in the foreseeable future.
    Number of Common Stockholders
    As of May 23, 2018,13, 2021, there were 214approximately 187 holders of record of our common stock.

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    The following table sets forth the rangeactual number of highstockholders is greater than this number of record holders and low close prices for each period indicated:

    Period  High  Low
    Fiscal 2018:      
         First quarter $15.35  $12.70 
         Second quarter $14.80  $12.70 
         Third quarter $14.80  $12.20 
         Fourth quarter $20.25  $14.40 
           
    Fiscal 2017:      
         First quarter $14.61  $10.19 
         Second quarter $15.43  $12.94 
         Third quarter $15.63  $13.05 
         Fourth quarter $16.50  $14.20 

    includes stockholders who are beneficial owners but whose shares are held in street name by brokers and other nominees.

    See Item 12 of Part III of this Annual Report regarding information about securities authorized for issuance under our equity compensation plans.

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    Stock Performance Graph
    Notwithstanding any statement to the contrary in any of our previous or future filings with the Securities and Exchange Commission, the following information relating to the price performance of 8x8’s common stock shall not be deemed "filed" with the Commission or "soliciting material" under the Securities Exchange Act of 1934 and shall not be incorporated by reference into any such filings.
    The graph below shows the cumulative total stockholder return over a five year period assuming the investment of $100 on March 31, 20132016 in each of 8x8's common stock, the NASDAQNYSE Composite Index, the Russell 2000 Index and the NASDAQ TelecommunicationsNasdaq Composite Computer & Data Processing Index. The graph is furnished, not filed, and the historical return cannot be indicative of future performance.

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    eght-20210331_g2.jpg
    Issuer Purchases of Equity Securities

    There was no activity under the Repurchase Plan for the three monthsyear ended March 31, 2018.2021. The dollar value of shares that may yet to be purchased under the Repurchase planPlan is approximately $7.1 million.

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    ITEM 6. SELECTED FINANCIAL DATA

    The following table sets forth selected consolidated financial data of 8x8, Inc. for each year in the five year periodperiods ended March 31, 2018.2017 through March 31, 2021. The following selected consolidated financial data is qualified by reference to, and should be read in conjunction with, "Management's Discussion and Analysis of Financial Condition and Results of Operations"Operations," and with the consolidated financial statements, related notes thereto, and other financial information included elsewhere in this Annual Report on Form 10-K.

       Years Ended March 31,
       2018  2017  2016  2015  2014
       (in thousands, except per share amounts)
    Total revenues $296,500  $253,388  $209,336  $162,413  $128,597 
    Net income (loss) $(104,497) $(4,751) $(5,120) $1,926  $2,514 
    Net income (loss) per share:               
         Basic $(1.14) $(0.05) $(0.06) $0.02  $0.03 
         Diluted $(1.14) $(0.05) $(0.06) $0.02  $0.03 
    Total assets $277,209  $333,855  $313,452  $295,624  $299,203 
    Accumulated deficit $(201,464) $(114,610) $(109,859) $(104,739) $(106,665)
    Total stockholders' equity $218,774  $288,601  $275,306  $272,211  $278,178 

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    Report.
    Years Ended March 31,
    20212020201920182017
    (in thousands, except per share amounts)
    Total revenues$532,344 $446,237 $352,586 $296,500 $253,388 
    Net loss$(165,585)$(172,368)$(88,739)$(104,497)$(4,751)
    Net loss per share:
    Basic and diluted$(1.57)$(1.72)$(0.94)$(1.14)$(0.05)
    Total assets$678,409 $700,641 $546,358 $277,209 $333,855 
    Accumulated deficit$(591,055)$(422,670)$(250,302)$(201,464)$(114,610)
    Total stockholders' equity$160,504 $190,731 $249,390 $218,774 $288,601 

    ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

    OVERVIEW

    We are a leading SaaS provider of voice, video, contact center, and communication APIs powered by a global cloud communications platform. From our proprietary cloud technology platform, organizations across all their locations and employees have access to unified communications, team collaboration, video conferencing, contact center, data and analytics, communication APIs, and other services, enabling them to be more productive and responsive to their customers.
    Our customers range from small businesses to large enterprises and their users are spread across more than 150 countries. In recent years, we have increased our up-market focus on the mid-market and enterprise customer engagement solutionssectors.
    We have a portfolio of cloud-based offerings that are subscription based, made available at different rates varying by the specific functionalities, services and number of users. We generate service revenue from communications services subscriptions and platform usage. We generate other revenue from professional services and the sale of office phones and other hardware equipment. We define a “customer” as one or more legal entities to overwhich we provide services pursuant to a million business users worldwide. single contractual arrangement. In some cases, we may have multiple billing relationships with a single customer (for example, where we establish separate billing accounts for a parent company and each of its subsidiaries).
    Our flagship service is our 8x8 X Series, a suite of products integrates cloudUCaaS and CCaaS solutions, which consist of service plans of increasing functionality designated X1, X2, etc., through X8. With 8x8 X Series, we provide enterprise-grade voice, unified communications, conferencing,video meetings, team collaboration, and contact center solutions so today's organization can deliver exceptional employeefunctionalities from a single platform. We also offer standalone SaaS services for contact center, video meetings, and customer experiences. Our technology provides one integratedenterprise communication APIs. Through our July 2019 acquisition of Wavecell Pte. Ltd., an Asia-based global communication platform for employees and customers engagement solutions, as well as a real-time data analyticsservice CPaaS provider of SMS, messaging, voice and video APIs to enterprises, we expanded our API offerings both geographically and in scope. We expect to continue integrating these services into our platform, for constant learningas we believe in the value of the collective solutions.
    Throughout fiscal 2021, the Company incurred professional services and improvement.

    related engineering costs to upgrade our customers to the 8x8 X Series platform. As of March 31, 2021, we have upgraded substantially all of our customers to X Series, and intend to complete remaining upgrades in fiscal 2022. While we may not be able to recover these costs from our customers, we believe that we will realize other benefits including reducing the number of platforms that we are required to support and improved customer retention.

    SUMMARY AND OUTLOOK

    Our

    In fiscal 2021, our total service revenue grew 19%approximately 20% year-over-year to $280.4$496.0 million. We continued to show an increase in our average monthlyannualized service revenue per customer, (ARPU), which grew to $450, compared with $412$8,439 in fiscal 2017,2021, from $7,876 in fiscal 2020, as we are selling more to mid-market and enterprise customers. ServiceAnnual service revenue from mid-market and enterprise customers represented 58%47% of total annual service revenue and grew 29%31% over the prior year. We also increased the number of deals where customers purchase our integrated communications and contact center solution,solutions, which we have referred to as combination deals.

    bundled deals, 67% of our new bookings greater than $12,000 of annualized recurring revenue were from customers that selected bundled UCaaS and CCaaS, as compared to 60% one year ago.

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    Our continued business focus is on achieving improved operating efficiencies while delivering revenue growth. In orderfiscal 2021, while we continued to position ourselvesmake important investments in our products and technology platform, management recognized the importance of driving toward profitability for sustainable scale. We focused on key areas of spend in our go-to-market strategy and improving gross margin and operating margin through increased spend discipline. Additionally, we looked to drive improved efficiencies in our customer acquisition and operations, and focused on expanding our business upmarket with mid-market and enterprise customers. We believe that this approach will enable the Company to grow and capture market share during this phase of industry disruption, in a cost-effective way, and support the Company in pursuit of its path to profitability and operating cashflow improvement.
    In prior years, we made strategic investments in R&D and marketing, which we considered necessary and important for delivering a robust platform to our customers and establishing the appropriate demand generation channels to connect our customers to our solutions. In fiscal 2019, we launched 8x8 X Series, our single-technology platform, and re-aligned our channel and marketing functions to support a more scalable, higher-growth, go-to-market strategy, in response to the shift of businesses from legacy on-premise communication solutions to cloud-based services. We believe that this industry trend continued throughout our fiscal 2021. Accordingly, we continued to invest in our business, but with a concurrent focus on scale and managing costs with the goal of driving to profitability.
    In fiscal 2022, we plan to continue making investments in activities to acquire more customers, including investing in our marketing efforts, internal and field sales capacity, and research and development. We also intend to continue investing in our indirect channel programs to acquire more third-party selling agents to help sell our solutions, including VARs and master agent programs.
    NEW CEO APPOINTMENT
    On December 10, 2020, we appointed David Sipes as Chief Executive Officer and a member of the board of directors.
    IMPACTS OF COVID-19
    The full extent of the impact of the COVID-19 pandemic on our business, operations and financial results will depend on numerous evolving factors that we may not be able to accurately predict, including those set forth under the section entitled "Risk Factors." In an effort to contain COVID-19 or slow its spread, governments around the world have enacted various measures, including orders to close non-essential businesses, isolate residents to their homes, and practice social distancing. To protect the health and safety of our employees, our workforce has spent significant time working from home and travel has been curtailed for our next phaseemployees as well as our customers. Small and medium-sized customers have been particularly impacted by the COVID-19 pandemic. We have also experienced significant increases in usage by existing customers as our customers’ workforces are required to work from home in response to the COVID-19 pandemic accelerating trends we have seen in distributed workforces increasingly relying on cloud communication systems like ours. While we anticipate that the global health crisis caused by COVID-19 and the measures enacted to slow its spread will negatively impact business activity across the globe, it is not clear what its potential effects will be on our business, including the effects on our customers, suppliers or vendors, or on our financial results.
    COMPONENTS OF RESULTS OF OPERATIONS
    Service Revenue
    Service revenue consists of growth, we pursued several strategic initiatives.

    First, we splitcommunication services subscriptions, platform usage revenue, and related fees from our internal sales operations into two separateUCaaS, CCaaS, and CPaaS offerings. We plan to continue driving our business units-Small Business and eCommerce, aimed at businesses with 1 to 99 employees, and Mid-market and Enterprise, aimed at businesses with 100 or more employees. By establishing two separate business units for sales purposes, this will allow us to optimize ourincrease service revenue through a combination of increased sales and marketing strategies around the specific needs of each customer segment.

    Second, we expanded the scopeefforts, geographic expansion of our channel programs. The 8x8 channel strategy has been instrumentalcustomer base outside the United States, innovation in winning largeproduct and mid-market enterprise customers,technology, and we believethrough strategic acquisitions of technologies and businesses.

    Other Revenue
    Other revenue consists of revenues from professional services, primarily in support of deployment of our solutions and/or platform, and revenues from sales and rentals of IP telephones in conjunction with our cloud telephony service. Other revenue is dependent on the channel will play a key role in further scaling our business. In fiscal 2018, we expanded and enhanced our global partner program, including through the training, enablement and certification of an increasing number of partners,customers who choose to purchase or rent an IP telephone in conjunction with our service instead of using the solution on their cell phone, computer or other compatible device, and/or choose to engage our services for implementation and in August 2017, we launched a formal channel enablement program.

    Third, we continued the advancementdeployment of our cloud services.

    Cost of Service Revenue
    Cost of service revenue consists primarily of costs associated with network operations and related personnel, technology licenses, amortization of capitalized internal-use software, other communication origination and product developmenttermination services provided by third-party carriers and outsourced customer service call center operations, and other costs such as customer service, and technical support costs. We allocate overhead costs such as IT and facilities to build a comprehensive and integrated platformcost of solutions. We announced the upcoming launchservice revenue, as well as to each of the X Series: a seamless integrationoperating expense categories, generally based on relative headcount. Our IT costs include costs for IT infrastructure and personnel. Facilities costs primarily consist of our contact center, meeting,office leases and video conferencing into a unified suite. The X series will encompass a suiterelated expenses.
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    Table of products ranging from X1 through X8. It is designed to be a single systemContents
    Cost of enterprise engagement that will unlock rich dataOther Revenue
    Cost of other revenue consists primarily of direct and insights that are not available to businesses that rely on multiple platforms and multiple providers for their communications, collaborations and contact center needs. ​ Artificial Intelligence and Machine Learning will be foundational elements to our X Series solutions, and our commitment to these technologies led to investments and key hires in fiscal 2018indirect costs associated with the purchasing of IP telephones as well as the acquisitionscheduling, shipping and handling, personnel costs, expenditures incurred in connection with the professional services associated with the deployment and implementation of MarianaIQ Inc. in April 2018.

    Fourth, we continuedour products, and allocated IT and facilities costs.

    Research and Development
    Research and development expenses consist primarily of personnel and related costs, third-party development, software and equipment costs necessary for us to expandconduct our global footprint. International markets outsideproduct, platform development and engineering efforts, and allocated IT and facilities costs.
    Sales and Marketing
    Sales and marketing expenses consist primarily of personnel and related costs, sales commissions, including those to the USchannel, trade shows, advertising and Canada represented 10%other marketing, demand generation, promotional expenses, and allocated IT and facilities costs.
    General and Administrative
    General and administrative expenses consist primarily of total revenue in fiscal 2018. We announcedpersonnel and related costs, professional services fees, corporate administrative costs, tax and regulatory fees, and allocated IT and facilities costs.
    Other Income (Expense), net
    Other income (expense), net, consists primarily of interest expense related to the convertible notes, offset by income earned on our expansion into Francecash, cash equivalents, investments, and we continued to build sales capacity in Australia. We also enhanced our global carrier networkforeign exchange gain/losses.
    Provision for Income Taxes
    Provision for income taxes consists primarily of foreign income taxes and have customers accessing our services from over 150 countries around the world. Lastly, we grew headcount to over 1,200 employees worldwide. We hired talent across the organization with a primary focus on sales, marketing and product innovation functionsstate minimum taxes in the United States and European offices.

    States. As we continue to focus onexpand the scale of our market opportunity, we intend to furtherinternational business activities, any changes in the U.S. and foreign taxation of such activities may increase our investmentsoverall provision for income taxes in engineering, marketing, sales, deployment,the future. We have a valuation allowance for our U.S. deferred tax assets, including federal and customer support activities.state net operating loss carryforwards ("NOLs"). We expect our expenses to grow materially in all of these categories, and we are targeting a year-over-year growth rate for service revenue, excluding revenue from DXI, of approximately 25% in our fourth fiscal quarter of 2019. In achieving these objectives, we face many risks, including those described under "RISK FACTORS."

    SELECTED OPERATING STATISTICS

    We periodically review certain key business metrics, withinmaintain this valuation allowance until it becomes more likely than not that the contextbenefit of our articulated performance goals,federal and state deferred tax assets will be realized by way of expected future taxable income in order to evaluate the effectiveness of our operational strategies, allocate resources and maximize the financial performance of our business. The selected operating statistics include the following:

       Selected Operating Statistics
       March 31, Dec. 31, Sept. 30, June 30, March 31,
       2018 2017 2017 2017 2017
    Business customers average monthly service revenue per customer (1)  $ 469  $ 454  $ 442  $ 432  $ 426 
    Monthly business service revenue churn (2)(3)  0.3% 0.4% 0.4% 0.6% 0.7%
                
    Overall service margin  81% 83% 81% 82% 83%
    Overall product margin  -45% -27% -17% -22% -9%
    Overall gross margin  75% 78% 75% 76% 77%

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    ____________

    (1)

    Business customer average monthly service revenue per customer is service revenue from business customers in the period divided by the number of months in the period divided by the simple average number of business customers during the period.

    (2)

    Business customer service revenue churn is calculated by dividing the service revenue lost from business customers (after the expiration of 30-day trial) during the period by the simple average of business customer service revenue during the same period and dividing the result by the number of months in the period.

    (3)

    Excludes DXI business customer service revenue churn for all periods presented.

    United States.

    RESULTS OF OPERATIONS

    The following discussion should be read in conjunction with our Consolidated Financial Statementsconsolidated financial statements and related notes included elsewhere in this Annual Report.

    We have minimal seasonality in our business, but typically, sales of new subscriptions in our fourth fiscal quarter are greater than in any of the first three quarters of the fiscal year. We believe this occurs because the customers we target have a tendencytend to spend a relatively greater portion of their annual capital budgets at the beginning of the calendar year compared with each of the last three quarters of the year.

    REVENUE

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Service revenue $280,430  $235,816  $192,241  $44,614   18.9% $43,575   22.7%
    Percentage of total revenue  94.6%  93.1%  91.8%            

    Revenue
    Service revenue
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Service revenue$495,985$414,078$325,305$81,907 19.8 %$88,773 27.3 %
    Percentage of total revenue93.2 %92.8 %92.3 %  
    Service revenue consistsincreased for fiscal 2021, as compared with fiscal 2020, primarily due to a net increase in our customer base, expanded offerings to existing customers, and growth in related usage; service revenue from new customers was primarily driven by sales of revenues attributablestandalone and bundled UCaaS and CCaaS deals, globally, to the provision of our 8x8 cloud communicationmid-market and collaboration software solutions.

    enterprise customers. The increase in fiscal year 2018, compared with fiscal year 2017,service revenue was primarilyalso attributable to an increasegrowth in usage revenue generated by our business customer subscriber base (net of customer churn) in particular, to mid-market and enterprise customers, our fastest growing customer segments, and an increaseCPaaS products primarily in the average monthly service revenue per customer.APAC region. Our business service subscriber base grew from approximately 49,200 customers at the end of fiscal 2017 to more than 53,80055,000 customers on March 31, 2018. Average monthly service2020 to approximately 58,000 customers on March 31, 2021.

    Service revenue per customer for the fiscal year increased from $412 for fiscal 2017 to $450 for fiscal 2018. We expect growth in the number of business customers and average monthly service revenue per customer to continue to grow in fiscal 2019.

    The increase in fiscal year 2017,2020, as compared with fiscal year 2016, was2019, primarily attributabledue to ana net increase in our business customer subscriber base, (netwith the largest part of customer churn), in particular, tothe increase coming from our mid-market and enterprise customers, andwho are our fastest growing customer sector, contributing to an increase in the average monthlyannual service revenue per customer. This increase was primarily due to organic growth and, to a lesser extent, CPaaS revenue generated in connection with our acquisition of Wavecell in July 2019. Our business service subscriber base grew from approximately 45,700 customers at the end of fiscal 2016 to approximately 49,20052,000 customers on March 31, 2017. Average monthly2019 to approximately 55,000 customers on March 31, 2020.

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    We expect total service revenue perto grow over time with our diverse platform offering as our business continues to expand globally and across broader customer forcategories.

    Other revenue
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Other revenue$36,359$32,159$27,281$4,200 13.1 %$4,878 17.9 %
    Percentage of total revenue6.8 %7.2 %7.7 %  
    Other revenue increased in fiscal 2021, as compared to fiscal 2020, primarily due to increased professional services revenue resulting from the fiscal year increased from $367 for fiscal 2016 to $412 for fiscal 2017. Theseoverall growth factors werein our business and customer base, partially offset by the discontinuancea decrease in product revenue as a result of a certain customer segment of the United Kingdom based platform-as-a-service (DXI PaaS) that was acquiredshift toward our hardware rental program.
    Other revenue increased in fiscal 20162020, as part ofcompared to fiscal 2019, primarily due to increased professional services revenue resulting from the DXI acquisition,overall growth in our business and the decline of the GBP exchange rate to the USD.

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Product revenue $16,070  $17,572  $17,095  $(1,502)  -8.5% $477   2.8%
    Percentage of total revenue  5.4%  6.9%  8.2%            

    Product revenue consists primarily of revenues from sales of IP telephones in conjunction with our cloud telephony service. Product revenue is only dependent on the number of customers who choose to purchase an IP telephone in conjunction with our service instead of using the solution on their cell phone or computer. customer base and increased product revenue.

    We expect customersother revenue to continuegrow over time as our customer base grows, particularly in mid-market and enterprise, as we focus on delivering enhanced platform offerings to adopt our mobileexisting and desktop solutions in the future.

    new customers.

    No single customer represented more than 10% of our total revenues during fiscal 2018, 2017years 2021,2020, or 2016.

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    The following table illustrates our net revenues by geographic area. 2019.

    Revenues are attributed to countries based on the shipment destination of shipment and the customer's service address.

       Years Ended March 31,
       2018  2017  2016
    Americas (principally US)  90%  89%  87%
    Europe (principally UK)  10%  11%  13%
       100%  100%  100%

    COST OF REVENUE

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Cost of service revenue $50,689  $42,400  $37,078  $8,289   19.5% $5,322   14.4%
    Percentage of service revenue  18.1%  18.0%  19.3%            

    The following table illustrates our revenues by geographic area:

     For the years ended March 31,
     202120202019
    United States73 %79 %86 %
    International27 %21 %14 %
    Total100 %100 %100 %
    Revenue generated from international customers increased in fiscal years 2021 and 2020, as compared to fiscal 2019 due to expansion in both EMEA and APAC regions, including those added in connection with our acquisition of Wavecell.
    Cost of Revenue

    Cost of service revenue
    For the years ended March 31,Change
    2021202020192021 vs 20202020 vs 2019
    Cost of service revenue$180,082$145,013$86,122$35,069 24.2 %$58,891 68.4 %
    Percentage of service revenue36.3 %35.0 %26.5 %  
    Cost of service revenue primarily consists of costs associated with network operations and related personnel, communication origination and termination services provided by third-party carriers, and technology licenses, and amortization of internally developed software.

    The increaseincreased in cost of service revenue for fiscal 2018 from2021, as compared to fiscal 2017 was2020, primarily due to a $1.9$33.6 million increase in third-party network service expenses (duecommunication infrastructure costs incurred to increased call volumes associateddeliver our services, including those in connection with our subscription revenue growth),CPaaS, a $1.7$6.4 million increase in amortization of capitalized internal-use software, and a $1.0$3.4 million increase in payrollstock-based compensation expense. These increases were partially offset by a decrease of $5.3 million in employee and consulting related expenses,expenditures and a $1.0decrease of $2.5 million in depreciation and amortization of intangible assets.

    Cost of service revenue increased in fiscal 2020, as compared to fiscal 2019, primarily due to a $33.8 million increase in licenses and fees,communication infrastructure costs incurred to deliver our services, including those in connection with CPaaS, a $0.6 million increase in depreciation expense, and a $0.5$7.1 million increase in amortization of intangibles.

    Thecapitalized internal-use software costs, a $6.5 million increase in facilities and other allocated expenses, a $6.8 million increase in employee and consulting related expenditures, $1.9 million increase in amortization of intangibles, and a $1.1 million increase in software expense.

    We expect cost of service revenue forwill increase in absolute dollars in future periods as revenue continues to grow.
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    Cost of other revenue
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Cost of other revenue$50,068 $56,215 $43,850 $(6,147)(10.9)%$12,365 28.2 %
    Percentage of other revenue137.7 %174.8 %160.7 %  
    Cost of other revenue decreased in fiscal 2017 from2021, as compared to fiscal 2016 was2020, primarily due to a $2.6reductions in hardware shipment volume, improved pricing, and increase in our hardware rental program, which has better margins than hardware sales.
    Cost of other revenue increased in fiscal 2020, as compared to fiscal 2019, primarily due to increased product shipments and personnel and other costs associated with customer deployments.
    Operating Expenses
    Research and development
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Research and development$92,034 $77,790 $62,063 $14,244 18.3 %$15,727 25.3 %
    Percentage of total revenue17.3 %17.4 %17.6 %  
    Research and development expenses increased in fiscal 2021, as compared to fiscal 2020, primarily due to an $11.9 million increase in third party network service expenses,stock-based compensation expense, a $0.6$3.0 million reduction in capitalized internal-use software costs, and a $1.2 million increase in licensesdepreciation and fees,amortization of software. These increases were partially offset by a $0.6$1.2 million decrease in travel related costs.
    Research and development expenses increased in fiscal 2020, as compared to fiscal 2019, primarily due to an $8.6 million increase in stock-based compensation expenses, a $0.5 million increase in amortization expense, a $0.4 million increase in payroll and related expenses, a $0.4 million increase in computer supply expenses, and a $0.2 million increase in temporary personnel, consulting and outside service expenses.

    We expect service gross margin to remain at comparable levels for fiscal 2019.

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Cost of product revenue $20,482  $19,714  $20,168  $768   3.9% $(454)  -2.3%
    Percentage of product revenue  127.5%  112.2%  118.0%            

    The cost of product revenue consists primarily of IP telephones, estimated warranty obligations and direct and indirect costs associated with product purchasing, scheduling, shipping and handling.

    The increase in the cost of product revenue for fiscal 2018 from fiscal 2017 was primarily due to the increase in the shipment of equipment to our business customers.

    The decrease in the cost of product revenue for fiscal 2017 from fiscal 2016 was primarily due to a $0.2 million decrease in the shipment of equipment to our business customers.

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    RESEARCH AND DEVELOPMENT EXPENSES

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Research and development $34,797  $27,452  $24,040  $7,345   26.8% $3,412   14.2%
    Percentage of total revenue  11.7%  10.8%  11.5%            

    Historically, our research and development expenses have consisted primarily of personnel, consulting and equipment costs necessary for us to conduct our development and engineering efforts.

    The increase in research and development expenses for fiscal 2018 from fiscal 2017 was primarily attributable to a $4.0$3.7 million increase in payroll and related expenses, net of capitalized internal-use software costs, and a $2.2 million increase in stock-based compensationamortization of capitalized internal-use software costs, and a $1.5 million increase in software expenses.

    The increase

    We plan to continue to invest in research and development to support our efforts to expand the capabilities and scope of our platform and to enhance the user experience. While we expect to continue to improve our cost structure and achieve operational efficiencies, we expect that research and development expenses forwill increase in absolute dollars in future periods as we continue to invest in our development efforts, and vary from period-to-period as a percentage of revenue.
    Sales and marketing
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Sales and marketing$256,231$240,013$177,976$16,218 6.8 %$62,037 34.9 %
    Percentage of total revenue48.1 %53.8 %50.5 %  
    Sales and marketing expenses increased in fiscal 2017 from2021, as compared to fiscal 2016 was2020, primarily attributabledue to a $6.8$14.9 million increase in channel commissions, a $13.7 million increase in stock-based compensation expense, a $8.3 million increase in amortization of deferred sales commission costs, a $3.7 million increase in marketing software and application costs, and a $3.2 million increase in employee and consulting related expenditures. These increases were partially offset by a decrease of $27.2 million in marketing program and public cloud expenses due to gained efficiencies in lead generation and brand awareness, along with a reduction in travel related costs.
    Sales and marketing expenses increased in fiscal 2020, as compared to fiscal 2019, primarily due to a $20.4 million increase in advertising and marketing expenses, a $16.1 million increase in payroll and related expenses from expansion of our sales force, an $8.3 million increase in stock-based compensation expenses, a $7.2 million increase in commission expenses, a $5.3 million increase in amortization of deferred sales commissions, a $1.5 million increase in recruiting and outside services, a $1.3 million increase in licenses and fees, and a $0.9 million increase in depreciation and amortization of intangibles.
    We plan to continue investing in sales and marketing to attract and retain customers on our platform and to increase our brand awareness. While we expect to continue to improve our cost structure and achieve operational efficiencies, we expect that sales and marketing expenses will increase in absolute dollars in future periods and vary from period-to-period as a percentage of revenue.
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    General and administrative
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    General and administrative$100,078$87,025$72,208$13,053 15.0 %$14,817 20.5 %
    Percentage of total revenue18.8 %19.5 %20.5 %  
    General and administrative expenses increased in fiscal 2021, as compared to fiscal 2020, primarily due to a $6.4 million increase in stock-based compensation expense, a $5.7 million increase in professional services and payroll and related expenses, including CEO succession costs, a $1.3 million higher allowance for credit losses, partially in response to external market factors and uncertainties in connection with the COVID-19 pandemic, and a $1.8 million increase in depreciation expense. These increases were partially offset by a $2.2 million decrease in acquisition and integration costs.
    General and administrative expenses increased in fiscal 2020, as compared to fiscal 2019, primarily due to an $11.8 million  increase in payroll and related expenses, a $1.2 million increase in temporary personnel, consulting and outside service expenses, a $1.2 million increase in facility and other allocated costs (which is based on employee headcount), a $0.8$7.9 million increase in stock-based compensation expenses, a $0.2$3.5 million increase in travel costs, partially offset by $7.0 million of capitalized payroll and consulting costs.

    For fiscal 2019, we expect research and development expensesrent expense related to increase in absolute dollars and asadditional office spaces, a percentage of revenue as we continue to invest in our development efforts.

    SALES AND MARKETING EXPENSES

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Sales and marketing $184,044  $139,277  $109,379  $44,767   32.1% $29,898   27.3%
    Percentage of total revenue  62.1%  55.0%  52.3%            

    Sales and marketing expenses consist primarily of personnel and related overhead costs for sales, marketing, and customer service which includes deployment engineering and technical support. Such costs also include outsourced customer service call center operations, sales commissions, trade shows, advertising and other marketing and promotional expenses.

    The increase in sales and marketing expenses for fiscal 2018 from fiscal 2017 was primarily due to a $17.5$2.4 million increase in payroll and related expenses from an increase in our sales force, deployment engineering, and customer success teams, a $6.7 million increase in allocated costs, a $5.0 million increase in advertising, a $4.3 million increase in third-party sales commissions, a $3.1 million increase in stock-based compensation expenses, a $2.6 million increase in consulting and outside service expensesbad debt expense, and a $2.4 million increase in travelacquisition and integration related expenses.

    The increase These increases were partially offset by a decrease in allocated costs of $7.0 million, and the non-recurrence of sales and marketinguse tax expenses forof $7.6 million that the Company recognized in fiscal 2017 from2019.

    We expect to continue improving our cost structure and achieve operational efficiencies, and therefore also expect that general and administrative expenses as a percentage of total revenue will decline over time.
    Other income (expense), net
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Other income (expense), net$(18,593)$(11,717)$1,463 $(6,876)58.7 %$(13,180)(900.9)%
    Percentage of total revenue(3.5)%(2.6)%0.4 %  
    The change in Other income (expense), net in fiscal 20162021, as compared to fiscal 2020, was primarily due to $4.0 million of lower interest income and a $16.6$3.1 million increase in payrollexpense related to contractual interest, amortization of debt discount, and related expenses from expanding our sales force, deployment engineering, and customer success teams, a $5.0 millionamortization of issuance costs associated with additional convertible notes issued in November 2019. These amounts were partially offset by an increase in facilityother income of $0.6 million.
    The change in Other income (expense), net in fiscal 2020, as compared to fiscal 2019, primarily related to recognition of interest, amortization of debt discount, and allocatedamortization of issuance costs a $2.6associated with our convertible senior notes issued in the fourth quarter of fiscal 2019 and the third quarter of fiscal 2020, which totaled $15.6 million in fiscal 2020, as compared to $1.5 million in fiscal 2019. This increase in stock-based compensation expenses, a $2.1 millionother expense was partially offset by an increase in third-party sales commissions,interest income of $1.6 million.
    With the recognition of interest expense and amortization of debt discount and issuance costs in connection with our convertible senior notes, we expect Other income (expense), net to continue to be in a $1.5 million increase in travelnet expense position for the foreseeable future.
    Provision for income taxes
    For the years ended March 31,Change
     2021202020192021 vs 20202020 vs 2019
    Provision for income taxes$843 $832 $569 $11 1.3 %$263 46.2 %
    Percentage of total revenue0.2 %0.2 %0.2 %  
    For the years ended March 31, 2021 and meal expenses, a $1.3 million increase in advertising, a $0.5 million increase in credit card processing fees, a $0.5 million increase in public relations costs, a $0.5 million increase in bad debt2020, we recorded income tax expense a $0.3 million increase in depreciation expense, offset partially by aof $0.8 million decrease in temporary personnel, consulting and outside service expenses,$0.8 million, respectively, mostly related to the current tax liabilities of profitable foreign subsidiaries and a $0.3 million decrease in amortization expense due to intangibles acquired in acquisitions.

    For fiscal 2019, we expect selling and marketing expenses to increase in absolute dollars as we continue to invest in our sales and marketing programs.

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    GENERAL AND ADMINISTRATIVE EXPENSES

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    General and administrative $38,915  $31,214  $25,745  $7,701   24.7% $5,469   21.2%
    Percentage of total revenue  13.1%  12.3%  12.3%            

    General and administrative expenses consist primarily of personnel and related overhead costs and professional service feesU.S. state minimum taxes. Our effective tax rate for finance, legal, human resources, employee recruiting, and general management.

    The increase in general and administrative expenses for fiscal 2018each period differs from fiscal 2017 wasthe statutory rate primarily due to a $3.4 million increase in payroll and related expenses, a $2.4 million increase in stock-based compensation expenses and a $1.1 million increase in depreciation expense.

    The increase in general and administrative expenses for fiscal 2017 from fiscal 2016 was primarily due to a $1.4 million increase in payroll and related expenses, a $1.3 million increase in temporary personnel, consulting and outside service expenses, a $1.1 million increase in stock-based compensation expenses, and a $0.7 million increase in legal, accounting and tax expenses.

    For fiscal 2019, we expect general and administrative expenses to increase in absolute dollars in order to support the growth of our business.

    IMPAIRMENT OF EQUIPMENT, INTANGIBLES AND GOODWILL

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Impairment of equipment, intangible assets and goodwill $9,469  $ $ $9,469   100.0% $  -100.0%
    Percentage of total revenue  3.2%  0.0%  0.0%            

    In fiscal 2018, we recorded a $9.5 million impairment charge for goodwill and other assets associated with DXI as a result in the Company's change in product and marketing strategy for the use of DXI's technology.

    INTEREST INCOME AND OTHER, NET

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Interest income and other, net $3,693  $1,792  $1,107  $1,901   106.1% $685   61.9%
    Percentage of total revenue  1.2%  0.7%  0.5%            

    This item primarily consisted of interest income earned on our cash, cash equivalents and investments in fiscal 2018, 2017 and 2016. In fiscal 2018, $1.4 million of the cash held in an escrow fund from our 2015 acquisition of DXI was returned to us and recorded as other income.

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    PROVISION (BENEFIT) FOR INCOME TAXES

       Years Ended March 31,  Year-over-Year Change
       2018  2017  2016  2017 to 2018  2016 to 2017
       (dollar amounts in thousands)            
    Provision (benefit) for                     
    income taxes $66,294  $(126) $(847) $66,420   N/A $721   -85.1%
    Percentage of total revenue  22.4%  0.0%  -0.4%            

    For the twelve months ended March 31, 2018, we recorded an income tax expense of $66.3 million, mostly related to the recording of a full valuation allowance established against our deferred tax assets in the quarter ended December 31, 2017. For the twelve months ended March 31, 2017, we recorded an income tax benefit of $0.1 million, all of which related to loss from operations.

    assets.

    We record deferred taxes based on differences between the financial statement basis and tax basis of assets and liabilities and available tax loss and credit carryforwards. In evaluating our ability to utilize our deferred tax assets, we consider available evidence, both positive and negative, in determining future taxable income on a jurisdiction-by-jurisdiction basis. We record a valuation allowance against deferred tax assets if, based on the weight of the evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A significant item of objective negative evidence considered was the historical three-year cumulative pretax loss reached in fiscal 2018. AsWe continue to remain in a result, we recordedcumulative pretax loss position, and therefore, continued to maintain a full valuation allowance against our U.S., U.K., and Singapore deferred tax assetsassets.
    Liquidity and Capital Resources
    As of March 31, 2021, we had $152.9 million of cash and cash equivalents and short-term investments. In addition, we had $8.6 million in restricted cash in support of letters of credit securing leases for office facilities in California and New York. During fiscal 2021, $10.4 million previously held in escrow for our acquisition of Wavecell was released.
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    As of March 31, 2020, we had $170.9 million of cash and cash equivalents and short-term investments. In addition, we had $19.0 million in restricted cash, of which $8.6 million was in support of letters of credit securing leases for office facilities in California and New York and $10.4 million was held in escrow for our acquisition of Wavecell, pursuant to the period endedterms of the acquisition agreement.
    On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") was passed into law, which amended portions of relevant tax laws and provided relief to certain qualifying entities. In connection with the CARES Act, the Company elected to defer certain employer payroll taxes, which reduced cash usage by approximately $5.0 million through December 31, 2017.

    The Tax Cuts and Jobs Act ("the Act") that was enacted on December 22, 2017, significantly reformed the Internal Revenue Code2020, of 1986, as amended. The Act contains significant changeswhich approximately $2.5 million will be remitted to corporate taxation, including reduction of the corporate tax rate from 35% to 21%, limitation of the tax deduction for interest expense to 30% of earnings, limitation of the deduction for net operating losses to 80% of current year taxable income and elimination of net operating loss carrybacks, one time taxation of offshore earnings at reduced rates regardless of whether they are repatriated, elimination of U.S. tax on foreign earnings (subject to certain important exceptions), immediate deductions for certain new investments instead of deductions for depreciation expense over time, and modifying or repealing many business deductions and credits. Inauthorities during the third quarter of fiscal 2018, we remeasured our deferred tax assets2022 and liabilities based on the rates at which they are expected to reverseremaining amount due will be remitted in the third quarter of fiscal 2023. Other jurisdictions around the world have also provided similar tax relief, which the Company has elected to receive, where applicable; these benefits have a lesser impact to our cash flows during fiscal 2021.

    In June 2020, the Company offered its employees an opportunity to receive a portion of their future cash salary for fiscal 2021 in shares of the Company's common stock, which is generally 21%. We recorded no one-time transition tax liabilityresulted in lower cash usage from payroll compensation of approximately $4 million during fiscal 2021. In addition, for our foreign subsidiaries as our preliminary calculations concluded we do not have any untaxed foreign accumulated earnings.

    We estimate our annual effective tax rate atfiscal 2021, the endCompany's executives received performance share units in place of a cash bonus plan and the timing of bonus payments for all other eligible employees was changed to semi-annually (in the third and first quarter of each quarter. In estimatingfiscal year) from quarterly as in prior fiscal years.

    During the annual effective tax rate,fourth quarter of fiscal 2021, we consider, among other things, annual pre-tax income, permanent tax differences, the geographic mixreceived $6.4 million of pre-tax income and the application and interpretations of existing tax laws. We record the tax effect of certain discrete items, which are unusual or occur infrequently,operating cash inflows from our Lease Assignment. Refer to Note 5. Leases, in the interim periodNotes to Consolidated Financial Statements included in which they occur, including changesthis Annual Report.
    In March 2021, the Company offered its employees another opportunity to receive a portion of their fiscal 2022 cash salary and/or cash bonus in judgment about deferred tax valuation allowances. The determinationshares of the effective tax rate reflects tax expense and benefit generated in certain domestic and foreign jurisdictions. However, jurisdictions with a year-to-date loss where no tax benefit can be recognized are excluded from the annual effective tax rate.

    LIQUIDITY AND CAPITAL RESOURCES

    As of March 31, 2018, we had $152.3 million of cash, cash equivalents and investments. In addition, we held $8.1 million as deposit as restricted cash in support of a letter of credit, securing a lease for a new facility in San Jose, California, whichCompany's common stock. Based on employee elected participation, we expect to occupy by January 2019. By comparison, at March 31, 2017, we had $175.0lower cash usage from payroll compensation of over $9 million in cash, cash equivalents and investments. during fiscal 2022.

    We believe that our existing cash, cash equivalents and investment balances, and our anticipated cash flows from operations will be sufficient to meet our working capital and expenditure requirements for the next twelve12 months.

    Fiscal 2018 to Fiscal 2017

    Although we believe we have adequate sources of liquidity over the next 12 months, the success of our operations, the global economic outlook, and the pace of sustainable growth in our markets, in each case, in light of the market volatility and uncertainty as a result of the COVID-19 pandemic, among other factors, could impact our business and liquidity.

    Year over Year Changes
    Net cash provided byused in operating activities for fiscal 20182021 was $22.0$14.1 million, as compared with $28.5$93.9 million provided by operating activities for fiscal 2017.2020. Cash used in or provided by operating activities has historically beenis primarily affected by:

    net income or loss;
  • the amount of
  • non-cash expense items such as deferred income tax, depreciation, amortization, and impairments;
  • the
  • expense associated with stock options and stock-based awards; and

    37


    changes in working capital accounts, particularly in the timing of collections from receivable and payments of obligations.

    obligations, such as commissions.

    In fiscal 2021, net cash used in operating activities was primarily related to our net loss of $165.6 million, net cash outflow from sales commissions payments and recognition of deferred sales commissions of $25.1 million, and other smaller working capital changes, which were partially offset by non-cash charges such as stock-based compensation expense of $107.6 million, amortization of capitalized internal-use software costs of $26.9 million, amortization of debt discount of $16.9 million, and operating lease expenses of $15.2 million.
    In fiscal 2020, net cash used in operating activities was primarily related to our net loss of $172.4 million, net cash outflow from sales commissions of $26.9 million, and other smaller working capital changes, which were partially offset by non-cash charges such as stock-based compensation expense of $70.9 million, amortization of capitalized internal-use software costs of $19.0 million, amortization of the debt discount of $14.0 million, and operating lease expenses of $15.0 million.
    Net cash used in investing activities was $7.3$36.3 million in fiscal 2018,2021, as compared with $22.2to $106.3 million used in investing activities in fiscal 2017.2020. The cash used in investing activities during fiscal 20182021, was primarily related to property and equipment investments of $9.2 million and the capitalized internalinternal-use software development costs of $12.5$28.8 million, net cash paid of $10.4 million in connection with our acquisition of Wavecell, and purchases of property and equipment of $6.4 million. This was partially offset by $13.0the proceeds from the sales and maturities of investments, net of purchases, of $9.3 million.
    Net cash used in investing activities was $106.3 million during fiscal 2020, as compared to $10.9 million provided by investing activities in fiscal 2019. The cash used in investing activities during fiscal 2020 was primarily related to purchases of property and equipment of $35.8 million, largely in connection with the build out of our corporate office, capitalized internal-use software development costs of $31.6 million, and net cash paid of $59.1 million in connection with our acquisitions. This was partially offset by proceeds from sales and maturities of investments, net of purchases, of investments.

    $20.2 million.


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    Net cash used inprovided by financing activities was $16.4$13.2 million in fiscal 2018,2021, as compared with $1.6to $72.1 million in fiscal 2020. The cash provided by financing activities in fiscal 2021, was primarily from the issuance of common stock of $13.3 million, primarily from employee stock purchase plans and employee option exercises.
    Net cash provided by financing activities was $72.1 million in fiscal 2020, as compared to $249.2 million provided by financing activities in fiscal 2017. Our2019. The cash provided by financing activities forin fiscal 2018 used cash2020, was primarily from the issuance of $17.9convertible debt of $73.9 million for the repurchase of 1.4 million shares of our common stock under our announced stock repurchase program, $4.5 million to settle payroll tax obligations and $1.1 million to make payments for lease obligations. These outflows were partially offset by $7.2 million from the issuance of common stock under employee stock purchase plans.

    Fiscal 2017 to Fiscal 2016

    Net cash providedplans of $14.3 million. These inflows were partially offset by operating activities for fiscal 2017 was $28.5 million.

    Net cash used in investing activities was $22.2$9.3 million in fiscal 2017, which comprised investments in propertycapped call transactions and equipment of $8.9$6.6 million cost for capitalized internal software development costs of $5.5 million and net purchases of investments of $4.9 million. The cash outflow related to the LeChat acquisition was $2.9 million.

    Net cash provided by financing activities was $1.6 million in fiscal 2017, compared with $7.2 million in fiscal 2016. Our financing activities for fiscal 2017 used cash of $3.0 million for share repurchases to settle payroll tax obligations. This cash use was offset by $5.1 million proceeds from the issuance

    Off-Balance Sheet Arrangements
    As of common stock under employee stock purchase plans. During fiscal 2017,March 31, 2021, we did not repurchase shares fromhave any off-balance sheet arrangements, as defined in Item 303(a)(4)(ii) of SEC Regulation S-K, such as the market under a stock repurchase program.

    use of unconsolidated subsidiaries, structured finance, special purpose entities or variable interest entities.

    As set forth below in our contractual obligations table, we do have inventory purchases and other commitments incurred in the normal course of business. We may also agree in the normal course of business to indemnify other parties, including customers, lessors and parties to other transactions with us with respect to matters such as breaches of representations or covenants or intellectual property infringement or other claims made by third parties. See Note 6, Commitments and Contingencies, in the Notes to Consolidated Financial Statements included in this Annual Report for further information about our indemnification arrangements.
    Contractual Obligations

    Future

    Obligations related to our convertible senior notes, operating lease payments, capital lease payments, and purchase obligations at March 31, 20182021 for the next five years were as follows (in thousands):

       Year Ending March 31,   
       2019  2020  2021  2022  2023  Thereafter  Total
    Capital leases $1,054  $456  $53  $ $ $ $1,568 
    Office leases  5,876   6,754   9,093   8,970   8,448   54,936   94,077 
    Purchase obligations                     
         Third party customer support provider  1,358             1,358 
         Third party network service providers  1,916             1,924 
      $10,204  $7,218  $9,146  $8,975  $8,448  $54,936  $98,927 

    Our capital lease obligations consist of leasesfollows:

     Payments Due by Period
     TotalLess than
    1 year
    1-3 years3-5 yearsMore than
     5 years
    Convertible senior notes$362,500 $— $362,500 $— $— 
    Operating lease obligations(1)
    113,049 16,341 27,000 22,015 47,693 
    Lease assignment contract(1)
    868 868 — — — 
    Purchase obligations18,625 5,051 13,574 — — 
    Total$495,042 $22,260 $403,074 $22,015 $47,693 
    (1) See Note 5, Leases, in the Notes to Consolidated Financial Statements included in this Annual Report for computer equipment.

    Our office lease obligations consist of our principal facility and various leased facilities under operating lease agreements, which expire on various dates from fiscal 2018 through fiscal 2032. The Company leases its current headquarters facility in San Jose, California under an operating lease agreement that expires in October 2019.

    In the fourth quarter of 2018, we entered into a 132-month lease to rent approximately 162,000 square feet for a new Company headquarters in San Jose, California. The lease term begins on January 1, 2019 or such earlier date on which the Company first commences to conduct business on the premises. The Company has the option to extend the lease for one additional five-year term, on substantially the same terms and conditions as the prior term but with the base rent rate adjusted to fair market value at that time.

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    further information.

    CRITICAL ACCOUNTING POLICIES & ESTIMATES

    Our consolidated financial statements are prepared in conformityaccordance with accounting principles generally acceptedU.S. GAAP. Refer to Note 1, The Company and Significant Accounting Policies, in the United States of America. Note 1Notes to the consolidated financial statementsConsolidated Financial Statements included in Part II, Item 8 of this Annual Report, which describes the significant accounting policies and methods used in the preparation of our consolidated financial statements.

    We have identified the policies below as some of the more critical to our business and the understanding of our results of operations. These policies may involve a higher degree of judgment and complexity in their application and represent the critical accounting policies used in the preparation of our consolidated financial statements. Although we believe our judgments and estimates are appropriate, actual future results may differ from our estimates. If different assumptions or conditions were to prevail, the results could be materially different from our reported results. The impact and any associated risks related to these policies on our business operations is discussed throughout Management's Discussion and Analysis of Financial Condition and Results of Operations where such policies affect our reported and expected financial results.

    Use of Estimates

    The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an on-going basis, we evaluate such estimates, including, but not limited to, those related to, revenue recognition, bad debts, returns reserve for expected cancellations, income and sales tax, and litigation and other contingencies. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities, and equity that are not readily apparent from other sources. Our actual results could differ from those estimates under different assumptions or conditions.

    Additional information regarding risk factors that may impact our estimates is included above under Part I, Item 1A, "Risk Factors."

    Revenue Recognition

    Our revenue recognition policies are also described in Note 1 to the consolidated financial statements in Part II, Item 8 of this Annual Report. As described below, significant

    Significant management judgments and estimates must be made and used in connection with the revenue recognized in any accounting period. Material differences may result in the amount and timing of our revenue for any period if our management made different judgments or utilized different estimates.

    Revenue is recognized when performance obligations are satisfied, based on the transaction price. We generally bill our customers on a monthly basis. Contracts typically range from annual to multi-year agreements, generally with payment terms of net 30 days.
    We record reductions to revenue for estimated sales returns and customer credits at the time the related revenue is recognized. Sales returns and customer credits are estimated based on our historical experience, current trends, and our expectations regarding future service delivery and platform performance. We monitor the accuracy of its sales reserve estimates by reviewing actual returns and credits and adjusts them for its future expectations to determine the adequacy of its current and future reserve needs. If actual future returns and credits differ from past experience, additional reserves may be required.
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    Service and Product Revenue

    We recognize service Recognition

    Service revenue mainly from subscription services relatedsubscriptions to our cloud-based voice, call center, video,technology platform is recognized on a ratable basis over the contractual subscription term beginning on the date that the platform is delivered to the customer until the end of the contractual period. Payments received in advance of subscription services being rendered are recorded as deferred revenue; revenue recognized for services rendered in advance of payments received are recorded as contract assets. Usage fees, when bundled, are billed in advance and collaboration solutions,recognized over time on a ratable basis over the contractual subscription term. Non-bundled usage fees are recognized as actual usage occurs.
    Other Revenue Recognition
    Other revenue is primarily comprised of product revenue and professional services revenue. We recognize product revenue for telephony equipment at a point in time, when persuasive evidencetransfer of an arrangement exists, deliverycontrol has occurred, which is generally upon shipment. Sales returns are recorded as a reduction to revenue estimated based on historical experience. Professional services for deployment, configuration, system integration, optimization, customer training or education are primarily billed on a fixed-fee basis and are performed by us directly. Professional services have been rendered, pricerevenue is fixed or determinable and collectability is reasonably assured. We defer recognition of service revenues in instances when cash receipts are received before services are delivered, and we recognize deferred revenues ratably, over the course of the contract,recognized as services are provided.

    Underperformed or upon completion of the termsdeployment.

    Allowance for Credit Losses
    We account for allowances for credit losses under the current expected credit loss (“CECL”) impairment model for our financial assets, including accounts receivable, and present the net amount of our typical subscription agreements, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. We have determined that we have sufficient history of subscriber conductthe financial instrument expected to make a reasonablebe collected. The CECL impairment model requires an estimate of cancellations withinexpected credit losses, measured over the 30-day trial period. Therefore, we recognize new subscriber revenue that is fixed and determinable and that is not contingent on future performance or future deliverables, in the month in which the new order was shipped, netcontractual life of an allowance for expected cancellations.

    We recognize revenue from product sales, mainly IP telephones, for which there are no related servicesinstrument, that considers forecasts of future economic conditions in addition to be rendered upon shipment to customers provided that persuasive evidence of an arrangement exists, the price is fixed or determinable, title has transferred, collection of resulting receivables is reasonably assured, there are no customer acceptance requirements,information about past events and there are no remaining significant obligations. Gross outbound shipping and handling charges are recorded as revenue, and the related costs are included in cost of goods sold. Reserves for returns and allowances for customer sales are recorded at the time of shipment. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 605,Revenue Recognition,current conditions. Using this model, we defer revenue from shipments to distributors, retailers, channel partners, and resellers, where the right of return exists, until the products have been sold to the end customer.

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    We record revenue net of any sales and service related taxes and mandatory government charges that are billed to our customers. We believe this approach results in consolidated financial statements that are more easily understood by users.

    Multiple Element Arrangements

    ASC 605-25,Revenue Recognition - Multiple Element Arrangements, requires that revenue arrangements with multiple deliverables be divided into separate units of accounting if the deliverables in the arrangement meet specific criteria.  The provisioning of the 8x8 cloud service with the accompanying 8x8 IP telephone constitutes a revenue arrangement with multiple deliverables.  For arrangements with multiple deliverables, we allocate the arrangement consideration to all units of accounting based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the relative selling price to be used for allocating arrangement consideration to units of accounting as follows: (i) vendor-specific objective evidence of fair value ("VSOE"), (ii) third-party evidence of selling price ("TPE"), and (iii) best estimate of the selling price ("BESP").

    VSOE generally exists only when we sell the deliverable separately, on more than a limited basis, at prices within a relatively narrow range.  When VSOE cannot be established, we attempt to establish the selling price of deliverables based on relevant TPE. TPE is determined based on manufacturer's prices for similar deliverables when sold separately, when possible. As we have historically been unable to establish a selling price using VSOE or TPE, we use BESP for the allocation of arrangement consideration. The objective of BESP is to determine the price at which we would transact a sale if the product or service was sold on a stand-alone basis. BESP is generally used for offerings that are not typically sold on a stand-alone basis or for new or highly customized offerings. We determine BESP for a product or service by considering multiple factors including, but not limited to:

    In accordance with the guidance of ASC 605-25, when we enter into revenue arrangements with multiple deliverables we allocate arrangement consideration, among the products and subscriber services based on their relative selling prices. Arrangement consideration allocated to the sold products that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized as product revenues during the period of the sale less the allowance for estimated returns during the 30-day trial period. Arrangement consideration allocated to subscriber services that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized ratably as service revenues as the related services are provided, which is generally over the initial contract term.

    Collectability of Accounts Receivable

    We must make estimates of the collectability of our accounts receivable. Management specifically analyzes accounts receivable, including historical bad debts, customer concentrations, customer creditworthiness, current economic trends and changes in our customer payment terms when evaluating the adequacy of the allowance for doubtful accounts. Ifcredit losses at the financial condition of our customers deteriorates, our actual losses may exceed our estimates, and additional allowances would be required.

    Goodwill and Other Intangible Assets

    Goodwill and intangible assets with indefinite useful lives are not amortized. Goodwill represents the excess fair value of consideration transferred over the fair value of net assets acquired in business combinations. The carrying value of goodwill and indefinite lived intangible assets are not amortized but are annually tested for impairment and more often if there is an indicator of impairment.

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    We perform an annual goodwill impairment test on January 1 of each year and during the year, whenever a triggering event for such an assessment is identified. During the third quarter of fiscal year 2018, we changed our product and marketing strategy for the use of DXI's technology and re-assessed the profitability outlook which triggered us testing the recorded goodwill for impairment. First, we estimated the fair value of our three reporting units using the market approach. Under the market approach, we utilized the market capitalization of our publicly-traded shares and comparable company information to determine revenue multiples which were used to determine the fair valueend of each reporting unit. Basedperiod based on this approach, we determined that there was an indication of impairment only for our DXI reporting unit in the UK as the carrying value including goodwill exceeded its estimated fair value. As largely independent cash flows could not be attributed to any assets individually we evaluated DXI's assets and liabilities as one asset group. Then we estimated the fair value of DXI's using discounted cash flow methods to determine the implied fair value of goodwill. The difference between this implied fair valueaging of the goodwillreceivable balance, current and its carrying value was recorded as impairment. The outcome ofhistorical customer trends, communications with customers, and macro-economic conditions. Amounts are written off after considerable collection efforts have been made and the analysis resulted in a non-cash expense for impairment of property and equipment, intangible assets and goodwill of $0.3 million, $1.2 million and $8.0 million, respectively, which was recorded during the third quarter of fiscal year 2018 as a separate line item in our Consolidated Statements of Operations.

    Internal - Useamounts are determined to be uncollectible.

    Capitalized Internal-Use Software Development Costs

    We account

    Certain software development costs for computer software developed internally or obtained for internal use in accordance with ASC 350-40,Internal Use Software (ASC 350-40), which requires capitalization of certain software development costs incurredare capitalized during the application development stage. In accordance with authoritative guidance, weWe begin to capitalize our costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed and the software will be used as intended. Once the project has been completed, these costs are amortized on a straight-line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in the applicable income statement category, typically research and development, expense onin our consolidated statements of operations.

    Income and Other Taxes

    As part of the process of preparing our consolidated financial statements we are required to estimate our income taxes in each of the jurisdictions in which we operate. This process requires us to estimate our actual current tax expense and to assess temporary differences resulting from book-tax accounting differences for items such as accrued vacation. These differences result in deferred tax assets and liabilities, which are included within our consolidated balance sheet. We must then assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe that recovery is not likely, we must establish a valuation allowance.

    Significant management judgment is required to determine the valuation allowance recorded against our net deferred tax assets, which include net operating loss and tax credit carry forwards. The valuation allowance is based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets will be recoverable.

    In evaluating our ability to utilize our deferred tax assets, we consider available evidence, both positive and negative, in determining future taxable income on a jurisdiction-by-jurisdiction basis. We record a valuation allowance against deferred tax assets if, based on the weight of the evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. A significant item of objective negative evidence considered was the historical three-year cumulative pretax loss as of the end of our third quarter. As a result, we recorded a full valuation allowance against our U.S. deferred tax assets during that period. As of March 31, 2018, we maintained a full valuation allowance against our net deferred tax asset on the consolidated balance sheet.

    We estimate our annual effective tax rate at the end of each quarter. In estimating the annual effective tax rate, we consider, among other things, annual pre-tax income, permanent tax differences, the geographic mix of pre-tax income and the application and interpretations of existing tax laws. We record the tax effect of certain discrete items, which are unusual or occur infrequently, in the interim period in which they occur, including changes in judgment about deferred tax valuation allowances. The determination of the effective tax rate reflects tax expense and benefit generated in certain domestic and foreign jurisdictions. However, jurisdictions with a year-to-date loss where no tax benefit can be recognized are excluded from the annual effective tax rate.

    We have received inquiries, demands or audit requests from several state, municipal and 9-1-1 taxing agencies seeking payment of taxes that are applied to or collected from the customers of providers of traditional public switched telephone network services.

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    Stock-Based Compensation

    We account for our employee stock options, stock purchase rights, restricted stock units, and restricted performance stock units granted under the provisions of ASC 718 -Stock Compensation. Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant), net of estimated forfeitures.

    Compensation expense for stock-based payment awards is recognized over the requisite service period using the straight-line method and includes the impact of estimated forfeitures.

    To value option grants under the Equity Compensation Plans for stock-based compensation, we used the Black-Scholes option valuation model. Fair value determined using the Black- Scholes option valuation model varies based on assumptions used for the expected stock prices volatility, expected life, risk-free interest rates and future dividend payments. We used the historical volatility of our stock over a period equal to the expected life of the options. The expected life assumptions represent the weighted-average period stock-based awards are expected to remain outstanding. We established expected life assumptions through the review of historical exercise behavior of stock-based award grants with similar vesting periods. The risk-free interest rate was based on the closing market bid yields on actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the expected term of the option. The dividend yield assumption was based on our history and expectation of future dividend payout.

    To value restricted performance stock units under the Equity Compensation Plans, we used a Monte Carlo simulation model.  Fair value determined using the Monte Carlo simulation model varies based on the assumptions used for the expected stock price volatility, the correlation coefficient between the Company and the NASDAQ Composite Index, risk-free interest rates, and future dividend payments.  We used the historical volatility and correlation of our stock and the Index over a period equal to the remaining performance period as of the grant date. The risk-free interest rate was based on the closing market bid yields of actively traded U.S. treasury securities in the over-the-counter market for the expected term equal to the remaining performance period as of the grant date. The dividend yield assumption was based on our history of not paying dividends.

    Recently Issued and Adopted Accounting Pronouncements

    Recent accounting pronouncements are detailed in Note 1 to our Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

    ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

    Interest Rate Fluctuation Risk

    The primary objective of our investment activities is to preserve principal while maximizing income without significantly increasing risk. Some of the securities in which we invest may be subject to market risk. This means that a change in prevailing interest rates may cause the principal amount of the investment to fluctuate. To minimize this risk, we may maintain our portfolio of

    We had cash, cash equivalents, and investments totaling $152.9 million as of short durationsMarch 31, 2021. Cash equivalents and investments were invested primarily in a variety of securities, including commercial paper, money market funds, debtU.S. treasury, commercial paper, and corporate bonds. Our investment policy is focused on the preservation of capital and supporting our liquidity needs. Under the policy, we invest in highly rated securities, and certificateswhile limiting the amount of deposit. The risk associated with fluctuating interest rates is limitedcredit exposure to any one issuer other than the U.S. government. We do not invest in financial instruments for trading or speculative purposes, nor do we use leveraged financial instruments. We utilize external investment managers who adhere to the guidelines of our investment portfolio and we do not believe that apolicy. A hypothetical 10% change in interest rates would not have a material impact on the value of our cash, cash equivalents, or available-for-sale investments.
    The Company has issued $362.5 million aggregate principal amount of convertible senior notes. The fair value of the convertible senior notes is subject to interest income.

    During the three years ended March 31, 2018, 2017 and 2016, we did not have any outstanding debt instruments other than equipment under capital leases which have fixed interest rates. Therefore, we were not exposed torate risk, market risk relatingand other factors due to the conversion feature. The fair value of the convertible senior notes will generally increase as our common stock price increases and will generally decrease as our common stock price declines. The interest ratesand market value changes affect the fair value of the convertible senior notes but do not impact our financial position, cash flows or results of operations due to the fixed nature of the debt obligation. Additionally, we carry the convertible senior notes at face value less unamortized discount on our consolidated balance sheets, and we present the fair value for outstanding debt.

    required disclosure purposes only.

    Foreign Currency Exchange Risk

    We have foreign currency risks related to our revenue and operating expenses denominated in currencies other than the U.S. dollar, primarily the British Pound, causing both our revenue and our operating results to be impacted by fluctuations in the exchange rates.

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    Gains or losses from the translationrevaluation of certain cash balances, accounts receivable balances and intercompany balances that are denominated in these currencies impact our net income (loss). A hypothetical decrease in all foreign currencies against the USU.S. dollar of 10 percent,10%, would not result in a material foreign currency loss on foreign-denominated balances, at March 31, 2018.2021. As our foreign operations expand, our results may be more impacted by fluctuations in the exchange rates of the currencies in which we do business.

    At this time, we do not, but we may in the future, enter into financial instruments to hedge our foreign currency exchange risk.

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    Table of Contents
    ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

    INDEX TO FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE

    Page

    Page
    FINANCIAL STATEMENTS: 

    44

    45 

    46 

    47 

    48 

    49 

    50 

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    REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

    The

    To the Shareholders and the Board of Directors and Stockholders
    8x8, Inc.

    Opinions on the Financial Statements and Internal Control over Financial Reporting

    We have audited the accompanying consolidated balance sheets of 8x8, Inc. (the "Company"“Company”) as of March 31, 20182021 and 2017,2020, the related consolidated statements of operations, comprehensive income (loss), stockholders'loss, stockholders’ equity, and cash flows for each of the three years in the period ended March 31, 2018,2021, and the related notes and Schedule II – Valuation and Qualifying Accounts (collectively referred to as the "consolidated“consolidated financial statements"statements”). We also have audited the Company'sCompany’s internal control over financial reporting as of March 31, 2018,2021, based on criteria established inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

    In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company as of March 31, 20182021 and 2017,2020, and theconsolidatedthe consolidated results of its operations and its cash flows for each of the three years in the period ended March 31, 2018,2021, in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of March 31, 2018,2021, based on criteria established inInternal Control - Integrated Framework (2013) issued by COSO.

    Change in Accounting Principle
    As discussed in Note 1 to the consolidated financial statements, in 2021 the Company changed its method of accounting for allowances for credit losses due to the adoption of Accounting Standards Codification Topic No. 326.
    Basis for Opinions

    The Company'sCompany’s management is responsible for theseconsolidatedthese consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanyingManagement'sManagement’s Report on Internal Control Overover Financial Reporting under Item 9A. Our responsibility is to express an opinion on the Company'sCompany’s consolidated financial statements and an opinion on the Company'sCompany’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB"(“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

    We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.


    Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

    Definition and Limitations of Internal Control Over Financial Reporting

    A company'scompany’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company'scompany’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company'scompany’s assets that could have a material effect on the financial statements.

    Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


    Critical Audit Matters
    Critical audit matters are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.
    /s/ Moss Adams LLP

    San Francisco,

    Campbell, California
    May 30, 2018

    17, 2021

    We have served as the Company's auditor since 2009.

    44

    2008.

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    8X8, INC.
    CONSOLIDATED BALANCE SHEETS
    (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

       March 31,
       2018  2017
    ASSETS      
    Current assets:      
         Cash and cash equivalents $31,703  $41,030
         Short-term investments  120,559   133,959
         Accounts receivable, net  16,296   14,264
         Other current assets  10,040   8,101
              Total current assets  178,598   197,354 
    Property and equipment, net  35,732   24,061 
    Intangible assets, net  11,958   17,038 
    Goodwill  40,054   46,136 
    Non-current deferred tax asset    48,859 
    Restricted cash  8,100   
    Other assets  2,767   407 
                   Total assets $277,209  $333,855 
           
    LIABILITIES AND STOCKHOLDERS' EQUITY      
    Current liabilities:      
         Accounts payable $23,899  $18,631 
         Accrued compensation  17,412   11,508 
         Accrued taxes  6,367   5,354 
         Deferred revenue  2,559   2,144 
         Other accrued liabilities  6,026   5,707 
              Total current liabilities  56,263   43,344 
           
    Non-current liabilities  2,153   1,850 
    Non-current deferred revenue  19   60 
              Total liabilities   58,435   45,254 
           
    Commitments and contingencies (Note 5)      
           
    Stockholders' equity:      
         Preferred stock, $0.001 par value:      
              Authorized: 5,000,000 shares;      
              Issued and outstanding: no shares at March 31, 2018 and 2017    
         Common stock, $0.001 par value:      
              Authorized: 200,000,000 shares;      
              Issued and outstanding: 92,847,354 shares and 91,500,091 shares      
              at March 31, 2018 and 2017, respectively  93   91 
         Additional paid-in capital  425,790   412,762 
         Accumulated other comprehensive loss  (5,645)  (9,642)
         Accumulated deficit  (201,464)  (114,610)
              Total stockholders' equity  218,774   288,601 
                   Total liabilities and stockholders' equity $277,209  $333,855 

    Dollars in thousands, except share and per share amounts)

    As of March 31,
    20212020
    ASSETS
    Current assets:
    Cash and cash equivalents$112,531 $137,394 
    Restricted cash, current8,179 10,376 
    Short-term investments40,337 33,458 
    Accounts receivable, net51,150 37,811 
    Deferred sales commission costs, current30,241 22,444 
    Other current assets34,095 35,679 
    Total current assets276,533 277,162 
    Property and equipment, net93,076 94,382 
    Operating lease, right-of-use assets66,664 78,963 
    Intangible assets, net17,130 24,001 
    Goodwill131,520 128,300 
    Restricted cash, non-current462 8,641 
    Long-term investments16,083 
    Deferred sales commission costs, non-current72,427 53,307 
    Other assets, non-current20,597 19,802 
    Total assets$678,409 $700,641 
    LIABILITIES AND STOCKHOLDERS' EQUITY
    Current liabilities:
    Accounts payable$31,236 $40,261 
    Accrued compensation29,879 22,656 
    Accrued taxes12,129 10,251 
    Operating lease liabilities, current12,942 5,875 
    Deferred revenue, current20,737 7,105 
    Other accrued liabilities14,455 37,277 
    Total current liabilities121,378 123,425 
    Operating lease liabilities, non-current82,456 92,452 
    Convertible senior notes, net308,435 291,537 
    Other liabilities, non-current5,636 2,496 
    Total liabilities 517,905 509,910 
    Commitments and contingencies (Note 6)00
    Stockholders' equity:
    Preferred stock: $0.001 par value, 5,000,000 shares authorized, NaN issued and outstanding at both March 31, 2021 and 2020
    Common stock: $0.001 par value, 200,000,000 shares authorized, 109,134,740 shares and 103,178,621 shares issued and outstanding at March 31, 2021 and 2020, respectively109 103 
    Additional paid-in capital755,643 625,474 
    Accumulated other comprehensive loss(4,193)(12,176)
    Accumulated deficit(591,055)(422,670)
    Total stockholders' equity160,504 190,731 
    Total liabilities and stockholders' equity$678,409 $700,641 

    The accompanying notes are an integral part of these consolidated financial statements.

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    8X8, INC.
    CONSOLIDATED STATEMENTS OF OPERATIONS
    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

       Years Ended March 31,
       2018  2017  2016
    Service revenue $280,430  $235,816  $192,241 
    Product revenue  16,070   17,572   17,095 
              Total revenue  296,500   253,388   209,336 
              
    Operating expenses:         
         Cost of service revenue  50,689   42,400   37,078 
         Cost of product revenue  20,482   19,714   20,168 
         Research and development  34,797   27,452   24,040 
         Sales and marketing  184,044   139,277   109,379 
         General and administrative  38,915   31,214   25,745 
         Impairment of goodwill, intangible assets and equipment  9,469     
              Total operating expenses  338,396   260,057   216,410 
    Loss from operations  (41,896)  (6,669)  (7,074)
    Other income, net  3,693   1,792   1,107 
    Loss before provision (benefit) for income taxes  (38,203)  (4,877)  (5,967)
    Provision (benefit) for income taxes  66,294   (126)  (847)
    Net loss $(104,497) $(4,751) $(5,120)
              
    Net loss per share:         
         Basic $(1.14) $(0.05) $(0.06)
         Diluted $(1.14) $(0.05) $(0.06)
              
    Weighted average number of shares:         
         Basic  92,017   90,340   88,477 
         Diluted  92,017   90,340   88,477 

    Dollars in thousands, except per share amounts)

     For the years ended March 31,
     202120202019
    Service revenue$495,985 $414,078 $325,305 
    Other revenue36,359 32,159 27,281 
    Total revenue532,344 446,237 352,586 
    Operating expenses:
    Cost of service revenue180,082 145,013 86,122 
    Cost of other revenue50,068 56,215 43,850 
    Research and development92,034 77,790 62,063 
    Sales and marketing256,231 240,013 177,976 
    General and administrative100,078 87,025 72,208 
    Total operating expenses678,493 606,056 442,219 
    Loss from operations(146,149)(159,819)(89,633)
    Other (expense) income, net(18,593)(11,717)1,463 
    Loss before provision for income taxes(164,742)(171,536)(88,170)
    Provision for income taxes843 832 569 
    Net loss$(165,585)$(172,368)$(88,739)
    Net loss per share:   
    Basic and diluted$(1.57)$(1.72)$(0.94)
    Weighted average number of shares:
    Basic and diluted105,700 99,999 94,533 

    The accompanying notes are an integral part of these consolidated financial statements.

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    8X8, INC.
    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
    LOSS
    (IN THOUSANDS)

       Years Ended March 31,
       2018  2017  2016
    Net loss $(104,497) $(4,751) $(5,120)
    Other comprehensive income (loss), net of tax         
         Unrealized gains (losses) on investments in securities  (259)  70   (50)
         Foreign currency translation adjustment  4,256   (5,528)  (2,025)
    Comprehensive loss $(100,500) $(10,209) $(7,195)

    Dollars in thousands)

     For the years ended March 31,
    202120202019
    Net loss$(165,585)$(172,368)$(88,739)
    Other comprehensive income (loss), net of tax
    Unrealized gain (loss) on investments in securities247 (203)473 
    Foreign currency translation adjustment7,736 (4,620)(2,181)
    Comprehensive loss$(157,602)$(177,191)$(90,447)
    The accompanying notes are an integral part of these consolidated financial statements.

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    8X8, INC.
    CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
    (IN THOUSANDS, EXCEPT SHARES)

                Accumulated      
             Additional  Other      
       Common Stock  Paid-in  Comprehensive  Accumulated   
       Shares  Amount  Capital  Income (Loss)  Deficit  Total
    Balance at March 31, 2015  88,065,528  $88  $378,971  $(2,109) $(104,739) $272,211 
    Issuance of common stock under                  
         stock plans  2,218,470     5,386       5,388 
    Withholding taxes from stock plans  (30,702)    (466)      (466)
    Repurchase of common stock  (1,392,135)  (1)  (11,189)      (11,190)
    Stock-based compensation expense      16,334       16,334 
    Issuance of common stock for                  
         acquisition of DXI  352,044           
    Income tax benefit from stock-                  
         based compensation      224       224 
    Unrealized investment gain (loss)        (50)    (50)
    Foreign currency translation adjustment        (2,025)    (2,025)
    Net loss          (5,120)  (5,120)
    Balance at March 31, 2016  89,213,205   89   389,260   (4,184)  (109,859)  275,306 
    Issuance of common stock under                  
         stock plans  2,576,785     4,557       4,560 
    Withholding taxes from stock plans  (289,899)  (1)  (3,003)      (3,004)
    Stock-based compensation expense      21,462       21,462 
    Income tax benefit from stock-                  
         based compensation      486       486 
    Unrealized investment gain (loss)        70     70 
    Foreign currency translation adjustment        (5,528)    (5,528)
    Net loss          (4,751)  (4,751)
    Balance at March 31, 2017  91,500,091   91   412,762   (9,642)  (114,610)  288,601 
    Issuance of common stock under                  
         stock plans, less withholding taxes  2,709,990     2,179       2,182 
    Repurchase of common stock  (1,362,727)  (1)  (17,933)      (17,934)
    Stock-based compensation expense        28,782       28,782 
    Unrealized investment gain (loss)        (259)    (259)
    Foreign currency translation adjustment        4,256     4,256 
    Adjustment from adoption of ASU 2016-9          17,643   17,643 
    Net loss          (104,497)  (104,497)
    Balance at March 31, 2018  92,847,354  $93  $425,790  $(5,645) $(201,464) $218,774 

    Dollars in thousands, except shares)

     Common StockAdditional Paid-in CapitalAccumulated Other Comprehensive Income (Loss)Accumulated DeficitTotal
     SharesAmount
    Balance at March 31, 201892,847,354 $93 $425,790 $(5,645)$(201,464)$218,774 
    Adjustment to opening balance for change in accounting principle— — — — 39,901 39,901 
    Issuance of common stock under stock plans, less withholding3,272,534 4,483 — — 4,486 
    Stock-based compensation expense— — 45,548 — — 45,548 
    Unrealized investment gain— — — 473 — 473 
    Foreign currency translation adjustment— — — (2,181)— (2,181)
    Equity component of convertible senior notes, net of issuance costs— — 31,128 — — 31,128 
    Net loss— — — — (88,739)(88,739)
    Balance at March 31, 201996,119,888 96 506,949 (7,353)(250,302)249,390 
    Issuance of common stock under stock plans, less withholding4,452,267 7,773 — — 7,777 
    Issuance of common stock related to acquisition2,606,466 35,837 — — 35,840 
    Stock-based compensation expense— — 71,821 — — 71,821 
    Unrealized investment loss— — — (203)— (203)
    Foreign currency translation adjustment— — — (4,620)— (4,620)
    Equity component of convertible senior notes, net of issuance costs— — 3,094 — — 3,094 
    Net loss— — — — (172,368)(172,368)
    Balance at March 31, 2020103,178,621 103 625,474 (12,176)(422,670)190,731 
    Adjustment to opening balance for change in accounting principle— — — — (2,800)(2,800)
    Issuance of common stock under stock plans, less withholding6,067,672 13,263 — — 13,269 
    Stock-based compensation expense— — 108,417 — — 108,417 
    Issuance of common stock related to acquisition(111,554)— 8,489 — — 8,489 
    Unrealized investment gain (loss)— — — 247 — 247 
    Foreign currency translation adjustment— — — 7,736 — 7,736 
    Net loss— — — — (165,585)(165,585)
    Balance at March 31, 2021109,134,739 $109 $755,643 $(4,193)$(591,055)$160,504 

    The accompanying notes are an integral part of these consolidated financial statements.

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    8X8, INC.
    CONSOLIDATED STATEMENTS OF CASH FLOWS
    (IN THOUSANDS)

       Years Ended March 31,
       2018  2017  2016
    Cash flows from operating activities:         
         Net loss $(104,497) $(4,751) $(5,120)
         Adjustments to reconcile net loss to net cash provided by          
         operating activities:         
              Depreciation  8,171   6,084   4,994 
              Amortization of intangibles  5,033   3,762   3,557 
              Impairment of goodwill and long-lived assets  9,469   15   640 
              Amortization of capitalized software  2,513   591   456 
              Stock-based compensation expense  29,176   21,462   16,334 
              Tax benefit from stock-based compensation expense    (486)  (224)
              Deferred income tax expense (benefit)   66,273   (411)  (1,493)
              Gain on escrow settlement  (1,393)    
              Other  677   1,196   1,273 
         Changes in assets and liabilities:         
              Accounts receivable  (2,402)  (4,799)  (4,539)
              Other current and noncurrent assets  (3,149)  (2,515)  (1,520)
              Accounts payable and accruals  11,860   8,135   9,482 
              Deferred revenue  310   195   (273)
                   Net cash provided by operating activities  22,041   28,478   23,567 
              
    Cash flows from investing activities:         
         Purchases of property and equipment  (9,178)  (8,851)  (4,894)
         Cost of capitalized software  (12,486)  (5,516)  (2,095)
         Proceeds from escrow settlement  1,393     
         Purchase of investments  (115,224)  (140,026)  (126,723)
         Sales of investments   27,841   41,288   56,302 
         Proceeds from maturities of investments   100,382   93,795   64,361 
         Acquisition of businesses, net of cash acquired    (2,884)  (23,246)
                   Net cash used in investing activities  (7,272)  (22,194)  (36,295)
              
    Cash flows from financing activities:         
         Capital lease payments  (1,079)  (674)  (446)
         Payment of contingent consideration  (150)  (300)  (200)
         Repurchase of common stock, including for withholding taxes  (22,440)  (3,003)  (11,653)
         Tax benefit from stock-based compensation expense    486   224 
         Proceeds from issuance of common stock under employee stock plans  7,229   5,087   4,827 
                   Net cash (used in) provided by financing activities  (16,440)  1,596   (7,248)
              
    Effect of exchange rate changes on cash  444   (426)  442 
    Net (decrease) increase in cash and cash equivalents  (1,227)  7,454   (19,534)
    Cash, cash equivalents and restricted cash, beginning of year  41,030   33,576   53,110 
    Cash, cash equivalents and restricted cash, end of year $39,803  $41,030  $33,576 
              
    Supplemental and non-cash disclosures:         
         Acquisition of property and equipment, net in connection with          
              acquisitions of businesses $ $ $1,453 
         Acquisition of capital lease in connection with acquisitions of businesses      1,332 
         Equipment acquired under capital leases  765   1,152   573 
         Interest paid  36   16   44 
         Income taxes paid  38   460   445 

    Dollars in thousands)

     For the years ended March 31,
    202120202019
    Cash flows from operating activities:   
    Net loss$(165,585)$(172,368)$(88,739)
    Adjustments to reconcile net loss to net cash used in operating activities:
    Depreciation11,297 9,360 8,748 
    Amortization of intangible assets6,886 8,842 6,175 
    Amortization of capitalized internal-use software costs26,934 19,025 9,748 
    Amortization of debt discount and issuance costs16,898 14,045 1,355 
    Amortization of deferred sales commission costs27,817 19,541 14,204 
    Allowance for credit losses4,471 3,479 1,115 
    Operating lease expense, net of accretion15,210 14,971 
    Non-cash lease expense4,802 
    Stock-based compensation expense107,638 70,878 44,508 
    Other1,521 3,522 178 
    Changes in assets and liabilities:
    Accounts receivable(14,869)(12,737)(5,393)
    Deferred sales commission costs(52,960)(46,421)(25,286)
    Other current and non-current assets(3,963)(33,137)(4,337)
    Accounts payable and accruals(10,033)2,159 17,252 
    Deferred revenue14,672 4,936 802 
    Net cash used in operating activities(14,066)(93,905)(14,868)
    Cash flows from investing activities:
    Purchases of property and equipment(6,430)(35,834)(9,096)
    Capitalized internal-use software costs(28,816)(31,573)(25,622)
    Purchases of investments(52,172)(42,223)(54,127)
    Sales of investments 1,018 36,515 54,642 
    Proceeds from maturities of investments 60,479 25,950 50,700 
    Acquisition of businesses, net of cash acquired(10,400)(59,129)(5,625)
    Net cash (used in) provided by investing activities(36,321)(106,294)10,872 
    Cash flows from financing activities:
    Finance lease payments(78)(315)(949)
    Tax-related withholding of common stock(69)(6,550)(7,823)
    Proceeds from issuance of common stock under employee stock plans13,339 14,330 12,202 
    Purchases of capped calls(9,288)(33,724)
    Net proceeds from issuance of convertible senior notes73,918 279,532 
    Net cash provided by financing activities13,192 72,095 249,238 
    Effect of exchange rate changes on cash1,956 (168)(362)
    Net increase (decrease) in cash, cash equivalents and restricted cash(35,239)(128,272)244,880 
    Cash, cash equivalents and restricted cash, beginning of year156,411 284,683 39,803 
    Cash, cash equivalents and restricted cash, end of year$121,172 $156,411 $284,683 
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    Supplement and non-cash disclosures:
    For the years ended March 31,
    202120202019
    Right-of-use assets obtained in exchange for new and modified operating lease liabilities$$79,100 $
    Interest paid1,813 1,553 
    Income taxes paid555 934 356 
    Equipment acquired under capital leases68 

    Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheets:
     As of March 31,
    202120202019
    Cash and cash equivalents$112,531 $137,394 $276,583 
    Restricted cash, current8,179 10,376 
    Restricted cash, non-current462 8,641 8,100 
    Total cash, cash equivalents and restricted cash$121,172 $156,411 $284,683 
    The accompanying notes are an integral part of these consolidated financial statements.

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    8X8, INC.

    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

    1. THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES

    THE COMPANY

    8x8, Inc. ("8x8" or the "Company") was incorporated in California in February 1987 and was reincorporated in Delaware in December 1996.

    The Company is a leading Software-as-a-Service ("SaaS") provider of enterprisecontact center, voice, video, chat, and enterprise-class API solutions powered by one global cloud communications solutions, including unified communications, team collaboration, contact center,platform. 8x8 empowers workforces worldwide by connecting individuals and teams so they can collaborate faster and work smarter from anywhere. 8x8 provides real-time business analytics integrated overand intelligence giving its customers unique insights across all interactions and channels on our platform so they can support a single Software-as-a-Service (SaaS) platform.distributed and hybrid working model while delighting their end-customers and accelerating their business. A majority of all revenue is generated from communication services subscriptions and platform usage. The 8x8 Communications CloudTM offers businesses a secure, reliableCompany also generates revenue from sales of hardware and simplified approach to transitioning their legacy, on-premises communications systemsprofessional services, which are complimentary to the cloud. This comprehensive solution, built from owned and managed cloud technologies, enables customers to rely on a single provider for their global communications and contact center capabilities as well as customer support requirements. 8x8 customers are spread across more than 100 countries and range from small businesses to large enterprises. Since fiscal 2004, substantially all revenue has been generated fromdelivery of the sale of communications services and related hardware. Prior to fiscal 2003, the Company's main business was Voice over Internet Protocol semiconductors.

    our integrated technology platform.

    The Company's fiscal year ends on March 31 of each calendar year. Each reference to a fiscal year in these notesNotes to the consolidated financial statementsConsolidated Financial Statements refers to the fiscal year ended March 31 of the calendar year indicated (for example, fiscal 20182021 refers to the fiscal year ended March 31, 2018)2021).

    All dollar amounts herein are in thousands of U.S. Dollars ("Dollars") unless otherwise noted.
    PRINCIPLES OF CONSOLIDATION

    The consolidated financial statements include the accounts of 8x8 and its subsidiaries. All material intercompany accounts and transactions have been eliminated.

    Reclassification

    Certain software development costs capitalized in accordance with ASC 350-40, Internal-Use Software (ASC 350-40), that were presented in other long-term assets in the Company's consolidated balance sheets as of March 31, 2017 are presented as property and equipment for the consolidated balance sheet as of March 31, 2018. Assets in the amount of $7.7 million, net of accumulated amortization, have been reclassified in the consolidated balance sheet as of March 31, 2017 to conform to the current period presentation. The reclassification had no impact on the Company's previously reported consolidated net income (loss), cash flows, or basic or diluted net income per share amounts.

    Certain amounts previously reported within the Company's consolidated balance sheets and consolidated statements of cash flows have been reclassified within each financial statement section to conform to the current period presentation. The reclassification had no impact on the Company's previously reported net loss, cash flows, or basic or diluted net loss per share amounts.

    USE OF ESTIMATES

    The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles generally accepted in the United States("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and equity, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to bad debts,current expected credit losses, returns reserve for expected cancellations, fair value of and/or potential impairment of goodwill and intangible assets, capitalized internal-use software costs, benefit period for deferred commissions, stock-based compensation, incremental borrowing rate used to calculate operating lease liabilities, income and sales tax andliabilities, convertible senior notes fair value, litigation, and other contingencies. The Company bases its estimates on known facts and circumstances, historical experience, and on various other assumptions. Actual results could differ from those estimates under different assumptions or conditions.

    50


    REVENUE RECOGNITION

    Service

    As described below, significant management judgments and Product Revenue

    The Company recognizes service revenue, mainly from subscription services to its cloud-based voice, call center, videoestimates must be made and collaboration solutions, when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, price is fixed or determinable and collectability is reasonably assured. The Company defersused in connection with the recognition of service revenuesrevenue. Material differences may result in instances when cash receipts are received before services are deliveredthe amount and recognizes deferred revenues ratably, over the coursetiming of the contract, as services are provided.

    Under the terms of the Company's typical subscription agreements, new customers can terminate their service within 30 days of order placement and receive a full refund of fees previously paid. The Company has determined that it has sufficient history of subscriber conductour revenue if management were to make a reasonable estimate of cancellations within the 30-day trial period. Therefore, the Company recognizes new subscriber revenue that is fixeddifferent judgments or determinable and that is not contingent on future performance or future deliverables in the month in which the new order was shipped, net of an allowance for expected cancellations. utilize different estimates.

    The Company recognizes revenue fromusing the five-step model prescribed by U.S. GAAP, as follows:
    identification of the contract, or contracts, with a customer;
    identification of the performance obligations in the contract;
    determination of the transaction price;
    allocation of the transaction price to the performance obligations in the contract; and
    recognition of revenue when, or as, the Company satisfies a performance obligation.
    The Company identifies performance obligations in contracts with customers, which may include subscription services and related usage, product sales, mainly IP telephones, for which there are no related servicesrevenue, and professional services. The transaction price is determined based on the amount we expect to be rendered upon shipmententitled to receive in exchange for transferring the promised services or products to the customer. The transaction price in the contract is allocated to each distinct performance obligation in an amount that represents the relative amount of consideration expected to be received in exchange for satisfying each performance obligation. Revenue is recognized when performance obligations are satisfied, based on the transaction price, excluding amounts collected on behalf of third parties such as sales and telecommunication taxes, which are collected on behalf of and remitted to governmental authorities. We generally bill our customers provided that persuasive evidenceon a monthly basis. Contracts typically range from annual to multi-year agreements with payment terms of an arrangement exists, the price is fixed or determinable, title has transferred, collectionnet 30 days. We occasionally allow a 30-day period to cancel a subscription and return products shipped for a full refund.
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    Table of resulting receivables is reasonably assured, there are no customer acceptance requirements, and there are no remaining significant obligations. Gross outbound shipping and handling charges are recorded asContents
    The Company records reductions to revenue and the related costs are included in cost of goods sold. Reserves for estimated sales returns and allowances for customer sales are recordedcredits at the time of shipment. In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 605,Revenue Recognition, the Company records shipments to distributors, retailers, channel partners,related revenue is recognized. Sales returns and resellers, where the right of return exists, as deferred revenue.customer credits are estimated based on its historical experience, current trends and its expectations regarding future experience. The Company defers recognitionmonitors the accuracy of revenue on productits sales reserve estimates by reviewing actual returns and credits and adjusts them for its future expectations to resellers untildetermine the products have been soldadequacy of its current and future reserve needs. If actual future returns and credits differ from past experience, additional reserves may be required.
    When the Company's services do not meet certain service level commitments, customers are entitled to the end-customer.

    receive service credits, and in certain cases, refunds, each representing a form of variable consideration. The Company records revenue nethistorically has not experienced any significant incidents affecting the defined levels of reliability and performance as required by our subscription contracts. Accordingly, the amount of any sales and serviceestimated refunds related taxes and mandatory government charges that are billed to its customers. The Company believes this approach resultsthese agreements in the consolidated financial statements that are more easily understood by users.

    Multiple Element Arrangements

    ASC 605-25, Revenue Recognition - Multiple Element Arrangements,is not material during the periods presented.

    Judgments and Estimates
    The estimation of variable consideration for each performance obligation requires that revenue arrangementsthe Company to make subjective judgments. The Company has service-level agreements with multiple deliverables be divided into separate unitscustomers warranting defined levels of accountinguptime reliability and performance. Customers may get credits or refunds if the deliverables inCompany fails to meet such levels. If the arrangementservices do not meet specific criteria.certain criteria, fees are subject to adjustment or refund representing a form of variable consideration. The provisioningCompany may impose minimum revenue commitments ("MRC") on its customers at the inception of the cloud servicecontract. Thus, in estimating variable consideration for each of these performance obligations, the Company assesses both the probability of MRC occurring and the collectability of the MRC, both of which represent a form of variable consideration.
    The Company enters into contracts with the accompanying IP telephone constitutes a revenue arrangement withcustomers that regularly include promises to transfer multiple deliverables.services and products, such as subscriptions, products, and professional services. For arrangements with multiple deliverables,services, the Company evaluates whether the individual services qualify as distinct performance obligations. In its assessment of whether a service is a distinct performance obligation, the Company determines whether the customer can benefit from the service on its own or with other readily available resources, and whether the service is separately identifiable from other services in the contract. This evaluation requires the Company to assess the nature of each individual service offering and how the services are provided in the context of the contract, including whether the services are significantly integrated, highly interrelated, or significantly modify each other, which may require judgment based on the facts and circumstances of the contract.
    When agreements involve multiple distinct performance obligations, the Company allocates the arrangement consideration to all unitsperformance obligations at the inception of accountingan arrangement based on their relative selling prices. In such circumstances, the accounting principles establish a hierarchy to determine the relative standalone selling priceprices ("SSP") of each performance obligation. Usage fees deemed to be usedvariable consideration meet the allocation exception for allocating arrangement consideration to units of accounting as follows: (i) vendor-specific objective evidence of fair value ("VSOE"), (ii) third-party evidence of selling price ("TPE"), and (iii) best estimate of the selling price ("BESP").

    VSOE generally exists only when a Company sells the deliverable separately, on more than a limited basis, at prices within a relatively narrow range.  When VSOE cannot be established, the Company attempts to establish the selling price of deliverables based on relevant TPE. TPE is determined based on manufacturer's prices for similar deliverables when sold separately, when possible. Asvariable consideration. Where the Company has historically been unable to establish a selling price using VSOE or TPE, it uses a BESPstandalone sales data for the allocationits performance obligations which are indicative of arrangement consideration. The objective of BESP is to determine the price at which the Company would transactsells a sale if the productpromised good or service was soldseparately to a customer, such data is used to establish SSP. In instances where standalone sales data is not available for a particular performance obligation, the Company estimates SSP by the use of observable market and cost-based inputs. The Company continues to review the factors used to establish list price and will adjust standalone selling price methodologies as necessary on a stand-aloneprospective basis. BESP

    Service Revenue
    Service revenue from subscriptions to the Company's cloud-based technology platform is recognized ratably over the contractual subscription term, beginning on the date that the platform is delivered to the customer until the end of the contractual period. Payments received in advance of subscription services being rendered are recorded as deferred revenue; revenues recognized for services rendered in advance of payments received are recorded as contract assets. Usage fees, when bundled, are billed in advance and recognized over time on a ratable basis over the contractual subscription term, which is usually the monthly contractual billing period. Non-bundled usage fees are recognized as actual usage occurs.
    Other Revenue
    Other revenue comprises primarily product revenue and professional services revenue.
    The Company recognizes product revenue for telephony equipment at the point in time when transfer of control has occurred, which is generally usedupon shipment. Sales returns are recorded as a reduction to revenue estimated based on historical experience. Professional services for offerings thatdeployment, configuration, system integration, optimization, customer training or education are not typically soldprimarily billed on a stand-alonefixed-fee basis or for new or highly customized offerings. The Company determines BESP for a product or serviceand are performed by considering multiple factors including, but not limited to:

    In accordance with the guidance of ASC 605-25, when the Company enters intodirectly. Professional services revenue arrangements with multiple deliverables the Company allocates arrangement consideration, among the products and subscriber services based on their relative selling prices. Arrangement consideration allocated to the sold products that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized as product revenuesservices are performed or upon completion of the deployment.

    Contract Assets
    Contract assets are recorded for contract consideration not yet invoiced but for which the performance obligations are completed. The revenue is recognized when the customer receives services or equipment for a reduced consideration at the onset of an arrangement, for example, when the initial month's services or equipment are discounted. Contract assets are included in other current assets or other assets in the Company's consolidated balance sheets, depending on if their reduction will be recognized during the succeeding twelve-month period or beyond.
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    Deferred Revenue
    Deferred revenue represents billings or payments received in advance of revenue recognition and are recognized upon transfer of control. Balances consist primarily of annual plan subscription services and professional and training services not yet provided as of the balance sheet date. Revenue that will be recognized during the twelve month period in which the Company is providing services are recorded as deferred revenue, current in the consolidated balance sheets, with the remainder recorded as other liabilities, non-current in the Company's consolidated balance sheets.
    Deferred Sales Commission Costs
    Sales commissions are considered incremental and recoverable costs of acquiring customer contracts. These costs are capitalized as deferred sales commission costs and amortized on a straight-line basis over the anticipated benefit period of five years. The benefit period was estimated by taking into consideration the sale lesslength of customer contracts, technology lifecycle, and other factors. This amortization expense is recorded in sales and marketing expense within the allowance for estimated returns duringCompany's consolidated statement of operations.
    The Company applies a practical expedient that permits it to apply an anticipated benefit period to a portfolio of contracts, instead of on a contract-by-contract basis, as they are similar in their characteristics, and the 30-day trial period. Arrangement consideration allocatedfinancial statement effects of that application to subscriber servicesthe portfolio would not differ materially from applying it to the individual contracts within that is fixed or determinable and that is not contingent on future performance or future deliverables is recognized ratably as service revenues as the related services are provided, which is generally over the initial contract term.

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    portfolio.

    CASH, CASH EQUIVALENTS, AND INVESTMENTS

    The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

    At March 31, 2018 and 2017, all investments were

    Investments are classified as available-for-sale and reported at fair value, based either upon quoted prices in active markets, quoted prices in less active markets, or quoted market prices for similar investments, with unrealized gains and losses, net of related tax, if any, included in other comprehensive income (loss) and disclosed as a separate component of stockholders' equity. Realized gains and losses on sales of all such investments are reported within the caption of other income (expense), net in the consolidated statements of operations and computed using the specific identification method. The Company classifies its investments as currentshort-term or long-term based on the nature of the investments and their availability for use in current operations. The Company's investments in marketable securities are monitored on a periodic basis for impairment. In the event that the carrying value of an investment exceeds its fair value and the decline in value is determined to be other-than-temporary, an impairment charge is recorded and a new cost basis for the investment is established. These available-for-sale investments are primarily held in the custody of onetwo major financial institution.

    ACCOUNTS RECEIVABLE institutions.

    ALLOWANCE

    FOR CREDIT LOSSES

    The Company accounts for allowance for credit losses under the current expected credit loss (“CECL”) impairment model for its financial assets, including accounts receivable, and presents the net amount of the financial instrument expected to be collected. The CECL impairment model requires an estimate of expected credit losses, measured over the contractual life of an instrument, that considers forecasts of future economic conditions in addition to information about past events and current conditions. Based on this model, the Company estimates the amount of uncollectible accounts receivable at the end of each reporting period based on the aging of the receivable balance, current and historical customer trends, and communications with its customers.customers, and macro-economic conditions. Amounts are written off only after considerable collection efforts have been made and the amounts are determined to be uncollectible.

    OPERATING LEASE, RIGHT-OF-USE ASSETS, AND LEASE LIABILITIES
    The Company primarily leases facilities for office and data center space under non-cancellable operating leases for its U.S. and international locations that expire at various dates through 2030. For leases with a term greater than 12 months, the Company recognizes a right-of-use asset and a lease liability based on the present value of lease payments over the lease term. Variable lease payments are not included in the lease payments to measure the lease liability and are expensed as incurred.
    The Company’s leases have remaining terms of one to 10 years. Some of the leases include a Company option to extend the lease term for less than 12 months to five years, or more, which if reasonably certain to exercise, the Company includes in the determination of lease payments. The lease agreements do not contain any material residual value guarantees or material restrictive covenants.
    As most of the Company's leases do not provide a readily determinable implicit rate, the Company uses its incremental borrowing rate at lease commencement, which is determined using a portfolio approach, based on the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. The Company uses the implicit rate when a rate is readily determinable. Operating lease expense is recognized on a straight-line basis over the lease term.
    Leases with an initial term of 12 months or less are not recognized on the Company's consolidated balance sheets, and the expense for these short-term leases is recognized on a straight-line basis over the lease term.
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    PROPERTY AND EQUIPMENT

    Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method. Estimated useful lives of three years are used for equipment, capitalized internal-use software and software development costs, and five years for furniture and fixtures. Amortization of leasehold improvements is computed using the shorter of the remaining facility lease term or the estimated useful life of the improvements.

    Maintenance, repairs, and ordinary replacements are charged to expense. Expenditures for improvements that extend the physical or economic life of the property are capitalized. Gains or losses on the disposition of property and equipment are recorded in the Consolidated Statementsconsolidated statements of Operations.

    operations.

    Construction in progress primarily relates to costs to acquire or internally develop internal-use software for internal use not fully completed as of March 31, 2018.

    2021 and 2020.

    CAPITALIZED INTERNAL-USE SOFTWARE COSTS
    Certain costs of software developed or obtained for internal use is capitalized during the application development stage. The Company begins to capitalize costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended.
    Capitalized internal-use software development costs are included in property and equipment. Once the project has been completed, these costs are amortized to cost of service revenue on a straight-line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in research and development expense. The Company tests capitalized internal-use software development costs for impairment on an annual basis, or as events occur or circumstances change that could impact the recoverability of the capitalized costs.
    ACCOUNTING FOR LONG-LIVED ASSETS

    The Company reviews the recoverability of its long-lived assets, such as property and equipment, right-of-use assets, definite lived intangibles or capitalized internal-use software costs, when events or changes in circumstances occur that indicate that the carrying value of the asset or asset group may not be recoverable. Examples of such events could include a significant disposal of a significant portion of such assets, an adverse change in the market involving the business employing the related asset or a significant change in the operation or use of an asset. The assessment of possible impairment is based on the Company's ability to recover the carrying value of the asset or asset group from the expected future cash flows (undiscounted and without interest charges) of the related operations. If these cash flows are less than the carrying value of such asset or asset group, an impairment loss is recognized for the difference between estimated fair value and carrying value. The measurement of impairment requires management to estimate the fair value of long-lived assets and asset groups through future cash flows. See Note 4 for further discussion on impairment charges incurred.

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    GOODWILL AND OTHER INTANGIBLE ASSETS

    Goodwill represents the excess fair value of consideration transferred over the fair value of net assets acquired in business combinations. Goodwill and intangible assets with indefinite useful lives are not amortized but are tested annually for impairment and more often if there is an indicator of impairment.
    The Company has determinedperforms testing for impairment of goodwill on an annual basis, or as events occur or circumstances change that it has threewould more likely than not reduce the fair value of the Company’s single reporting units and allocates goodwill tounit below its carrying amount. Goodwill is considered impaired if the carrying value of the reporting units for the purposes ofunit exceeds its annual impairment test.

    The Company's annual goodwill impairment test is performed on January 1 each year. No goodwill impairment charges were recorded in the periods presented.

    fair value.

    Intangible assets, with finite useful livesconsisting of acquired developed technology, domain names, and customer relationships, acquired in a business combinations are initially measured at fair value and were determined to have definite lives. Thereafter, intangible assets are amortized on a straight-line basis over the periods benefited.their estimated useful lives. Amortization expense for the customer relationship intangible asset is included in sales and marketing expenses. Amortization expense forrelated to developed technology is included in cost of service revenue.

    WARRANTY EXPENSE

    The Company accrues Amortization expense related to customer relationships and domain names are included in sales and marketing expense. Intangible assets are reviewed for estimatedimpairment whenever events or changes in circumstances indicate an asset’s carrying value may not be recoverable.

    RESEARCH AND DEVELOPMENT EXPENSES
    Research and development expenses consist primarily of personnel and related costs, third-party development and related work, software and equipment costs necessary for us to conduct our product warranty cost upon revenue recognition. Accruals for product warranties are calculated based on the Company's historical warranty experience adjusted for any specific requirements.

    RESEARCH & DEVELOPMENT AND SOFTWARE DEVELOPMENT COSTS

    Software developed or obtained for internal use in accordance with ASC 350-40,Internal-Use Software (ASC 350-40), is capitalized during the applicationand platform development stage. In accordance with authoritative guidance, the Company begins to capitalizeand engineering efforts, and allocated IT and facilities costs. Research and development costs to develop software when preliminary development efforts are successfully completed, management has authorized and committed project funding, and it is probable that the project will be completed, and the software will be used as intended. Once the project has been completed, these costs are amortized on a straight - line basis over the estimated useful life of the related asset, generally estimated to be three years. Costs incurred prior to meeting these criteria together with costs incurred for training and maintenance are expensed as incurred and recorded in research and development expense on our consolidated statements of operations. The Company classifies software development costs associated with the development of the Company's products and services as property and equipment. See Note 3 for further details.

    incurred.

    ADVERTISING COSTS

    Advertising costs are expensed as incurred and were $14.5$9.0 million, $9.5$32.2 million and $8.5$25.0 million for the years ended March 31, 2018, 20172021, 2020, and 2016,2019, respectively.

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    FOREIGN CURRENCY TRANSLATION

    The Company has determined that the functional currency of each of its foreign subsidiaries areis the subsidiary's local currency. The Company believes that this most appropriately reflects the current economic facts and circumstances of the Company's subsidiaries' operations. The assets and liabilities of the subsidiaries are translated at the applicable exchange rate as of the end of the balance sheet period and revenue and expensesexpense amounts are translated at an average rate over the period presented. Resulting currency translation adjustments are recorded as a component of accumulated other comprehensive income or loss within the stockholder's equity.

    BUSINESS SEGMENTS

    SEGMENT INFORMATION
    The Company has two reportable segments, Americas and Europe. The Americas segmentdetermined its chief executive officer is primarily North America. The Europe segment is primarily the United Kingdom. Each operating segment provides similar products and services.

    The Company's chief operating decision makers, the Chief Executive Officer, Chief Financial Officer,maker. The chief executive officer reviews financial information presented on a consolidated basis for purposes of assessing performance and Chief Technology Officer, evaluate performance of the Company and makesmaking decisions regarding allocation of resources based on geographical results.

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    The Company's CODMs evaluate the performance of its operating segments based on revenues and net income.how to allocate resources. The Company does not allocate research and development, sales and marketing, general and administrative, amortization expense, stock-based compensation expense, and commitment and contingencies for each segment as management does not consider this informationhas determined that it operates in its evaluation of the performance of each operatinga single reportable segment. Revenues are attributed to each segment based on the ordering location of the customer or ship to location.

    CONCENTRATIONS

    Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents, investments and trade accounts receivable. The Company has cash equivalents and investment policies that limit the amount of credit exposure to any one financial institution and restrict placement of these funds to financial institutions evaluated as highly credit-worthy. The Company has not experienced any material losses relating to its investments.

    The Company sells its products to business customers and distributors. The Company performs ongoing credit evaluations of its customers' financial condition and generally does not require collateral from its customers. AtAs of, and for the years ending, March 31, 20182021 and 2017,2020, no customer accounted for more than 10% of accounts receivable.

    receivable or revenues.

    The Company purchases all of its hardware products from suppliers that manufacturermanufacture the hardware directly.directly, and from their distributors. The inability of any supplier to fulfill supply requirements of the Company could materially impact future operating results, financial position or cash flows.

    The Company also relies primarily on third-party network service providers to provide telephone numbers and PSTNpublic switched telephone network ("PSTN") call termination and origination services for its customers. If these service providers failed to perform their obligations to the Company, such failure could materially impact future operating results, financial position and cash flows.

    FAIR VALUE OF FINANCIAL INSTRUMENTS

    The Company defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal market or the most advantageous market in which it would transact.

    The accounting guidance for fair value measurement requires the Company to maximizemaximizes the use of observable inputs and minimizeminimizes the use of unobservable inputs when measuring fair value. Observable inputs are inputs that reflect the assumptions market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the factors that market participants would use in valuing the asset or liability developed based on the best information available in the circumstances.

    The standard establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value by requiring that the most observable inputs be used when available. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value hierarchy is as follows:

    •    Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
  • •    Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets).
  • •    Level 3 applies to assets or liabilities for which fair value is derived from valuation techniques in which one or more significant inputs are unobservable, including the Company's own assumptions.

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    The estimated fair value of financial instruments is determined by the Company using available market information and valuation methodologies considered to be appropriate. The carrying amounts of the Company's cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. The Company's investments are carriedrecorded at fair value and convertible senior notes payable are recorded at net carrying value.

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    ACCOUNTING FOR STOCK-BASED COMPENSATION

    The Company accounts for its employeethe fair value of restricted stock optionsunits (“RSUs”) using the closing market price of the Company’s common stock on the date of grant. For new-hire grants and other stock awards underannual refresh grants, one-third of the provisionsRSUs typically vest on the first anniversary of ASC 718 -Stock Compensation. grant date, and remainder vest on a one-eighth basis quarterly over the subsequent two years.
    Stock-based compensation cost for RSUs is measured at the grant date based on the estimated fair value of the award and is recognized as an expense over the employee's requisite service period (generally the vesting period of the equity grant)period), net of estimated forfeitures.

    To

    The Company accounts for the fair value option grantsof performance stock units ("PSUs") using Monte Carlo simulations.
    The Company estimates the Company usesfair value of the Black-Scholes option valuation model. Fair value determinedrights to acquire stock under its 1996 Employee Stock Purchase Plan (the “ESPP”) using the Black-Scholes option valuation model varies based on assumptions usedpricing formula. The ESPP provides for consecutive six-month offering periods with a one-year lookback period and the expected stock prices volatility, expected life, risk-free interest rates and future dividend payments. The Company used theuses its own historical volatility of its stock over a period equal to the expected life of the options. The expected life assumptions represent the weighted-average period stock-based awards are expecting to remain outstanding. These expected life assumptions were established through the review of historical exercise behavior of stock-based award grants with similar vesting periods. The risk-free interest rates were based on the closing market bid yields of actively traded U.S. treasury securitiesdata in the over-the-counter market for the expected term equal to the expected term of the option. The dividend yield assumption is based on the Company's history of not paying dividends.

    The Company issued performance stock units (PSUs) to a group of executives with vesting that is contingent on both market performance and continued service during the fiscal year ended March 31, 2018:

    The Company issued PSUs to a group of executives with vesting that is contingent on both market performance and continued service during the fiscal year ended March 31, 2017:

    To value these market-based PSUsare purchased under the Equity Compensation Plans, the Company used a Monte Carlo simulation model on the date of grant. Fair value determined using the Monte Carlo simulation model varies based on the assumptions used for the expected stock price volatility, the correlation coefficient between the Company and the NASDAQ Composite Index, risk-free interest rates, and future dividend payments.

    ESPP.

    COMPREHENSIVE INCOME (LOSS)

    Comprehensive income (loss), as defined, includes all changes in equity (net assets) during a period. The difference between net income (loss) and comprehensive income (loss) is due to foreign currency translation adjustments and unrealized gains or losses on investments classified as available-for-sale.

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    NET INCOME (LOSS) PER SHARE

    Basic net income (loss) per share is computed by dividing net income (loss) available to common stockholders (numerator) by the weighted average number of vested, unrestricted common shares outstanding during the period (denominator). Diluted net income (loss) per share is computed on the basis of the weighted average number of shares of common stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method unless their effect is anti-dilutive. Dilutive potential common shares include outstanding stock options, ESPP, RSUs and employee restricted purchase rights.

    DEFERRED RENT

    The Company recognizes rent expense on a straight-line basis for all operating lease arrangements with the difference between required lease payments and rent expense recorded as deferred rent. The difference results from rent holidays, rent escalations and tenant improvement allowances, which are amortized over the lease term.

    PSUs.

    RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

    In November 2015,June 2016, the Financial Accounting Standards Board (FASB)("FASB") issued Accounting Standards Update (ASU) No. 2015-17,Income Taxes - Balance Sheet ClassificationASU 2016‑13, Financial Instruments—Credit Losses (Topic 326): Measurement of Deferred Taxes (Topic 740). This ASU requires all deferred tax liabilitiesCredit Losses on Financial Instruments, as amended, which replaces the existing impairment model with a forward-looking expected loss method. Under this update, on initial recognition and assetsat each reporting period, an entity is required to recognize an allowance that reflects the entity's current estimate of credit losses expected to be presented inincurred over the balance sheetlife of the financial instrument. For trade receivables, loans, and other financial instruments, an entity is required to use a forward-looking expected loss model to recognize credit losses that are probable. The Company adopted ASU 2016-13 on a modified retrospective basis as noncurrent. As permitted,of April 1, 2020, through a cumulative-effect adjustment to the Company's beginning accumulated deficit balance; the impact of the adoption was not material to the Company's consolidated financial statements. Credit losses are not expected to be significant based on historical collection trends, the financial condition of the Company’s customers, and external market factors, including those related to the COVID-19 pandemic. The Company early adopted this standard prospectively duringwill continue to actively monitor the quarter ended June 30, 2016. The adoptionimpact of this standard resulted in reclassifying current deferred income tax assets to noncurrent deferred income tax assets and current deferred income tax liabilities to noncurrent deferred income tax liabilities. No prior periods were retrospectively adjusted.

    the recent COVID-19 pandemic on expected credit losses.

    In March 2016,August 2018, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation2018-13, Fair Value Measurement (Topic 718): Improvements to Employee Share-Based Payment Accounting820), which is intendedmakes modifications to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classificationdisclosure requirements on the statement of cash flows. As a resultfair value measurements. The Company adopted ASU 2018-13 on April 1, 2020. The impact of the adoption in fiscal yearwas immaterial to the Company's consolidated financial statements.
    In August 2018, stock-based compensation excess tax benefits or tax deficiencies will be reflected in the consolidated statement of operations within the provision for income taxes.

    In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230)2018-15, Intangibles-Goodwill and Other-Internal Use Software (Subtopic 350-40), which providesreduces complexity for the accounting for costs of implementing a cloud computing service arrangement. The Company adopted this guidance on how restricted cash or restricted cash equivalents should be included with cash and cash equivalents when reconcilinga prospective basis effective April 1, 2020. The impact of the beginning-of-period and end-of-period total amounts shown onadoption was immaterial to the statement of cash flows. The Company elected to early adopt this ASU for fiscal year 2018 and disclosed restricted cash in the amount of $8.1 million in theCompany's consolidated balance sheets as of March 31, 2018. No prior periods were retrospectively adjusted.

    financial statements.

    RECENT ACCOUNTING PRONOUNCEMENTS NOT YET EFFECTIVE
    In January 2017,December 2019, the FASB issued ASU No. 2017-04, Intangibles and Other2019-12, Income Taxes (Topic 350): Simplifying the Test for Goodwill Impairment740), which eliminatesenhances and simplifies various aspects of the requirement to calculate the implied fair value ofincome tax accounting guidance, including requirements such as tax basis step-up in goodwill but rather require an entity to record an impairment charge based on the excess ofobtained in a reporting unit's carrying value over its fair value. Thistransaction that is not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. The amendment iswill be effective for annual or interim goodwill impairment tests inpublic companies with fiscal years beginning after December 15, 2019. The Company elected to early adopt this ASU for2020, which is fiscal year 2018. No prior periods were retrospectively adjusted.

    RECENT ACCOUNTING PRONOUNCEMENTS

    In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification 606 or ASC 606), which replaces numerous requirements in U.S. GAAP and provide companies with a single revenue recognition model for recognizing revenue from contracts with customers. ASC 606 requires an entity to recognize the amount of revenue to which it expects to be entitled2022 for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. It defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates are required within the revenue recognition process than are required under current GAAP (ASC 605).

    The new standard permits the use of either the full retrospective or modified retrospective transition method. The Company adopted the new standard effective April 1, 2018 using the modified retrospective method. Under the retrospective method prior period financial information is not revised, but instead a cumulative impact is recorded on the day of adoption with a corresponding offset recorded to stockholder's equity.

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    Under the new standard, the Company expects in some cases to recognize revenue earlier than under ASC 605 guidance when the customer receives services or equipment for a reduced consideration at the onset of an arrangement, for example the initial month's services or equipment are discounted, as a result of the elimination of contingent revenue guidance. Under ASC 605 guidance, amounts allocated to delivered items are limited to amounts that are not contingent on the provision of future services. The impact of adopting the new standard on the Company's total revenues and deferred revenue is not expected to be material.

    With the adoption of ASC 606 the Company also adopted ASC 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a customer contract which, under the old guidance, were expensed as incurred. Under the new standard, the Company will defer all incremental sales commission costs and amortize them over the expected period of benefit, which is estimated to be five years. The amortization cost will be charged to sales and marketing costs on the consolidated statements of operations. The Company expects the cumulative impact of these deferred costs to be approximately $35 million to $40 million with a corresponding decrease to accumulated deficit as of April 1, 2018.

    There will not be any significant tax impact to the Company's consolidated statements of operations and consolidated balance sheet relating to the adoption of the new standard due to the valuation allowance recorded against to the Company's deferred tax assets.

    The Company has established new accounting policies, is implementing processes, and implementing internal controls necessary to support the requirements of the new standard.

    In February 2016, the FASB issued ASU No. 2016-02,Leases (Topic 842),which requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. The update also requires qualitative and quantitative disclosures designed to assess the amount, timing, and uncertainty of cash flows arising from leases.  The update requires the use of a modified retrospective transition approach, which includes a number of optional practical expedients that entities may elect to apply. This amendment is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. EarlyCompany; early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

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    In June 2016,August 2020, the FASB issued ASU No. 2016-13, Financial Instruments2020-06, Debt - Credit Losses (Topic 326): Measurement of Credit Losses on Financial InstrumentsDebt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40), which provides guidancesimplifies accounting for measurement and recognition of expected credit losses for financial assets held based on historical experience, current conditions, and reasonable and supportable forecasts that affect the collectabilityconvertible instruments by eliminating two of the reported amount.three accounting models available for convertible debt instruments and convertible preferred stock. The amendmentguidance also addresses how convertible instruments are accounted for in the diluted earnings per share calculation. The guidance is effective for fiscal years beginning after December 15, 2019. Early adoption2021, which is permittedfiscal 2023 for fiscal years beginning after December 15, 2018. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which provides guidance on how certain cash receipts and cash payments are to be presented and classified in the statement of cash flows. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its Consolidated Statements of Cash Flows.

    In October 2016, the FASB has issued ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, which provides guidance on how an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. EarlyCompany; early adoption is permitted. The Company is currently assessing the impact of this pronouncement to its consolidated financial statements.

    In January 2017, the FASB has issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition

    2. REVENUE RECOGNITION
    Disaggregation of a Business, which clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This amendment is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. Revenue
    The Company is currently assessing the impactdisaggregates its revenue by geographic region. See Note 11. Geographical Information.
    Contract Balances
    The following table provides amounts of this pronouncement to its consolidated financial statements.

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    2. FAIR VALUE MEASUREMENTS

    Cash, cash equivalents, available-for-sale investments,receivables, contract assets and contingent consideration were (in thousands):

          Gross  Gross     Cash and   
       Amortized  Unrealized  Unrealized  Estimated  Cash  Short-Term
    As of March 31, 2018  Costs  Gain  Loss  Fair Value  Equivalents  Investments
         Cash $16,499  $ $ $16,499  $16,499  $
    Level 1:                  
         Money market funds  15,204       15,204   15,204   
              Subtotal  31,703       31,703   31,703   
    Level 2:                  
         Commercial paper  13,254     (8)  13,246     13,246 
         Corporate debt  70,631     (296)  70,341     70,341 
         Municipal securities  3,385     (1)  3,387     3,387 
         Asset backed securities  27,063     (119)  26,945     26,945 
         Agency bond  4,183     (35)  4,148     4,148 
         International government securities  2,497     (5)  2,492     2,492 
              Subtotal  121,013   10   (464)  120,559     120,559 
              Total assets $152,716  $10  $(464) $152,262  $31,703  $120,559 

          Gross  Gross     Cash and   
       Amortized  Unrealized  Unrealized  Estimated  Cash  Short-Term
    As of March 31, 2017  Costs  Gain  Loss  Fair Value  Equivalents  Investments
         Cash $29,122  $ $ $29,122  $29,122  $
    Level 1:                  
         Money market funds  11,908       11,908   11,908   
         Mutual funds  2,000     (194)  1,806     1,806 
              Subtotal  43,030     (194)  42,836   41,030   1,806 
    Level 2:                  
         Commercial paper  19,144       19,152     19,152 
         Corporate debt  83,995   61   (58)  83,998     83,998 
         Asset backed securities  26,906     (22)  26,888     26,888 
         Mortgage backed securities  116     (1)  115     115 
         Agency bond  2,000       2,000     2,000 
              Subtotal  132,161   73   (81)  132,153     132,153 
              Total assets $175,191  $73  $(275) $174,989  $41,030  $133,959 
    Level 3:                  
         Contingent consideration $ $ $ $148  $ $
              Total liabilities $ $ $ $148  $ $

    Contractual maturities of investments as of March 31, 2018deferred revenue from contracts with customers:

     March 31, 2021March 31, 2020
    Accounts receivable, net$51,150 $37,811 
    Contract assets, current12,840 10,425 
    Contract assets, non-current17,987 13,698 
    Deferred revenue, current20,737 7,105 
    Deferred revenue, non-current2,999 1,119 
    Contract assets, current, contract assets, non-current, and deferred revenue, non-current are set forth below (in thousands):

    Estimated
    Fair Value
    Due within one year$69,721 
    Due after one year50,838 
         Total$120,559 

    Contingent Consideration and Escrow Liability

    The Company's contingent consideration liability, included in other accrued liabilitiesrecorded on the consolidated balance sheets asConsolidated Balance Sheets in Other current assets, Other assets, and Other liabilities, non-current, respectively.

    The change in contract assets was primarily driven by the recognition of March 31, 2017,revenue that has not yet been billed. The increase in deferred revenue was associated with the Quality Software Corporation (QSC) acquisition madedue to billings in the first quarteradvance of fiscal year 2016. This contingent liability was classified as level 3 within the fair value hierarchy. The remaining liability of $0.1 million was settled and paid duringperformance obligations being satisfied. During the year ended March 31, 2018.

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    3. PROPERTY AND EQUIPMENT

    Property and equipment consisted2021, the Company recognized revenues of approximately $6.1 million that was included in deferred revenue at the beginning of the following (in thousands):

       March 31,
       2018  2017
    Computer equipment $29,761  $24,293 
    Software development costs  20,144   8,265 
    Software licenses  8,663   7,380 
    Leasehold improvements  6,573   5,579 
    Furniture and fixtures  1,637   1,411 
    Construction in progress  2,394   689 
       69,172   47,617 
    Less: accumulated depreciation and amortization  (33,440)  (23,556)
      $35,732  $24,061 

    year.

    Remaining Performance Obligations
    The Company's subscription terms typically range from one to five years. Contract revenue from the remaining performance obligations that had not yet been recognized as of March 31, 2021, was approximately $500.0 million. This amount excludes contracts with an original expected length of less than one year. The Company expects to recognize revenue on approximately 70% of the remaining performance obligation over the next 36 months and approximately 30% thereafter.
    As of March 31, 2021, the Company updated this disclosure to exclude contracts with an original expected length of less than one year. Previously, this disclosure excluded contracts with an original expected length of one year or less. As the new and renewal contracts the Company enters into with its customers are generally for terms of one year or longer, management determined that updating this disclosure to include contracts with a term of one year or more presents a more appropriate measure of the Company's remaining performance obligation.
    Deferred Sales Commission Costs
    Amortization of deferred sales commission costs for the years ended March 31, 2021, 2020, and 2019 was $27.8 million, $19.5 million, and $14.2 million, respectively. There were 0 material write-offs during the years ended March 31, 2021, 2020, and 2019.
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    3. FAIR VALUE MEASUREMENTS
    Cash, cash equivalents and available-for-sale investments were as follows:
    As of March 31, 2021Amortized
    Costs
    Gross
    Unrealized
    Gain
    Gross
    Unrealized
    Loss
    Estimated
    Fair Value
    Cash and
    Cash
    Equivalents
    Restricted Cash
    (Current & Non-current)
    Short-Term
    Investments
    Long-Term
    Investments
    Cash$39,070 $— $— $39,070 $39,070 $$— $— 
    Level 1:
    Money market funds67,712 — — 67,712 67,712 — — — 
    Treasury securities6,177 17 6,194 — — 6,194 
    Subtotal112,959 17 112,976 106,782 6,194 
    Level 2:
    Certificate of deposit8,641 — — 8,641 — 8,641 — 
    Commercial paper17,656 42 17,698 700 — 16,998 — 
    Corporate debt22,193 22,194 5,049 — 17,145 
    Subtotal48,490 43 48,533 5,749 8,641 34,143 
    Total assets$161,449 $60 $$161,509 $112,531 $8,641 $40,337 $
    As of March 31, 2020Amortized
    Costs
    Gross
    Unrealized
    Gain
    Gross
    Unrealized
    Loss
    Estimated
    Fair Value
    Cash and
    Cash
    Equivalents
    Restricted Cash
    (Current & Non-current)
    Short-Term
    Investments
    Long-Term
    Investments
    Cash$21,002 $— $— $21,002 $21,002 $10,376 $— $— 
    Level 1:
    Money market funds110,796 — — 110,796 110,796 — — — 
    Treasury securities6,192 116 6,308 — — 6,308 
    Subtotal137,990 116 138,106 131,798 10,376 6,308 
    Level 2:
    Certificate of deposit8,641 — — 8,641 — 8,641 — — 
    Commercial paper14,979 14,985 5,596 — 9,389 — 
    Corporate debt34,153 32 (341)33,844 — 24,069 9,775 
    Subtotal57,773 38 (341)57,470 5,596 8,641 33,458 9,775 
    Total assets$195,763 $154 $(341)$195,576 $137,394 $19,017 $33,458 $16,083 
    Certificate of deposit represents the Company's letter of credits securing leases for office facilities, the balance of which is included in Restricted cash, current and Restricted cash, non-current on the Company's Consolidated Balance Sheet.
    The Company considers its investments available to support its current operations and has classified all investments as available-for-sale securities. The Company does not intend to sell any of its investments that are in unrealized loss positions and, as of March 31, 2021, has determined that it is not more likely than not that it will be required to sell any of these investments before recovery of the entire amortized cost basis.
    The Company regularly reviews the changes to the rating of its securities at the individual security level by rating agencies and reasonably monitors the surrounding economic conditions to assess the risk of expected credit losses. As of March 31, 2021, the Company did not record any allowance for credit losses on its investments.
    As of March 31, 2021 and 2020, the estimated fair value of the Company's Noteswas $502.9 million and $309.6 million, respectively, which was determined based on the closing price for the Notes on the last trading day of the reporting period and is considered to be Level 2 in the fair value hierarchy due to limited trading activity of the Notes. See Note 7, Convertible Senior Notes and Capped Call.
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    4. INTANGIBLE ASSETS AND GOODWILL

    The carrying value of intangible assets consisted of the following (in thousands):

       March 31, 2018  March 31, 2017
       Gross        Gross      
       Carrying  Accumulated  Net Carrying  Carrying  Accumulated  Net Carrying
       Amount  Amortization  Amount  Amount  Amortization  Amount
    Technology $19,702  $(10,535) $9,167  $18,685  $(7,010) $11,675 
    Customer relationships  9,776   (7,366)  2,410   9,419   (6,187)  3,232 
    Trade names/domains  2,108   (1,727)  381   2,036     2,036 
    In-process research and                   
    development  95   (95)    95     95 
         Total acquired identifiable                  
              intangible assets $31,681  $(19,723) $11,958  $30,235  $(13,197) $17,038 

    following:

     March 31, 2021March 31, 2020
    Gross
    Carrying
    Amount
    Accumulated
    Amortization
    Net Carrying
    Amount
    Gross
    Carrying
    Amount
    Accumulated
    Amortization
    Net Carrying
    Amount
    Technology$33,960 $(21,458)$12,502 $33,932 $(16,312)$17,620 
    Customer relationships11,969 (7,341)4,628 11,409 (5,412)5,997 
    Trade names and domains988 (988)983 (599)384 
    Total acquired identifiable intangible assets$46,917 $(29,787)$17,130 $46,324 $(22,323)$24,001 
    As of March 31, 2021, the weighted average remaining useful life for technology, customer relationship, and trade names and domains was 4.4 years, 5.2 years, and 0.0 years, respectively.
    Amortization expense for related intangible assets was $6.9 million, $8.8 million, and $6.2 million for the years ended March 31, 2021, 2020 and 2019, respectively.
    During the year ended March 31, 2020, the Company wrote off approximately $11.3 million of fully amortized intangible assets and the corresponding accumulated amortization.
    At March 31, 2018,2021, annual amortization of definite lived intangible assets, based upon existing intangible assets and current useful lives, is estimated to be the following (in thousands):

       Amount
    2019 $4,002 
    2020  3,171 
    2021  2,790 
    2022  1,766 
    2023  229 
         Total $11,958 

    Impairment of Long-Lived Assets and Goodwill

    During the third quarter of fiscal year 2018, the Company changed its product and marketing strategy for the use of DXI's technology and re-assessed DXI's profitability outlook. This triggered the requirement that the Company test the recorded goodwill for impairment in accordance with ASC 350-20-35, as amended by ASU 2017-04 (see Footnote 1, Recently Adopted Accounting Pronouncements). First, the Company estimated the fair value of its three reporting units using the market approach. Under the market approach, the Company utilized the market capitalization of its publicly-traded shares and comparable company information to determine revenue multiples which were used to determine the fair value of the reporting unit. Based on this approach, the Company determined that there was an indication of impairment only for its DXI reporting unit, which is within the Company's Europe reporting segment, as the carrying value including goodwill exceeded the estimated

    59


    fair value. As largely independent cash flows could not be attributed to any assets individually the Company evaluated DXI's assets and liabilities as one asset group. Then the Company estimated the fair value of DXI's asset group using discounted cash flow methods to determine the implied fair value of goodwill. The difference between this implied fair value of the goodwill and its carrying value was recorded as impairment. The outcome of the analysis resulted in a non-cash expense for impairment of property and equipment, intangible assets and goodwill of $0.3 million, $1.2 million and $8.0 million, respectively, which was recorded during the third quarter of fiscal year 2018 as a separate line item in the Company's Consolidated Statements of Operations.

    following:

     Amount
    2022$4,708 
    20233,156 
    20242,851 
    20252,851 
    2026 and thereafter3,564 
    Total$17,130 
    The following table provides a summary of the changes in the carrying amounts of goodwill:
    Total
    Balance at March 31, 2019$39,694 
    Additions due to acquisitions91,060 
    Foreign currency translation(2,454)
    Balance at March 31, 2020128,300 
    Foreign currency translation3,220 
    Balance at March 31, 2021$131,520 
    The Company conducted its annual impairment tests of goodwill in the fourth quarters of fiscal years 2021, 2020, and 2019, and determined that no adjustment to the carrying value of goodwill was required.
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    5. LEASES
    Operating Leases
    The following table provides balance sheet information related to operating leases:
     March 31, 2021March 31, 2020
    Assets
    Operating lease, right-of-use assets$66,664 $78,963 
    Liabilities
    Operating lease liabilities, current$12,942 $5,875 
    Operating lease liabilities, non-current82,456 92,452 
    Total operating lease liabilities$95,398 $98,327 
    The components of lease expense were as follows:
    For the years ended March 31,
    20212020
    Operating lease expense$15,210 $14,971 
    Variable lease expense2,462 1,602 
    Short-term lease expense was immaterial during the years ended March 31, 2021 and 2020.
    Cash outflows from operating leases were $9.9 million and $9.9 million, respectively, for the years ended March 31, 2021 and 2020.
    The following table presents supplemental lease information:
    March 31, 2021March 31, 2020
    Weighted average remaining lease term8.4 years8.9 years
    Weighted average discount rate4.0%4.0%
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    Table of Contents
    The following table presents maturity of lease liabilities under the Company's non-cancellable operating leases as of March 31, 2021:
    2022$16,341 
    202315,155 
    202411,845 
    202511,508 
    202610,507 
    Thereafter47,693 
    Total lease payments113,049 
    Less: imputed interest(17,651)
    Present value of lease liabilities$95,398 
    Lease Assignment
    In the fourth quarter of fiscal 2018, the Company entered into a 132-month lease agreement (the "Agreement") with CAP Phase I, a Delaware limited liability company (the "Landlord"), to rent approximately 162,000 square feet of office space in a new building in San Jose, California. The lease term began on January 1, 2019. On April 30, 2019, due to the Company's rapid growth and greater than anticipated future space needs, the Company entered into an assignment and assumption (the "Assignment") of the Agreement with the Landlord, and Roku Inc., a Delaware corporation ("Roku"), whereby the Company assigned to Roku the Agreement. Pursuant to the Assignment, the Company expects to be released from all of its obligations under the lease and related standby letter of credit by reporting segment (in thousands):

       Americas  Europe  Total
    Balance at March 31, 2016 $25,729  $21,691  $47,420 
         Additions due to acquisitions  1,580     1,580 
         Foreign currency translation    (2,864)  (2,864)
    Balance at March 31, 2017  27,309   18,827   46,136 
         Impairment loss    (8,036)  (8,036)
         Foreign currency translation    1,954   1,954 
    Balance at March 31, 2018 $27,309  $12,745  $40,054 

    5.the end of the Company’s year ending March 31, 2022, or shortly thereafter. The Company received the reimbursement of base rent and direct expenses of $6.4 million from Roku in the fourth quarter of fiscal 2021 in accordance with the Assignment. The obligations related to the Agreement are not included in the right-of-use asset or lease liabilities as of March 31, 2021. The remaining obligations related to the Assignment of $0.8 million, including the termination fee of $0.8 million, are recorded in Other accrued liabilities in the Company's Consolidated balance sheet.

    6. COMMITMENTS AND CONTINGENCIES

    Guarantees

    Indemnifications

    In the normal course of business, the Company may agree to indemnify other parties, including customers, lessors and parties to other transactions with the Company, with respect to certain matters such as breaches of representations or covenants or intellectual property infringement or other claims made by third parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. In addition, the Company has entered into indemnification agreements with its officers and directors.

    It is not possible to determine the maximum potential amount of the Company's exposure under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. Historically, payments made by the Company under these agreements have not had a material impact on the Company's operating results, financial position or cash flows. Under some of these agreements, however, the Company's potential indemnification liability might not have a contractual limit.

    Product Warranties

    The Company accrues for the estimated costs that may be incurred under its product warranties upon revenue recognition.

    Operating Leases

    The Company's operating lease obligations consist of the Company's principal facility and various leased facilities under operating lease agreements, which expire on various dates from fiscal 2018 through fiscal 2026. The Company leases its headquarters facility in San Jose, California under an operating lease agreement that expires in October 2019.

    On January 23, 2018, the Company entered into a 132-month lease to rent approximately 162,000 square feetagreements. See Note 5. Leases, for a new Company headquarters in San Jose, California. The lease term begins on January 1, 2019 or such earlier date on which the Company first commences to conduct business on the premises. The Company has the option to extend the lease for one additional five-year term, on substantially the same terms and conditions as the prior term but with the base rent rate adjusted to fair market value at that time.

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    Base rent is approximately $512,000 per month for the first 12 months of the lease, and the rate increases 3% on each anniversary of the lease commencement date. The Company is entitled to full rent abatement during the first 10 months of the lease term and 50% rent abatement during the next four months of the lease term. The Company is also responsible for paying its proportionate share of building and common area operating expenses, property taxes and insurance costs.

    The Company is entitled to a one-time tenant improvement allowance of approximately $13.3 million, the full amount of which must be used within 12 months of the lease commencement date.

    The Company has procured a standby letter of credit (LOC) in the amount of $8.1 million for the benefit of the landlord, which may be drawn down in the event the Company defaults in the payment of its obligations under the lease. The LOC is disclosed as restricted cashmore information on the Company's consolidated balance sheets forleases and the year ending March 31, 2018.

    At March 31, 2018, future minimum annual lease payments under non-cancelable operating leases were as follows (in thousands):

    Year ending March 31:   
         2019 $5,876 
         2020  6,754 
         2021  9,093 
         2022  8,970 
         2023  8,448 
         Thereafter  54,936 
    Total $94,077 

    Rent expense for the years ended March 31, 2018, 2017 and 2016 was $5.6 million, $5.1 million and $2.1 million, respectively.

    Capital Leases

    The Company has non-cancelable capital lease agreements for office and computer equipment bearing interest at various rates. At March 31, 2018, future minimum annual lease payments under non-cancelable capital leases were as follows (in thousands):

    Year ending March 31:   
         2019 $1,054 
         2020  456 
         2021  53 
         2022  
    Total minimum payments  1,568 
    Less: Amount representing interest  (60)
       1,508 
    Less: Short-term portion of capital lease obligations  (1,049)
    Long-term portion of capital lease obligations $459 

    Capital leases included in computer and office equipment were approximately $3.5 million and $2.7 million at March 31, 2018 and 2017, respectively. Total accumulated amortization was approximately $1.8 million and $1.0 million at March 31, 2018 and 2017, respectively.

    Minimum Third-Party Customer Support Commitments

    payments.

    Purchase Obligation
    The Company's contractpurchase obligations include contracts with third-party customer support vendors and third-party network service providers. These contracts include minimum monthly commitments and the requirements to maintain the service level for several months. The total contractual minimum commitments were approximately $1.4$18.6 million at March 31, 2018.

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    Minimum Third-Party Network Service Provider Commitments

    2021.

    Legal Proceedings
    The Company entered into contracts with multiple vendors for third-party network service which expire on various dates through fiscal 2020. At March 31, 2018, future minimum annual payments under these third-party network service contracts were as follows (in thousands):

    Year ending March 31:   
         2019 $1,916 
         2020  
              Total minimum payments $1,924 

    Legal Proceedings

    The Company, from time to time, ismay be involved in various claims, lawsuits, investigations and other legal claims or litigation,proceedings, including patent infringement claimsintellectual property, commercial, regulatory compliance, securities and employment matters that can arise in the normal course of business. The Company determines whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. The Company regularly evaluates current information to determine whether any accruals should be adjusted and whether new accruals are required. Actual claims could settle or be adjudicated against the Company's operations. PendingCompany in the future for materially different amounts than the Company has accrued due to the inherently unpredictable nature of litigation. Legal costs are expensed as incurred.

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    Table of Contents
    The Company believes it has recorded adequate provisions for any such lawsuits and claims and proceedings as of March 31, 2021. The Company believes that damage amounts claimed in these matters are not meaningful indicators of potential liability. Some of the matters pending against the Company involve potential compensatory, punitive or future litigationtreble damage claims or sanctions, that, if granted, could be costly,require the Company to pay damages or make other expenditures in amounts that could cause the diversion of management's attention and could upon resolution, have a material adverse effect on its Consolidated Financial Statements. Given the inherent uncertainties of litigation, the ultimate outcome of the ongoing matters described herein cannot be predicted, and the Company believes it has valid defenses with respect to the legal matters pending against it. Nevertheless, the Consolidated Financial Statements could be materially adversely affected in a particular period by the resolution of one or more of these contingencies.
    Wage and Hour Litigation. On September 21, 2020, the Company received a copy of a letter filed by a former employee, Plaintiff Denise Rivas, with the California Labor and Workforce Development Agency (“LWDA”) providing notice of the Plaintiff’s intent to bring a Private Attorney General Act (“PAGA”) claim, on behalf of the Company’s non-exempt employees based in California, for alleged California wage and hour practices violations. On September 25, 2020, the Plaintiff filed a separate class action complaint (“Class Complaint”) in Santa Clara County Superior Court against the Company in which she alleges 10 causes of action, on behalf of herself and all of the Company’s non-exempt employees based in California for the last four years, related to violations of California state wage and hour practices and the federal Fair Credit Reporting Act. The Class Complaint was served on the Company on September 29, 2020. On October 28, 2020, the Company filed a general denial of all claims and asserted various affirmative defenses. On October 29, 2020, the Company removed the matter to Federal Court. On December 1, 2020, Plaintiff filed a companion PAGA lawsuit complaint (“PAGA Complaint”) in Santa Clara County Superior Court against the Company, in which she alleges 6 violations of California state wage and hour practices for all of the Company's business, resultscurrent and former non-exempt employees based in California from September 16, 2019 to the present. The PAGA Complaint was served on the Company on December 11, 2020. On January 26, 2021, the Company filed a general denial of operations, financial conditionall claims and cash flows.

    asserted various affirmative defenses to the PAGA Complaint. Both actions are scheduled for a joint mediation in September 2021, and discovery is stayed in both actions pending completion of the mediation.

    State and MunicipalLocal Taxes

    and Surcharges

    From time to time, the Company has received inquiries from a number of state and municipallocal taxing agencies with respect to the remittance of sales, use, telecommunications, excise, and income taxes. Several jurisdictions currently are conducting tax audits of the Company's records. The Company collects or has accrued for taxes that it believes are required to be remitted. The amounts that have been remitted have historically been within the accruals established by the Company. The Company adjusts its accrual when facts relating to specific exposures warrant such adjustment.

    6. During the second quarter of fiscal 2019, the Company conducted a periodic review of the taxability of its services and determined that certain services may be subject to sales, use, telecommunications or other similar indirect taxes in certain jurisdictions. Accordingly, the Company recorded contingent indirect tax liabilities. As of March 31, 2021 and 2020, the Company had accrued contingent indirect tax liabilities of $3.1 million and $4.5 million, respectively.

    7. CONVERTIBLE SENIOR NOTES AND CAPPED CALL
    Convertible Senior Notes
    In February 2019, the Company issued $287.5 million aggregate principal amount of 0.50% convertible senior notes (the "Initial Notes") due 2024 in a private placement, including the exercise in full of the initial purchasers' option to purchase additional notes. The total net proceeds from the debt offering, after deducting initial purchase discounts, debt issuance costs, and costs of the capped call transactions described below, were approximately $245.8 million.
    In November 2019, the Company issued an additional $75 million aggregate principal amount of 0.50% convertible senior notes (the "Additional Notes" and together with the Initial Notes, the "Notes") due 2024 in a registered offering under the same indenture as the Initial Notes. The total net proceeds from the Additional Notes, after deducting initial purchase discounts, debt issuance costs and costs of the capped call transactions described below, were approximately $64.6 million. The Additional Notes constitute a further issuance of, and form a single series with, the Initial Notes. Immediately after giving effect to the issuance of the Additional Notes, the Company had $362.5 million aggregate principal amount of convertible senior notes.
    The Notes are senior unsecured obligations of the Company and interest is payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2019. The Notes will mature on February 1, 2024, unless earlier repurchased, redeemed, or converted.
    Each $1,000 principal amount of the Notes is initially convertible into 38.9484 shares of the Company’s common stock, par value $0.001, which is equivalent to an initial conversion price of approximately $25.68 per share. The conversion rate is subject to adjustment upon the occurrence of certain specified events but will not be adjusted for any accrued and unpaid interest. In addition, upon the occurrence of certain corporate events that occur prior to the maturity date or following the Company's issuance of a notice of redemption, in each case as described in the Indenture, the Company will, in certain circumstances, increase the conversion rate for a holder that elects to convert its Notes in connection with such a corporate event or during the relevant redemption period.
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    Prior to the close of business on the business day immediately preceding October 1, 2023, the Notes will be convertible only under the following circumstances:
    1.At any time during any calendar quarter commencing after the fiscal quarter ending on June 30, 2019 (and only during such calendar quarter), if the last reported sale price of the Common Stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day;
    2.During the 5 business day period immediately after any 10 consecutive trading day period (the measurement period), if the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the common stock on each such trading day and the conversion rate on each such trading day;
    3.If the Company calls any or all of the Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or
    4.Upon the occurrence of specified corporate events (as set forth in the indenture governing the Notes).
    On or after October 1, 2023, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes, regardless of the foregoing circumstances. Upon conversion, the Company will satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of common stock, or a combination of cash and shares of common stock, at the Company's election. The Company’s current intent is to settle the principal amount of the Notes in cash upon conversion. During the year ended March 31, 2021, the conditions allowing holders of the Notes to convert were not met.
    The Company may not redeem the Notes prior to February 4, 2022. On or after February 4, 2022, the Company may redeem for cash all or part of the Notes, at the redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if the last reported sale price of the common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides a redemption notice. If a fundamental change (as defined in the indenture governing the notes) occurs at any time, holders of Notes may require the Company to repurchase for cash all or any portion of their Notes at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date.
    The Notes are senior unsecured obligations and will rank senior in right of payment to any of the Company’s indebtedness that is expressly subordinated in right of payment to the Notes; equal in right of payment with the Company’s existing and future liabilities that are not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of current or future subsidiaries of the Company.
    Upon issuance, the Company separated the Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of similar debt instruments, which do not have an associated convertible feature. The carrying amounts of the equity components representing the conversion option for the Initial Notes and the Additional Notes were $64.9 million and $12.4 million, respectively, and were determined by deducting the fair value of the liability component from the par value of the Notes. The equity components are not remeasured as long as they continues to meet the condition for equity classification. The excess of the principal amounts of the liability components over the carrying amounts (“debt discount”) in connection with the Initial Notes and Additional Notes are amortized to interest expense at the effective interest rates of 6.5% and 5.3%, respectively, over the terms of the Notes.
    The Company allocated the total issuance cost incurred to the liability and equity components of the Notes based on their relative value. Issuance costs attributable to the liability component of $0.6 million for each of the Initial Notes and Additional Notes were recorded as additional reduction to the liability portion of the Notes and are being amortized to interest expense over the terms of the Notes. Issuance costs attributable to the equity component were netted with the equity component in stockholders’ equity.
    The following table presents the net carrying amount and fair value of the liability component of the Notes:
     March 31, 2021March 31, 2020
    Principal$362,500 $362,500 
    Unamortized debt discount(53,323)(69,987)
    Unamortized issuance costs(742)(976)
    Net carrying amount$308,435 $291,537 
    Unamortized debt discount and issuance costs will be amortized over the remaining life of the Notes, which is approximately 34 months.
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    Interest expense recognized related to the Notes was as follows:
    For the years ended March 31,
     20212020
    Contractual interest expense$1,813 $1,572 
    Amortization of debt discount16,664 13,901 
    Amortization of issuance costs234 145 
    Total interest expense$18,711 $15,618 
    Capped Call
    In connection with the pricing of the Notes, the Company entered into privately negotiated capped call transactions ("Capped Calls") with certain counterparties. The Capped Calls each have an initial strike price of approximately $25.68 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $39.50 per share, subject to certain adjustments. The Capped Calls are expected to partially offset the potential dilution to the Company’s Common Stock upon any conversion of the Notes, with such offset subject to a cap based on the cap price. The Capped Calls cover, subject to anti-dilution adjustments, approximately 14.1 million shares of the Company’s Common Stock. The Capped Calls are subject to adjustment upon the occurrence of specified extraordinary events affecting the Company, including merger events, tender offers, and announcement events. In addition, the Capped Calls are subject to certain specified additional disruption events that may give rise to a termination of the Capped Calls, including nationalization, insolvency or delisting, changes in law, failures to deliver, insolvency filings, and hedging disruptions. For accounting purposes, the Capped Calls are separate transactions, and not part of the terms of the Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders' equity and are not accounted for as derivatives. The costs of $33.7 million incurred to purchase the Capped Calls in connection with the Initial Notes and $9.3 million in connection with the Additional Notes were recorded as a reduction to additional paid-in capital and will not be remeasured.
    The net impact to the Company’s stockholders’ equity, included in additional paid-in capital, relating to the issuance of the Initial and Additional Notes was as follows:
     Additional NotesInitial Notes
    Conversion option$12,810 $66,700 
    Payments for capped call transactions(9,288)(33,724)
    Issuance costs(436)(1,848)
    Total$3,086 $31,128 
    8. STOCK-BASED COMPENSATION AND STOCKHOLDERS' EQUITY

    2006 Stock Plan
    In May 2006, the Company's board of directors approved the 2006 Stock Plan ("2006 Plan"). The Company's stockholders subsequently adopted the 2006 Plan in September 2006, andwhich became effective in October 2006. The Company reserved 7,000,0007.0 million shares of the Company's common stock for issuance under this plan. The 2006 Plan provides for granting incentive stock options to employees and non-statutory stock options to employees, directors or consultants. The stock option price of incentive stock options granted may not be less than the fair market value on the effective date of the grant. Other types of options and awards under the 2006 Plan may be granted at any price approved by the administrator, which generally will be the compensation committee of the board of directors. Options generally vest over four years and expire ten years after grant. In 2009, the 2006 Plan was amended to provide for the granting of stock purchase rights. The 2006 Plan expired in May 2016. As of March 31, 2018,2021, there are nowere 0 shares available for future grants under the 2006 Plan. 

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    2012 Equity Incentive Plan

    In June 2012, the Company's board of directors approved the 2012 Equity Incentive Plan ("2012 Plan"). The Company's stockholders subsequently adopted the 2012 Plan in July 2012, andwhich became effective in August 2012. The Company reserved 4,100,0004.1 million shares of the Company's common stock for issuance under this plan. In August 2014, 2016, 2018 and 2016,2019, the 2012 Plan was amended to allow for an additional 6,800,0006.8 million shares, 4.5 million shares, 16.3 million shares, and 4,500,00012.0 million shares reserved for issuance, respectively. The 2012 Plan provides for granting incentive stock options to employees and non-statutory stock options to employees, directors or consultants, and granting of stock appreciation rights, restricted stock, restricted stock units and performance units, qualified performance-based awards, and stock grants. The stock option price of incentive stock options granted may not be less than the fair market value on the effective date of the grant. Other types of options and awards under the 2012 Plan may be granted at any price approved by the administrator, which generally will be the compensation committee of the board of directors. Options, restricted stock, and restricted stock units generally vest over three or four years and expire ten years after grant. The 2012 Plan expires in June 2022.2029. As of March 31, 2018, 0.32021, 12.9 million shares remained available under the 2012 Plan. 

    2013 New Employee Inducement Incentive Plan

    In September 2013, the Company's board of directors approved the 2013 New Employee Inducement Incentive Plan ("2013 Plan"). The Company reserved 1,000,0001.0 million shares of the Company's common stock for issuance under this plan. In November 2014, the 2013 Plan was amended to allow for an additional 1,200,0001.2 million shares reserved for issuance. In July 2015, the 2013 Plan was amended to allow for an additional 1,200,0001.2 million shares reserved for issuance. In connection with its approval of the August 2016 amendments to the 2012 Plan, the Board of Directors has approved the suspension of future grants under the 2013 Plan, which became effective immediately upon stockholder approval of the proposed 2012 Plan amendments in August 2016. In addition, the 2013 Plan was amended to reduce the number of shares reserved for issuance under the 2013 Plan to the number of shares that are then subject to outstanding awards under the 2013 Plan,

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    leaving no0 shares available for future grant. The 2013 Plan provided for granting non-statutory stock options, stock appreciation rights, restricted stock, restricted stock and performance units, and stock grants solely to newly hired employees as a material inducement to accepting employment with the Company. Options were granted at market value on the grant date under the 2013 Plan, unless determined otherwise at the time of grant by the administrator, which generally will be the compensation committee of the board of directors. OptionsGrants generally vest over four years and expire ten years after grant.

    2017 New Employee Inducement Incentive Plan

    In October 2017, the Company's board of directors approved the 2017 New Employee Inducement Incentive Plan ("2017 Plan"). The Company reserved 1,000,0001.0 million shares of the Company's common stock for issuance under this plan. In January 2018, the 2017 Plan was amended to allow for an additional 1,500,0001.5 million shares to be reserved for issuance. In December 2020, the 2017 Plan was further amended to allow for an additional 1.4 million shares to be reserved. The 2017 Plan provides for granting non-statutory stock options, stock appreciation rights, restricted stock, and performance units and stock grants solely to newly hired employees as a material inducement to accepting employment with the Company. Options are granted at market value on the grant date under the 2017 Plan, unless determined otherwise at the time of grant by the administrator, which generally will be the compensation committee of the board of directors. OptionsGrants generally vest over three years and expire ten years after grant. As of March 31, 2018, 1.32021, 1.1 million shares remained available under the 2017 plan.

    Stock-Based Compensation

    The following table summarizespresents stock-based compensation expense (in thousands):

       Years Ended March 31,
       2018  2017  2016
    Cost of service revenue $1,821  $1,732  $1,159 
    Cost of product revenue      
    Research and development  6,418   3,762   2,914 
    Sales and marketing  11,654   8,832   6,133 
    General and administrative  9,283   7,136   6,128 
         Total $29,176  $21,462  $16,334 

    expense:

     Years Ended March 31,
     202120202019
    Cost of service revenue$8,811 $5,330 $3,752 
    Cost of other revenue4,384 3,051 1,775 
    Research and development31,641 19,712 12,313 
    Sales and marketing33,869 20,205 11,951 
    General and administrative28,933 22,580 14,717 
    Total$107,638 $70,878 $44,508 
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    Stock Options Stock Purchase Right and Restricted Stock Unit Activity

    Stock Option activity under all

    The following table presents the Company's stock option plans sinceactivity during the years ended March 31, 2015, is summarized as follows:

         Weighted
         Average
         Exercise
      Number of  Price
      Shares  Per Share
    Outstanding at March 31, 2015 5,327,907  $5.19 
         Granted  723,776   8.63 
         Exercised (1,162,175)  2.56 
         Canceled/Forfeited (96,242)  8.06 
    Outstanding at March 31, 2016 4,793,266   6.29 
         Granted  407,392   14.63 
         Exercised (603,998)  2.34 
         Canceled/Forfeited (134,248)  8.41 
    Outstanding at March 31, 2017 4,462,412   7.52 
         Granted  609,135   14.95 
         Exercised (773,897)  3.95 
         Canceled/Forfeited (299,365)  13.05 
    Outstanding at March 31, 2018 3,998,285  $8.93 
          
    Vested and expected to vest at March 31, 2018 3,998,285  $8.93 
    Exercisable at March 31, 2018 3,025,925  $7.66 

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    Stock Purchase Right activity since March 31, 2015 is summarized as follows:

         Weighted  Weighted
         Average  Average
         Grant-Date  Remaining
      Number of  Fair Market  Contractual
      Shares  Value  Term (in Years)
    Balance at March 31, 2015 223,835  $5.92   1.50 
    Granted   -     
    Vested and released (115,789)  5.32    
    Forfeited (25,875)  7.40    
    Balance at March 31, 2016 82,171   6.30   0.76 
    Granted   -     
    Vested and released (69,426)  6.00    
    Forfeited (1,375)  6.72    
    Balance at March 31, 2017 11,370   8.10   1.09 
    Granted   -     
    Vested and released (6,395)  8.26    
    Forfeited      
    Balance at March 31, 2018 4,975  $7.88   0.10 

    Restricted Stock Unit activity since March 31, 2015 is summarized as follows:

         Weighted  Weighted Average
      Number of  Average Grant  Remaining Contractual
      Shares  Date Fair Value  Term (in Years)
    Balance at March 31, 2015 2,698,686  $7.33   1.88 
    Granted 2,681,997   8.78    
    Vested and released (589,788)  7.79    
    Forfeited (246,096)  8.15    
    Balance at March 31, 2016 4,544,799   8.08   1.67 
    Granted 2,491,877   15.15    
    Vested and released (1,600,831)  7.89    
    Forfeited (496,795)  9.56    
    Balance at March 31, 2017 4,939,050   11.57   1.55 
    Granted 3,481,870   14.41    
    Vested and released (1,833,038)  10.27    
    Forfeited (652,339)  12.73    
    Balance at March 31, 2018 5,935,543  $13.51   1.60 

    2021, 2020, and 2019 (shares in thousands):

    Number of
    Shares
    Weighted Average Exercise Price Per Share
    Outstanding at March 31, 20183,998 $8.93 
    Granted 237 21.65 
    Exercised(760)7.70 
    Canceled/Forfeited(361)15.41 
    Outstanding at March 31, 20193,114 9.45 
    Exercised(785)8.77 
    Canceled/Forfeited(55)17.01 
    Outstanding at March 31, 20202,274 9.50 
    Exercised(426)8.67 
    Canceled/Forfeited(35)22.05 
    Outstanding at March 31, 20211,813 9.46 
    Vested and expected to vest March 31, 20211,809 9.43 
    Exercisable at March 31, 20211,751 $9.09 
    The total intrinsic value of options exercised in the years ended March 31, 2018, 20172021, 2020, and 20162019, was $9.0$8.0 million, $7.2$10.1 million and $9.2$10.0 million, respectively.
    As of March 31, 2018,2021, there was $63.9$0.4 million of unamortized stock-basedtotal unrecognized compensation expensecost related to unvested stock options, and awards which is expected to be recognized over a weighted average period of approximately 2.51.1 years.

    The Company did not grant any stock options during fiscal years 2021 or 2020.
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    The fair value of each of the Company's option grants has been estimated on the date of grant using the Black-Scholes pricing model with the following assumptions:
     Years Ended March 31,
     202120202019
    Expected volatility0%0%41%
    Risk-free interest rate002.5% to 3.0%
    Weighted average expected term (in years)004.5 years
    Weighted average fair value of options granted$0$0$8.19
    Stock Purchase Rights
    The following table presents the stock purchase rights' activity during the years ended March 31, 2021, 2020, and 2019 (shares in thousands):
    Number of
    Shares
    Weighted
    Average Grant
    Date Fair Value
    Weighted Average
    Remaining Contractual
    Term (in Years)
    Balance at March 31, 20184,975 $8.10 1.09
    Vested and released(4,625)7.88 
    Forfeited(350)7.88 
    Balance at March 31, 2019, 2020, and 2021$
    There were no activities related to stock purchase rights during the years ended March 31, 2021 and 2020.
    As of March 31, 2021, there was 0 unrecognized compensation cost related to stock purchase rights.
    Restricted Stock Units
    The following table presents the RSU activity during the years ended March 31, 2021, 2020, and 2019 (shares in thousands):
    Number of
    Shares
    Weighted
    Average Grant
    Date Fair Value
    Weighted Average
    Remaining Contractual
    Term (in Years)
    Balance at March 31, 20185,006 $13.05 0
    Granted5,061 19.80 
    Vested and released(1,899)12.69 
    Forfeited(1,332)16.62 
    Balance at March 31, 20196,836 17.45 2.38
    Granted5,592 20.50 
    Vested and released(2,771)16.87 
    Forfeited(1,545)19.13 
    Balance at March 31, 20208,112 19.43 1.96
    Granted6,256 18.73 
    Vested and released(4,579)18.90 
    Forfeited(1,143)18.96 
    Balance at March 31, 20218,646 $19.27 1.85
    As of March 31, 2021, there was $118.9 million of total unrecognized compensation cost related to RSUs.
    During fiscal 2021, the Company offered its employees an opportunity to receive a portion of their future cash salary for the year in shares of the Company's common stock, which resulted in the release of approximately 203,000 shares during the year.
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    Performance Stock Units
    PSUs are issued to a group of executives with vesting that is contingent on both market performance and continued service. The PSUs generally vest over periods ranging from one to three years based on Total Shareholder Return ("TSR"), as measured relative to specified market indices during the period from grant date through vesting date. A 2x multiplier will be applied for each percentage point of positive or negative relative TSR, such that the number of shares of common stock earned will increase or decrease by 2% of the target number of shares, subject to a maximum of 200% of the target number of shares. In the event that the Company’s relative TSR performance is less than negative 30%, relative to the specified index, no shares will be earned for the applicable performance period. All PSU awards vest 100% at the end of the respective performance periods.
    The following table presents the PSU activity during the years ended March 31, 2021, 2020, and 2019 (shares in thousands):
    Number of
    Shares
    Weighted
    Average Grant
    Date Fair Value
    Weighted Average
    Remaining Contractual
    Term (in Years)
    Balance at March 31, 2018924 $15.95 0
    Granted474 19.52 
    Granted for performance achievement1
    192 19.52 
    Vested and released(506)13.47 
    Forfeited(100)19.94 
    Balance at March 31, 2019984 19.23 1.39
    Granted293 21.40 
    Granted for performance achievement1
    547 21.40 
    Vested and released(673)17.61 
    Forfeited(72)17.52 
    Balance at March 31, 20201,079 22.05 1.40
    Granted1,013 29.00 
    Granted for performance achievement1
    43 29.00 
    Vested and released(350)19.05 
    Forfeited(209)22.38 
    Balance at March 31, 20211,576 $27.33 1.24
    1 Represents additional PSUs awarded as a result of the achievement of performance goals above the performance targets established at grant.
    As of March 31, 2021, there was $24.4 million of total unrecognized compensation cost related to PSUs.
    The PSUs granted during fiscal 2021 were valued for compensation expense purposes at $29.07 per weighted average share as determined by Monte Carlo simulations using volatility factors ranging from 55.66% to 60.68% and risk-free rates ranging from 0.15% to 0.18%.
    1996 Employee Stock Purchase Plan

    The Company's Amended & Restated 1996 Stock Purchase Plan ("Employee Stock Purchase Plan") was adopted in June 1996 and became effective upon the closing of the Company's initial public offering in July 1997. Under the Employee Stock Purchase Plan, 500,000 shares of common stock were initially reserved for issuance. At the start of each fiscal year, the number of shares of common stock subject to the Employee Stock Purchase Plan increases so that 500,000 shares remain available for issuance. In May 2006, the Company's board of directors approved a ten-year extension of the Employee Stock Purchase Plan. Stockholders approved a ten-year extension of the Employee Stock Purchase Plan at the 2006

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    Annual Meeting of Stockholders held September 18, 2006. The Board of Directors approved a second ten-year extension in May 2017. Stockholders approved the second ten-year extension in August 2017.  As a result of these extensions, the Employee Stock Purchase Plan is effective until August 2017.2027. During fiscal 2018, 20172021, 2020 and 2016,2019, approximately 0.40.7 million, 0.30.6 million and 0.40.5 million shares, respectively, were issued under the Employee Stock Purchase Plan.

    The Employee Stock Purchase Plan permits eligible employees to purchase common stock through payroll deductions at a price equal to 85% of the fair market value of the common stock at the beginning of each two-yearone-year offering period or the end of aeach six month purchase period, whichever is lower. When the Employee Stock Purchase Plan was reinstated in fiscal 2005, the offering period was reduced from two years to one year. TheCommencing with the purchase period beginning in August 2020, the contribution amount may not exceed ten percent20% of an employee's base compensation, including commissions and standard incentive cash bonuses, but not including non-standard bonuses and overtime wages. Prior to the August 2020 purchase period, the contribution amount was limited to 10% of an employee's base compensation, including commissions, but not including bonuses and overtime.overtime wages. In the event of a merger of the Company with or into another corporation or the sale of all or substantially all of the assets of the Company, the Employee Stock Purchase Plan provides that a new exercise date will be set for each optionpurchase right under the plan which exercise date will occur before the date of the merger or asset sale.

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    As of March 31, 2018,2021, there was approximately $0.5$2.5 million of total unrecognized compensation cost related to employee stock purchases. This cost is expected to be recognized over a weighted average period of 0.50.4 years.

    Assumptions Used to Calculate Stock-Based Compensation Expense

    The fair value of each of the Company's option grants has been estimated on the date of grant using the Black-Scholes pricing model with the following assumptions:

       Years Ended March 31,
       2018  2017  2016
    Expected volatility  41%  44%  53%
    Expected dividend yield      
    Risk-free interest rate  1.8% to 2.4%   1.1% to 2.2%   1.5% to 1.8% 
    Weighted average expected term (in years)  4.8 years   4.9 years   5.4 years 
              
    Weighted average fair value of options granted $5.70  $5.74  $4.17 

    The estimated fair value of stock purchase rights granted under the Employee Stock Purchase Plan was estimated using the Black-Scholes pricing model with the following weighted-average assumptions:

       Years Ended March 31,
       2018  2017  2016
    Expected volatility  40%  37%  43%
    Expected dividend yield      
    Risk-free interest rate  1.33%  0.65%  0.39%
    Weighted average expected term (in years)  0.8 years   0.8 years   0.8 years 
              
    Weighted average fair value of rights granted $4.10  $4.19  $3.25 

     Years Ended March 31,
     202120202019
    Expected volatility84%32%41%
    Expected dividend yield000
    Risk-free interest rate0.11%1.79%2.43%
    Weighted average expected term (in years)0.7 years0.7 years0.8 years
    Weighted average fair value of rights granted$8.00$5.66$5.74
    Stock Repurchases

    In October 2015, the Company's board of directors authorized the Company to purchase an additional $15.0 million of its common stock from time to time until October 20, 2016 under the 2015 Repurchase Plan. The plan expired in October 2016 with an unused authorized repurchase amount of $15.0 million.

    In May 2017, the Company's board of directors authorized the Company to purchase $25.0 million of its common stock from time to time under the 2017 Repurchase Plan (the "2017("Repurchase Plan"). There were 0 repurchases under the Repurchase Plan in fiscal 2021. The 2017Repurchase Plan expires when the maximum purchase amount is reached, or upon the earlier revocation or termination by the board of directors. The remaining amount available under the 2017Repurchase Plan at March 31, 20182021 was approximately $7.1 million.

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    7.

    9. INCOME TAXES

    The Tax Cuts and Jobs Act ("Tax Act") was enacted on December 22, 2017. Among numerous provisions, the Tax Act reduces the U.S. federal corporate tax rate from 35% to 21%, requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred, and creates new taxes on certain foreign sourced earnings.

    The Company remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. Accordingly, deferred tax assets were adjusted down by about $23 million in the period ended December 31, 2017. However, because the Company recorded a full valuation allowance, the decrease in deferred tax assets from the tax rate change was fully offset by a corresponding decrease in valuation allowance, and therefore, resulted in no impact to the tax expense.

    The one-time transition tax is based on the Company's total post-1986 earnings and profits (E&P) for which U.S. income taxes have been previously deferred. The Company recorded no one-time transition tax liability for its foreign subsidiaries as the Company's preliminary calculations concluded it does not have any untaxed foreign accumulated earnings as of the measurement dates.

    In response to the Tax Act, the SEC staff issued guidance on accounting for the tax effects of the Tax Act. The guidance provides a one-year measurement period for companies to complete the accounting. The Company is still analyzing certain aspects of the Act and refining its calculations, which could potentially affect the measurement of these balances or give rise to new deferred tax amounts. The Company has made a reasonable estimate of the effects on its existing deferred tax balances. The Company will continue to make and refine its calculations as additional analysis and more thorough understanding of the tax law is completed.

    For the years ended March 31, 2018, 20172021, 2020 and 2016,2019, the Company recorded a (benefit) provision for income taxes of approximately $66.3$0.8 million, ($0.1)$0.8 million, and ($0.8)$0.6 million, respectively. The components of the consolidated (benefit) provision for income taxes for fiscal 2018, 20172021, 2020 and 20162019 consisted of the following (in thousands):

       March 31,
    Current:  2018  2017  2016
         Federal $(395) $(7) $97 
         State  256   588   551 
         Foreign  185   112   71 
              Total current tax provision  46   693   719 
              
    Deferred         
         Federal  59,837   1,506   95 
         State  6,664   (1,095)  (854)
         Foreign  (253)  (1,230)  (807)
              Total deferred tax (benefit) provision  66,248   (819)  (1,566)
              Income tax (benefit) provision $66,294  $(126) $(847)

    following:

     March 31,
    Current:202120202019
    Federal$$$
    State31 185 291 
    Foreign812 647 278 
    Total current tax provision843 832 569 
    Deferred
    Federal
    State
    Foreign
    Total deferred tax provision
    Income tax provision$843 $832 $569 
    The Company's income (loss) from continuing operations before income taxes included ($19.7)$15.3 million, ($8.4)$9.0 million, and ($6.9)$0.2 million of foreign subsidiary lossincome for the fiscal years ended March 31, 2018, 20172021, 2020 and 2016,2019, respectively. The Company is permanently reinvesting the earnings of its profitable foreign subsidiaries. The Company intends to reinvest these profits in expansion of overseas operations. If the Company were to remit these earnings, the tax impact would be immaterial.

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    Deferred tax assets and (liabilities) were comprised of the following (in thousands):

       March 31,
       2018  2017
    Net operating loss carryforwards $40,465  $36,427 
    Research and development and other credit carryforwards  11,761   8,614 
    Stock-based compensation  6,389   6,942 
    Reserves and allowances  3,181   3,266 
    Fixed assets and intangibles  378   (3,688)
         Net non-current deferred tax assets  62,174   51,561 
    Valuation allowance  (62,174)  (2,934)
              Total $ $48,627 

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    following:

     March 31,
     20212020
    Deferred tax assets
    Net operating loss carryforwards$145,655 $109,734 
    Research and development and other credit carryforwards22,794 19,413 
    Stock-based compensation12,669 10,343 
    Reserves and allowances6,198 3,974 
    Lease liability22,424 24,492 
    Fixed assets and intangibles6,091 5,314 
    Gross deferred tax assets215,831 173,270 
    Valuation allowance(160,450)(115,435)
    Total deferred tax assets$55,381 $57,835 
    Deferred tax liabilities
    Deferred sales commissions(27,166)(21,608)
    Convertible debt(12,695)(16,626)
    Lease asset(15,520)(19,601)
    Net deferred taxes$$
    The Company assesses the realizability of deferred tax assets based on the available evidence, including a history of taxable income and estimates of future taxable income. In assessing the realizability of deferred tax assets, Thethe Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. DuringFor the year ended March 31, 2018,2021, the Company recordedcontinues to maintain afull valuation allowance against its deferred tax assets as it considered the cumulative losses in recent periods to be a substantial negative evidence. At March 31, 2018,2021, management determined that a valuation allowance of approximately $62.2$160.5 million was needed compared with approximately $2.9$115.4 million as of March 31, 2017.

    2020.

    At March 31, 2018,2021, the Company had federal net operating loss carryforwards for federalrelated to fiscal 2019, 2020 and state income tax purposes2021 of approximately $157.6$433.0 million, which carryforward indefinitely, and $27.5had carry-forwards related to prior years of $137.8 million, respectively,which begin to expire in 2022. As of March 31, 2021, the Company has state net operating loss carry-forwards of $296.6 million, which expire at various dates between 2029 and 2037.2041. In addition, at March 31, 2018,2021, the Company had research and development credit carryforwards for federal and California tax reporting purposes of approximately $7.2$15.3 million and $9.1$16.9 million, respectively. The federal income tax credit carryforwards will expire at various dates between 20212022 and 2038,2041, while the California income tax credits will carry forward indefinitely.indefinitely, but are subject to an annual cap of $5 million for tax years beginning on or after January 1, 2020 and before January 1, 2023. A reconciliation of the Company's provision (benefit) for income taxes to the amounts computed using the statutory U.S. federal income tax rate is as follows (in thousands):

       Years Ended March 31,
       2018  2017  2016
    Tax provision at statutory rate $(11,790) $(1,652) $(2,029)
    State income taxes before valuation allowance,         
         net of federal effect  (1,042)  108   
    Foreign tax rate differential  (1,188)  885   (769)
    Research and development credits  (2,189)  (1,484)  (1,253)
    Change in valuation allowance  56,663   (287)  (1,555)
    Compensation/option differences  (4,965)  (246)  (471)
    Non-deductible compensation  1,132   1,079   944 
    Tax Act rate change impact  22,630     
    Acquisition costs    54   230 
    Expiring California loss carry-forwards      1,626 
    Foreign loss not benefited  6,847   780   2,342 
    Other  196   637   79 
              Total income tax provision $66,294  $(126) $(847)

    follows:

     Years Ended March 31,
     202120202019
    Tax benefit at statutory rate$(34,492)$(36,163)$(18,441)
    State income taxes before valuation allowance, net of federal effect(7,445)(7,680)(3,612)
    Foreign tax rate differential(2,206)(1,422)71 
    Research and development credits(4,078)(3,892)(3,744)
    Change in valuation allowance47,225 51,741 30,558 
    Compensation/option differences(5,045)(6,584)(7,277)
    Non-deductible compensation6,194 3,017 1,200 
    Other690 1,815 1,814 
    Total income tax provision (benefit)$843 $832 $569 
    For fiscal yearthe years ended March 31, 2018, a blended statutory U.S. federal income tax rate of 34% for 9 months2021, 2020 and 21% for 3 months was used. For other years,2019, the statutory federal rate of 34%21% was used.

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    Table of Contents
    The Company recognizes the tax benefit from uncertain tax positions if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):

       Unrecognized Tax Benefits
       2018  2017  2016
    Balance at beginning of year $3,331  $2,881  $2,420 
    Gross increases - tax position in prior period      82 
    Gross increases - tax position related to the current year  649   450   379 
    Balance at end of year $3,980  $3,331  $2,881 

    follows:

     Unrecognized Tax Benefits
     202120202019
    Balance at beginning of year$6,115 $5,033 $3,980 
    Gross increases - tax position in prior period17 
    Gross increases - tax position related to the current year1,140 1,082 1,036 
    Lapse of statute of limitations(202)
    Balance at end of year$7,053 $6,115 $5,033 
    At March 31, 2018,2021, the Company had a liability for unrecognized tax benefits of $4.0$7.1 million, all of which, if recognized, would favorably affect the company's effective tax rate. The Company does not expect its unrecognized tax benefits to change significantly over the next 12 months.

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    The Company's policy for recording interest and penalties associated with tax examinations is to record such items as a component of operating expense income before taxes. During the fiscal years ended March 31, 2018, 20172021, 2020 and 2016,2019, the Company did not0t recognize any interest or penalties related to unrecognized tax benefits.

    Utilization of the Company's net operating loss and tax credit carryforwards can become subject to a substantial annual limitation due to the ownership change limitations provided by Section 382 of the Internal Revenue Code and similar state provisions. Such an annual limitation could result in the expiration or elimination of the net operating loss and tax credit carryforwards before utilization. The Company has performed an analysis of its changes in ownership under Section 382 of the Internal Revenue Code. The Company currently believes that the Section 382 limitation will not limit utilization of the carryforwards prior to their expiration, with the exception of certain acquired loss and tax credit carryforwards.

    The Company files U.S. federal and state income tax returns in jurisdictions with varying statutes of limitations. The Company is currently under examination byDue to the Internal Revenue Service for the fiscal year ended March 31, 2016Company’s net operating loss and by the Illinois Department of Revenue fortax credit carryforwards, the fiscal years ended March 31, 20152002 and 2016. It is too early to predict the outcome of the ongoing examinations. The tax years fiscal 1999 through fiscal 2018forward generally remain subject to examination by federal and most state tax authorities.

    8.

    10. NET INCOME (LOSS)LOSS PER SHARE

    The following is a reconciliation of the weighted average number of common shares outstanding used in calculating basic and diluted net income (loss)loss per share (in(dollars in thousands, except share and per share data)data):

       Years Ended March 31,
       2018  2017  2016
    Numerator:         
    Net loss available to common stockholders $(104,497) $(4,751) $(5,120)
              
    Denominator:         
    Denominator for basic calculation   92,017   90,340   88,477 
    Denominator for diluted calculation  92,017   90,340   88,477 
              
    Net loss per share:         
         Basic $(1.14) $(0.05) $(0.06)
         Diluted $(1.14) $(0.05) $(0.06)

     For the years ended March 31,
     202120202019
    Net loss$(165,585)$(172,368)$(88,739)
    Weighted average common shares outstanding - basic and diluted105,700 99,999 94,533 
    Net loss per share - basic and diluted$(1.57)$(1.72)$(0.94)
    The following potentially dilutive common shares attributable to outstanding stock options and restricted stock purchase rights were excluded from the calculation of diluted earnings per share because their inclusion would have been antidilutive (in thousands)anti-dilutive (shares in thousands):

      Years Ended March 31,
      2018 2017 2016
    Common stock options 3,998  4,462  4,793 
    Stock units 5,940  4,950  4,628 
      9,938  9,412  9,421 

    68

     For the years ended March 31,
     202120202019
    Stock options1,813 2,274 3,114 
    Restricted stock units10,221 9,191 7,820 
    Potential shares attributable to the ESPP555 582 473 
    Total anti-dilutive shares12,589 12,047 11,407 
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    9. SEGMENT REPORTING

    Table of Contents
    11. GEOGRAPHICAL INFORMATION
    The following tables set forth the segment and geographic information for each period (in thousands):

       Revenue for the Years Ended March 31,
       2018  2017  2016
    Americas (principally US) $266,034  $227,914  $185,241 
    Europe (principally UK)  30,466   25,474   24,095 
      $296,500  $253,388  $209,336 

    Revenue is based upon the destination of shipments and the customers' service address. In fiscalperiod:

    Revenue for the Years Ended March 31,
     202120202019
    United States$390,758 $350,368 $304,378 
    International141,586 95,869 48,208 
    Total revenue$532,344 $446,237 $352,586 
    Property and Equipment as of March 31,
     20212020
    United States$87,945 $87,673 
    International5,131 6,709 
    Total property and equipment, net$93,076 $94,382 
    12. ACQUISITIONS
    MarianaIQ
    On April 12, 2018, 2017 and 2016 intersegment revenues of approximately $15.1 million, $4.9 million, $1.0 million, respectively, were eliminated in consolidation, and have been excluded from the table above.

       Depreciation and Amortization for the Years Ended March 31,
       2018  2017  2016
    Americas (principally US) $10,619  $6,842  $5,776 
    Europe (principally UK)  5,098   3,595   3,231 
      $15,717  $10,437  $9,007 

       Net Income (Loss) for the Years Ended March 31,
       2018  2017  2016
    Americas (principally US) $(84,792) $2,557  $940 
    Europe (principally UK)  (19,705)  (7,308)  (6,060)
      $(104,497) $(4,751) $(5,120)

     

     

     

    March 31,

     

     

     

    2018

     

     

    2017

     

     

     

    Total Assets

     

     

    Property and
    Equipment, net

     

     

    Total Assets

     

     

    Property and
    Equipment, net

    Americas (principally US) $240,099  $27,270  $284,011  $19,480 
    Europe (principally UK)  37,110   8,462   49,844   4,581 
      $277,209  $35,732  $333,855  $24,061 

    10. ACQUISITIONS

    LeChat, Inc.

    On January 5, 2017, the Company entered into an Asset Purchase Agreement and Plan of Merger (the "Agreement") with the preferred and common shareholders LeChatMarianaIQ Inc. (LeChat)("MarianaIQ") for the purchase of allcertain assets of MarianaIQ to strengthen the outstanding preferredartificial intelligence and common sharesmachine learning capabilities of LeChat. The transaction closed on January 6, 2017. The total aggregate purchase price was $3.1 million, consisting of approximately $2.4 million paid to the preferred shareholders at closing, $0.2 million paid to the common shareholders at closing, and approximately $0.5 million in cash deposited into escrow to be held for two years as security against indemnity claims made by the Company after the closing date.

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    Company's X Series product suite.

    The Company recorded the acquired tangible anddeveloped technology at fair value as an identifiable intangible assets and liabilities assumedasset with an estimated useful life of two years. The fair value of the technology was based on their estimated fair values. estimates and assumptions made by management using a cost approach method. The intangible asset was amortized on a straight-line basis over two years.
    The excess of the consideration transferred over the aggregate fair valuesvalue of the asset acquired was recorded as goodwill. The amount of goodwill recognized was primarily attributable to the expected contributions of the acquired assets to the overall corporate strategy in addition to the acquired workforce.
    MarianaIQ did not contribute materially to revenue or net loss for the period of acquisition to March 31, 2021. The goodwill recognized upon acquisition was deductible for income tax purposes.
    Jitsi
    On October 29, 2018, the Company entered into an Asset Purchase Agreement with Atlassian Corporation PLC ("Atlassian"), through which the Company purchased certain assets from Atlassian relating to Jitsi open source video communications technology ("Jitsi"). The Company intends to integrate Jitsi's video collaboration capabilities into its technology platform to further enhance the Company's video and liabilities assumedX Series platform offerings.
    The Company recorded the acquired developed technology at fair value as an identifiable intangible asset with an estimated useful life of two years. The fair value of the technology was based on estimates and assumptions made by management using a cost approach method. The intangible asset was amortized on a straight-line basis over two years.
    The excess of the consideration transferred over the fair value of the asset acquired was recorded as goodwill. The amount of goodwill recognized was primarily attributable to the expected contributions of the entity to the overall corporate strategy in addition to synergies and acquired workforce of the acquired business. The finite-lived intangible asset consistedworkforce.
    Jitsi did not contribute materially to revenue or net loss for the period of developed technology, with an estimated weighted-average useful life of two years. The fair value assignedacquisition to identifiable intangible assets acquired was based on estimates and assumptions made by management using a cost approach method. Intangible assets are amortized on a straight-line basis.

    The fair values of the assets acquired and liabilities assumed are as follows (in thousands):

    Fair Value
    Assets acquired:
         Cash$231 
         Intangible assets1,200 
         Other non-current assets428 
              Total assets acquired1,859 
    Liabilities assumed:
         Current liabilities(324)
              Total liabilities assumed(324)
                   Net identifiable assets acquired1,535 
    March 31, 2021. Goodwill1,580 
                   Total consideration transferred$3,115 

    None of the goodwill recognized upon acquisition is deductible for income tax purposes.

    Revenue from LeChat from the date of acquisition to March 31, 2017 was immaterial. Total acquisition related costs were immaterial. Pro forma information has not been presented as the impact to the Company's Consolidated Financial Statements was not material.

    DXI Group Limited

    Wavecell
    On May 26, 2015,July 17, 2019, the Company entered into a shareShare Purchase Agreement (the “Share Purchase Agreement”) with Wavecell Pte. Ltd., a corporation incorporated under the laws of the Republic of Singapore (“Wavecell”), the equity holders of Wavecell (collectively, the “Sellers”), and Qualgro Partners Pte. Ltd., in its capacity as the representative of the equity holders of Wavecell. Pursuant to the Share Purchase Agreement, the Company acquired all of the outstanding shares and other equity interests of Wavecell (the “Transaction”). This Transaction extends 8x8’s technology advantage as a fully-owned, cloud technology platform with UCaaS, CCaaS, VCaaS, and CPaaS solutions able to natively offer pre-packaged communications, contact center and video solutions, and open APIs to embed these and other communications into an organization’s core business processes.
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    Table of Contents
    The total fair value of the purchase agreementconsideration of $117.1 million was comprised of $72.8 million in cash and $44.3 million in shares of common stock of the Company. Additionally, in connection with the shareholdersTransaction, the Company issued $13.2 million in time-based restricted stock awards and $6.6 million in performance-based restricted stock awards, all of DXI Limited,which vest over three years from the Transaction. As of March 31, 2021, the total unrecognized compensation cost related to these awards was approximately $8.5 million, which is expected to be recognized over the next 1.3 years.
    The major classes of assets and its wholly owned subsidiaries, (collectively DXI)liabilities to which the Company allocated the fair value of purchase consideration were as follows:
    July 17, 2019
    Cash$4,473 
    Accounts receivable9,438 
    Intangible assets21,010 
    Other assets787 
    Goodwill91,060 
    Accounts payable(9,548)
    Deferred revenue(90)
    Total consideration$117,130 
    The acquisition was accounted for as a business combination under the purchase ofacquisition method and, accordingly, the entire share capital of DXI. The transaction closed effective May 29, 2015. The total aggregate purchase price was approximately $22.5 million, consisting of $18.7 million in cash paidallocated to the DXI shareholders at closing, and $3.8 million in cash deposited into escrow to be held for two years as security against indemnity claims made by the Company after the closing date. The cash escrow is to be released in annual installments over two years.

    The Company recorded the acquired tangible and identifiable intangible assets acquired and the liabilities assumed based on their estimated fair values.value on the acquisition date. The excess of the consideration transferred over the aggregate fair values of the assets acquired and liabilities assumed is recorded as goodwill. The amount of goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Wavecell and is primarily attributablenot expected to the expected contributions of the entity to the overall corporate strategy in addition to synergies and acquired workforce of the acquired business. The finite-lived intangible assets consist of the following: customer relationships, with an estimated weighted-average useful life of two and five years; and developed technology, with an estimated weighted-average useful life of six years. The indefinite lived intangible asset consisted of a tradename. The fair value assigned to identifiable intangible assets acquired was based on estimates and assumptions made by management using income approach methods. Intangible assets are amortized on a straight-line basis.

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    The fair values of the assets acquired and liabilities assumed are as follows (in thousands):

    Fair Value
    Assets acquired:
         Cash$1,318 
         Current assets2,016 
         Property and equipment1,453 
         Intangible assets13,374 
              Total assets acquired18,161 
    Liabilities assumed:
         Current liabilities and non-current liabilities(5,734)
              Total liabilities assumed(5,734)
                   Net identifiable assets acquired12,427 
         Goodwill10,125 
                   Total consideration transferred$22,552 

    None of the goodwill recognized isbe deductible for income tax purposes.

    DXI contributed revenue

    The value of the acquired intangible assets acquired were as follows: 
    Fair ValueUseful life (in Years)
    Trade and domain names$990 0.8
    Developed technology13,8307
    Customer relationships6,1907
    Total intangible assets$21,010 
    The Company incurred costs related to this acquisition of approximately $10.0 million and a net loss of approximately ($3.2) million for the period from the date of acquisition to March 31, 2016. Total$1.9 million. All acquisition related costs were approximately $0.9 million, which were includedexpensed as incurred and have been recorded in general and administrative expenses. The Company determined that it is impractical to include pro forma information givenexpenses in the difficulty in obtaining the historical financial informationaccompanying consolidated statements of DXI. Inclusionoperations.
    67

    Table of such information would require the Company to make estimates and assumptions regarding DXI's historical financial results that the Company believes may ultimately prove inaccurate.

    In the second quarter of fiscal 2016, the Company updated its analysis of the valuation of the assets and liabilities acquired, which resulted in an increase of approximately $1.1 million to goodwill, a decrease in intangible assets of approximately $1.3 million, and a decrease to current and non-current liabilities of $0.2 million, compared with the preliminary estimates recorded for the first quarter of fiscal 2016. The impact of the change in preliminary values on the first quarter of fiscal 2016 statement of operations was not material. Therefore, no measurement period adjustment was required.

    Quality Software Corporation

    On June 3, 2015, the Company entered into an asset purchase agreement with the shareholder of Quality Software Corporation (QSC) and other parties affiliated with the shareholder and QSC for the purchase of certain assets as per the purchase agreement. The total aggregate fair value of the consideration was approximately $2.9 million, which $2.2 million was paid in cash to the QSC shareholder at closing. As part of the aggregate purchases price, there is also $0.5 million in contingent consideration payable subject to attainment of certain revenue and product release milestones for the acquired business, and $0.3 million in cash held by the Company in escrow to be retained for two years as security against indemnity claims made by the Company after the closing date. The preliminary fair value of the contingent consideration and escrow amounts was $0.7 million at the acquisition date.

    The Company recorded the acquired identifiable intangible assets and liabilities assumed based on their estimated fair values. The excess of the consideration transferred over the aggregate fair values of the assets acquired and liabilities assumed is recorded as goodwill. The amount of goodwill recognized is primarily attributable to the expected contributions of the entity to the overall corporate strategy in addition to synergies and acquired workforce of the acquired business. The finite-lived intangible assets consist of the following: customer relationships, with an estimated weighted-average useful life of five years; and developed technology, with an estimated weighted-average useful life of six years. The indefinite lived intangible asset consisted of in-process research and development and a tradename. The fair value assigned to identifiable intangible assets acquired was based on estimates and assumptions made by management using income approach methods. Intangible assets are amortized on a straight-line basis.

    71


    The fair values of the assets acquired and liabilities assumed are as follows (in thousands):

    Fair Value
    Assets acquired:
         Intangible assets$1,100 
         Goodwill1,789 
              Total consideration transferred$2,889 

    QSC's contributions to revenue and income for the period from the date of acquisition to March 31, 2016 were not material. Total acquisition related costs were approximately $0.1 million, which were included in general and administrative expenses. The Company determined that the acquisition was not deemed to be a material business combination and it is impractical to include such pro forma information given the difficulty in obtaining the historical financial information of QSC. Inclusion of such information would require the Company to make estimates and assumptions regarding QSC's historical financial results that the Company believes may ultimately prove inaccurate.

    In the fourth quarter of fiscal 2016, the Company updated its analysis of the valuation of the assets and liabilities acquired, which resulted in an increase of approximately $0.1million to goodwill, and a decrease in intangible assets of approximately $0.1 million compared with what was recorded for the third quarter of fiscal 2016. The impact of the change in preliminary values on the first quarter of fiscal 2016 statement of operations was not material. Therefore, no measurement period adjustment was required.

    11. SUBSEQUENT EVENTS

    In April 2018, the Company entered into an asset purchase agreement with MarianaIQ, Inc. The total aggregate purchase price was $3.5 million, consisting of approximately $2.6 million paid at closing and $0.9 million in cash deposited into escrow to be held for fifteen months as security against indemnity claims made by the Company after the closing date.

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    12.Contents

    13. UNAUDITED SELECTED CONSOLIDATED QUARTERLY FINANCIAL DATA (UNAUDITED)

    The following tables summarize selected consolidated quarterly financial data for the years ended March 31, 2021 and 2020, (dollars In thousands, except per share data amounts:

       QUARTER ENDED
       March 31,  Dec. 31,  Sept. 30,  June 30,  March 31,  Dec. 31,  Sept. 30,  June 30,
       2018  2017  2017  2017  2017  2016  2016  2016
    Service revenue $75,325  $71,891  $68,123  $65,091  $62,654  $60,149  $57,717  $55,296 
    Product revenue  4,019   3,684   4,360   4,007   3,834   3,527   5,466   4,745 
    Total revenue  79,344   75,575   72,483   69,098   66,488   63,676   63,183   60,041 
    Operating expenses:                        
         Cost of service revenue  13,952   12,318   12,757   11,662   10,803   10,525   10,837   10,235 
         Cost of product revenue  5,826   4,675   5,098   4,884   4,187   4,240   5,782   5,505 
         Research and development  10,016   8,527   8,311   7,943   7,142   7,095   6,505   6,710 
         Sales and marketing  52,940   48,830   41,163   41,110   38,228   35,667   33,691   31,691 
         General, and administrative  10,340   10,003   9,616   8,956   9,814   7,852   6,747   6,801 
         Impairment of goodwill, intangible                        
              assets and equipment    9,469             
                   Total operating expenses  93,074   93,822   76,945   74,555   70,174   65,379   63,562   60,942 
    Loss from operations  (13,730)  (18,247)  (4,462)  (5,457)  (3,686)  (1,703)  (379)  (901)
    Other income, net  610   569   463   2,052   583   408   391   410 
    Loss from operations before provision                        
         (benefit) for income taxes  (13,120)  (17,678)  (3,999)  (3,405)  (3,103)  (1,295)  12   (491)
    Provision (benefit) for income taxes  142   70,842   (3,453)  (1,236)  (178)  30   (15)  37 
    Net income (loss) $(13,262) $(88,520) $(546) $(2,169) $(2,925) $(1,325) $27  $(528)
                             
    Net income (loss) per share:                        
         Basic $(0.14) $(0.96) $(0.01) $(0.02) $(0.03) $(0.01) $0.00  $(0.01)
         Diluted $(0.14) $(0.96) $(0.01) $(0.02) $(0.03) $(0.01) $0.00  $(0.01)
                             
    Shares used in per share calculations:                     
         Basic  92,526   92,029   91,689   91,643   91,175   90,774   89,987   89,434 
         Diluted  92,526   92,029   91,689   91,643   91,175   90,774   93,447   89,434 

    73

    amounts):

     Three Months Ended
    March 31,
    2021
    December 31,
    2020
    September 30,
    2020
    June 30,
    2020
    Fiscal 2021
    Total revenues$144,719 $136,685 129,133 $121,807 
    Gross profit83,606 76,277 72,637 69,674 
    Loss from operations(40,036)(35,255)(33,098)(37,760)
    Net loss(45,034)(40,225)(38,413)(41,913)
    Net loss per share:
    Basic and diluted$(0.42)$(0.38)$(0.37)$(0.40)
     Three Months Ended
    March 31,
    2020
    December 31,
    2019
    September 30,
    2019
    June 30,
    2019
    Fiscal 2020
    Total revenues$121,478 $118,567 109,517 $96,675 
    Gross profit63,857 62,348 59,820 58,984 
    Loss from operations(46,154)(43,168)(37,944)(32,553)
    Net loss(50,100)(47,071)(40,932)(34,265)
    Net loss per share:
    Basic and diluted$(0.49)$(0.47)$(0.42)$(0.36)
    14. SUPPLEMENTAL FINANCIAL INFORMATION
    Property and equipment consisted of the following:
     March 31,
     20212020
    Computer equipment$40,905 $38,105 
    Software development costs91,816 77,635 
    Software licenses7,798 1,569 
    Leasehold improvements28,714 31,706 
    Furniture and fixtures5,565 5,485 
    Construction in progress10,651 13,852 
    Total property and equipment185,449 168,352 
    Less: accumulated depreciation and amortization(92,373)(73,970)
    Total property and equipment, net$93,076 $94,382 
    Depreciation and amortization expense was $39.0 million, $28.4 million, and $18.5 million for the years ended March 31, 2021, 2020 and 2019, respectively.
    Other current asset consisted of the following:
     March 31,
     20212020
    Prepaid expense$17,971 $14,489 
    Contract assets, current12,840 10,425 
    Receivable related to lease assignment6,853 
    Other current assets3,284 3,912 
    Total other current assets$34,095 $35,679 
    68

    Table of Contents
    Other current liabilities consisted of the following:
     March 31,
     20212020
    Liability related to lease assignment$869 $8,969 
    Acquisition-related holdback cash and shares18,864 
    Accrued liabilities13,586 9,444 
    Total other current liabilities$14,455 $37,277 
    69

    Table of Contents

    ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

    None.

    ITEM 9A. CONTROLS AND PROCEDURES

    Changes in Internal Control Over Financial Reporting

    There have not been any changes in the Company's internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

    We have not experienced any material impact to our internal controls over financial reporting despite the fact that most of our employees are working remotely due to the COVID-19 pandemic. We are continually monitoring and assessing the COVID-19 situation on our internal controls to minimize the impact on their design and operating effectiveness.

    Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

    Evaluation of Disclosure Controls and Procedures

    Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of March 31, 2018.2021. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31, 2018,2021, our disclosure controls and procedures were effective.

    Management's Report on Internal Control Over Financial Reporting

    Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act. Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an assessment of the effectiveness of our internal control over financial reporting based on criteria established in the framework inInternal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

    Based on thisour assessment, our management has concluded that its internal control over financial reporting was effective as of March 31, 2018.

    2021.

    Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risks that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

    Moss Adams LLP, an independent registered public accounting firm, has audited and reported on the consolidated financial statements of 8x8, Inc. and on the effectiveness of our internal control over financial reporting. The report of Moss Adams LLP is contained in Item 8 of this Annual Report on Form 10-K.

    ITEM 9B. OTHER INFORMATION

    For our 2018

    On May 13, 2021, upon the recommendation of the Company’s management team, the 8x8, Inc.’s (the “Company”) Board of Directors (the “Board”) approved the establishment of a compensation program for the Company’s executive officers for the fiscal year quarterly bonuses underending March 31, 2022 (“Fiscal 2022”) whereby executive officers may elect to receive from 5% to 50% of each individual’s base salary compensation for a portion of Fiscal 2022 in shares of the company's Management Incentive BonusCompany’s common stock. Pursuant to the program, the Company’s executive officers would receive their elected percentage of base salary for the final nine (9) months of Fiscal 2022 in shares of Company’s common stock in equal portions on August 15, 2021, November 15, 2021, and February 15, 2022 valued at the lower of the first day of the prior quarter or the last trading day prior to grant. Our Chief Executive Officer has elected to receive 50% of his base salary and our other named executive officers have elected between 5-20% of their base salaries for Fiscal 2022.
    In addition, for Fiscal 2022, our Board adopted an executive bonus plan (the “Plan”) that is administered by the Compensation Committee of the Board (the “Compensation Committee”) for our executive officers, except for our Chief Executive Officer, for whom our Board makes all compensation decisions. Under the Plan, or MIP, were determined based oneach of our executive officers is eligible to receive bonus awards during the fiscal year tied to the Company’s performance in relation to financial targets and, in certain cases, the executive’s achievement of individual objectives; annual awards were determinedgoals. Performance is measured and bonuses are payable on a semiannual basis for the first six months and the last six months of the fiscal year. Executive officers are eligible to earn bonus payments in amounts ranging from 0% to 200% of the executive officer’s semiannual target bonus amount (which is 50% of such executive officer’s full year target bonus amount). If the Company performs below a minimum threshold during either semiannual payout period, bonuses are not payable to executive officers for such period. For our Chief Executive Officer and Chief Financial Officer, the bonus target for each semiannual payout is based 100% on the Company’s performance in relation to one or more financial target(s). For all other executive officers, the bonus target for each semiannual payout will be based on companya combination of Company performance against predetermine metrics;in relation to financial target(s) and both categoriesachievement of awards were to be paid only if we achievedindividual goals. For all executive officers in fiscal year ending March 31, 2022, the Company financial performance targets are a revenue-based target and non-GAAP pre-tax net income (NGNI) at or in excesstarget.
    70

    Table of specified thresholds - namely, break-even NGNI for quarterly awards, and NGNI at or above 3% of revenue for annual awards.

    74


    During the course ofContents


    For Fiscal 2022, our 2018 fiscal year, our board of directors, in consultation with our chief executive officer, authorized strategic expenditures in excess of levels contemplated by our fiscal 2018 budget in order to better position the company for revenue growth in fiscal 2019. Although the company achieved its revenue targets under the MIP, we failed to achieve the minimum NGNI thresholds required for payment of fourth quarter and full year fiscal 2018 bonuses under the MIP.

    On May 28, 2018, our compensation committee approved the payment of bonuses to all MIP participants other than our CEO, notwithstanding our failure to satisfy the funding conditions, in the amounts that each participant would have received if all NGNI metrics were excluded from the relevant calculations. We expect that the following named executive officers will receive bonuses on May 31, 2018100% of their bonus payments, if any, in the amounts indicated: Mary Ellen Genovese, CFO, $128,683.67; Bryan Martin, CTO, $82,370.77;form of immediately vested stock. Bonus payments in the form of stock will be made as soon as practicable following the measurement of the Company’s performance and Darren Hakeman, Senior Vice President of Strategy, Analytics and Corporate Development, $84,302.31. Ms. Genovese and Mr. Martin have elected to receive some or all of their bonuses in shares of common stock rather than cash,individual performance during each semiannual payout, as described below.

    On May 28, 2018,above, by our compensation committee also approved amendments toCompensation Committee or, in the MIP to (1) allow payment of bonuses in sharescase of our commonChief Executive Officer, by our Board and valued at the lower of the Company’s stock in lieu of cash and (2) remove the 90-day waiting period before new hires may be eligible to participate in the MIP. For participants who elect to receive stock in lieu of cash, the number of shares will be determined based on our trading price on the awardfirst day of the fiscal year or each semiannual bonus period payment date, i.e.date. The board of directors reserves the right to terminate the Plan at any time at its discretion.


    On May 13, 2021 (the “Effective Date”), afterupon the participant has maderecommendation of the electionCompensation Committee, the Board approved an amended and restated 2017 Executive Change-in-Control and Severance Policy (the “Policy”). The Policy supersedes and replaces the prior policy, previously adopted by our Board in October 2017 and amended effective January 31, 2019 (the “Prior Policy”), except for those named executive officers who are participants under the Prior Policy as of the Effective Date who will continue to receive stockthe greater of the benefits offered under the Prior Policy or the Policy (the “Grandfathered Executives”). Under the Policy, each named executive officer is entitled to specific benefits upon the following events: a change-in-control; a constructive termination in lieuconnection with a change-in-control; and a constructive termination not in connection with a change-in-control. The three separate tiers under the Prior Policy were removed and replaced in the Policy with all Executives now receiving the same benefits (other than those Grandfathered Executives). The benefits provided to Executives for a constructive termination in connection with a change-in-control were amended to include 100% of cash.

    target bonus. The severance benefits provided in the event of a constructive termination not in connection with a change-in control were amended to decrease the benefits provided to only COBRA benefits and decreased from twelve (12) months to six (6) months coverage post-termination. The cash severance was also decreased from 100% of Base Salary plus a pro-rated bonus to 50% of Base Salary and no pro-rated bonus. “Severance” as used in the column headings refers only to the constructive termination scenario, where a named executive officer is terminated without cause or resigns for good reason. The Policy does not provide for any “single trigger” change-in-control cash payments. The Policy provides for the following benefits payable to or realizable by the named executive officers:


    TierChange-in-Control BenefitsChange-in-Control Severance BenefitsSeverance Benefits
    ExecutiveStock Performance-Based Equity Awards: Performance condition satisfied for 100% of shares subject to a per-share target price no higher than Transaction Price; any service-based vesting applies thereafter

    TSR Performance-Based Equity Awards: Performance condition satisfied for that number of shares determined by relative appreciation of Company common stock through Change-of-Control date; any service-based vesting applies thereafter
    Cash: 100% of Base Salary + 100% of Target Bonus

    COBRA, Group Benefits and Other Company Sponsored Benefits: 12 months after date of termination

    Time-Based Equity Awards: 100% acceleration (50% acceleration, if within 12 months of hire date)

    Performance-Based Equity Awards: 100% acceleration for shares for which performance criteria deemed satisfied as Change- in-Control benefit
    Cash: 50% of Base Salary

    COBRA Benefits: 6 months after date of termination

    Time-Based Equity Awards: 0% acceleration

    Performance-Based Equity Awards: 0% acceleration

    The foregoing description of the Policy does not purport to be complete and is qualified in its entirety by reference to the full text of the Policy, a copy of which is attached hereto as Exhibit 10.4, and hereby incorporated by reference herein.


    71

    Table of Contents
    PART III

    Certain information required by Part III is omitted from this Annual Report on Form 10-K. The Registrant will file its definitive Proxy Statement for its Annual Meeting of Stockholders pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended, not later than 120 days after the end of the fiscal year covered by this Annual Report, and certain information included in the 20182021 Proxy Statement is incorporated herein by reference.

    75


    ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

    Information regarding our directors and corporate governance will be presented in our definitive proxy statement for our 20182021 Annual Meeting of Stockholders to be held on or about August 10, 2018,2021, which information is incorporated into this Annual Report by reference. However, certain information regarding current executive officers found under the heading "Executive"Information About Our Executive Officers" in Item 1 of Part I hereof is also incorporated by reference in response to this Item 10.

    We have adopted a Code of Conduct and Ethics that applies to our principal executive officer, principal financial officer and all other employees at 8x8, Inc. This Code of Conduct and Ethics is posted in the corporate governance section of our website at http://investors.8x8.com. We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of this Code of Conduct and Ethics by posting such information in the corporate governance section on itsour website at http://investors.8x8.com.

    ITEM 11. EXECUTIVE COMPENSATION

    Information relating to executive compensation will be presented in our definitive proxy statement for our 20182021 Annual Meeting of Stockholders to be held on or about August 10, 2018,2021, which information is incorporated into this Annual Report by reference.

    ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

    Information relating to securities authorized for issuance under equity compensation plans and other information required to be provided in response to this item will be presented in our definitive proxy statement for our 20182021 Annual Meeting of Stockholders to be held on or about August 10, 2018,2021, which information is incorporated into this Annual Report by reference. In addition, descriptions of our equity compensation plans are set forth in Part II, ItemNote 8, "FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA − NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- Note 6 STOCKHOLDERS' EQUITY."

    Stock-Based Compensation and Stockholders' Equity, in the Notes to Consolidated Financial Statements included in this Annual Report.

    ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

    Information required to be provided in response to this item will be presented in our definitive proxy statement for our 20182021 Annual Meeting of Stockholders to be held on or about August 10, 2018,2021, which information is incorporated into this Annual Report by reference.

    ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

    Information required to be provided in response to this item will be presented in our definitive proxy statement for our 20182021 Annual Meeting of Stockholders to be held on or about August 10, 2018,2021, which information is incorporated into this Annual Report by reference.

    76

    72

    Table of Contents
    PART IV

    ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

    (a)(1) Financial Statements. The information required by this item is included in Item 8.

    SCHEDULE II
    VALUATION AND QUALIFYING ACCOUNTS
    (Dollars in thousands)

       Balance at  Additions     Balance
       Beginning  Charged to     at End
    Description  of Year  Expenses  Deductions (a)  of Year
    Total Allowance for Doubtful Accounts:            
    Year ended March 31, 2016: $416  $509  $(339) $586 
    Year ended March 31, 2017: $586  $941  $(573) $954 
    Year ended March 31, 2018: $954  $250  $(300) $904 

    Thousands)

    DescriptionBalance at
    Beginning
     of Year
    Additions
    Charged to
    Expenses
    Deductions (a)Balance
    at End
     of Year
    Total Allowance for Credit Losses:    
    Year ended March 31, 2019:$904 $1,115 $(1,155)$864 
    Year ended March 31, 2020:$864 $3,067 $(825)$3,106 
    Year ended March 31, 2021 (b):$3,106 $7,374 $(2,302)$8,178 
    (a) The deductions related to allowance for doubtful accountscredit losses represent accounts receivablefinancial assets which arewere written off.

    77

    (b) In fiscal 2021, the Company adopted ASU 2016-13, Financial Instruments—Credit Losses; for the year ended March 31, 2021, Additions Charged to Expenses includes $2.8 million, which was the cumulative effect adjustment for the change in accounting principle to the opening balance of fiscal 2021 retained earnings.
    73

    Table of Contents
    (a)(3) Exhibits. Copies The following exhibits are included herein or incorporated herein by reference.
    Incorporated by Reference
    Exhibit NumberExhibit DescriptionCompany FormFiling DateExhibit NumberFiled Herewith
    2.210-Q7/31/20192.1
    3.110-K5/28/20133.1
    3.28-K7/28/20153.2
    4.1X
    4.28-K2/19/20194.1
    10.110-Q7/31/201510.3
    10.28-K2/19/201910.1
    10.38-K11/21/201910.1
    10.4X
    10.510-Q10/29/202010.1
    10.6S-88/28/201210.2
    10.710-Q10/29/202010.5
    10.810-Q1/29/202110.3
    10.9S-812/18/202010.1
    10.10S-811/2/201710.24
    10.11S-811/2/201710.25
    10.1210-K5/26/200910.7
    10.1310-Q2/7/200710.1
    10.1410-Q10/29/202010.3
    10.15S-89/10/201310.24
    10.16S-89/10/201310.25
    10.1710-Q11/2/201710.36
    10.1810-Q11/7/201810.37
    10.1910-Q8/4/202010.2
    10.2010-Q8/4/202010.3
    74

    Table of theContents
    Incorporated by Reference
    Exhibit NumberExhibit DescriptionCompany FormFiling DateExhibit NumberFiled Herewith
    10.218-K12/10/202010.1
    10.228-K12/10/202010.2
    10.2310-Q1/29/202110.4
    21.1X
    23.1X
    24.1
    Power of Attorney (included in signature page)
    X
    31.1X
    31.2X
    32.1X
    32.2X
    101The following financial statements from the Company's Annual Report on Form 10-K for the year ended March 31, 2021, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Loss, (iv) Consolidated Statements of Stockholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags XBRL Instance DocumentX
    104The cover page from the Company's Annual Report on Form 10-K for the year ended March 31, 2020, formatted in Inline XBRLX
    + Certain schedules and exhibits listedto this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished upon request, to holders or beneficial owners of the Company's common stock.

    Exhibit
    Number

    Exhibit Title

    3.1 (a)

    Restated Certificate of Incorporation of Registrant, dated August 22, 2012

    3.2 (b)

    Bylaws of Registrant

    10.1 (c)

    Form of Indemnification Agreement between the Registrant and each of its directors and officers

    10.2*.**

    Amended and Restated 2015 Executive Change-In-Control and Severance Policy

    10.3*.**

    2017 Executive Change-In-Control and Severance Policy

    10.4*.**

    Third Amended and Restated Management Incentive Plan

    10.5 (d)*

    Second Amended and Restated 1996 Employee Stock Purchase Plan, as amended, and form of Subscription Agreement

    10.6 (e)*

    Amended and Restated Contactual, Inc. 2003 Stock Option Plan

    10.7 (e)*

    Form of Stock Option Agreement under the Amended and Restated Contactual, Inc. 2003 Stock Option Plan

    10.8 (f)*

    2006 Stock Plan, as amended

    10.9 (g)*

    Form of 2006 Stock Option Agreement under the 2006 Stock Plan

    10.10 (h)*

    Form of Notice of Award of Stock Purchase Right and Stock Purchase Agreement under the 2006 Stock Plan

    10.11 (i)*

    Amended and Restated 2012 Equity Incentive Plan

    10.12 (j)*

    Form of Stock Option Agreement under the Amended and Restated 2012 Equity Incentive Plan

    10.13 (j)*

    Notice of Grant of Restricted Stock Unit Award and Agreement under the 2012 Equity Incentive Plan

    10.14 (s)*

    8x8, Inc. Amended and Restated 2013 New Employee Inducement Incentive Plan

    10.15 (k)*

    Form of Stock Option Agreement under the Amended and Restated 2013 New Employee Inducement Incentive Plan

    10.16 (k)*

    Form of Notice of Grant of Restricted Stock Unit Award and Agreement under the Amended and Restated 2013 New Employee Inducement Incentive Plan

    10.17 (l)*

    8x8, Inc. 2017 New Employee Inducement Incentive Plan

    10.18 (l)*

    Form of Stock Option Agreement under the 8x8, Inc. 2017 New Employee Inducement Incentive Plan

    10.19 (l)*

    Form of Notice of Grant of Restricted Stock Unit Award and Agreement under 8x8, Inc. 2017 New Employee Inducement Incentive Plan

    78


    10.20 (m)*

    Employment Agreement dated September 9, 2013 between the Company and Vikram Verma

    10.21 (m)*

    Employment Agreement dated September 9, 2013 between the Company and Darren Hakeman

    10.22 (n)*

    Employment Agreement dated October 6, 2014 between the Company and Mary Ellen Genovese

    10.23 (c)*

    Amendment to Employment Agreement dated July 31, 2015 between the Company and Vikram Verma

    10.24 (d)*

    Employment Agreement dated May 15, 2017 between the Company and Rani Hublou

    10.25 (o)*

    Employment Agreement dated September 4, 2017 between the Company and Dejan Deklich

    10.26 (p)

    Lease dated April 27, 2012, between Registrant and O'Nel Office Holdings, LLC

    10.27 (q)

    Standard Form Office Lease, dated as of January 20, 2016, by and between MNCVAD-Seagate 2665 North First LLC, and the Company

    10.28 (r)

    Lease dated June 22, 2016, between Registrant and One Commercial Street Management Company Limited

    10.29**

    Lease dated January 23, 2018, between CAP Phase 1, LLC and Registrant

    21.1 (d)

    Subsidiaries of Registrant

    23.1

    Consent of Independent Registered Public Accounting Firm

    24.1

    Power of Attorney (included on page 81)

    31.1

    Certification of Chief Executive Officer of the Registrant pursuant to Rule 13a-14

    31.2

    Certification of Chief Financial Officer of the Registrant pursuant to Rule 13a-14

    32.1

    Certification of Chief Executive Officer of the Registrant pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

    32.2

    Certification of Chief Financial Officer of the Registrant pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

    101.INS**

    XBRL Instance Document

    101.SCH**

    XBRL Taxonomy Extension Schema

    101.CAL**

    XBRL Taxonomy Extension Calculation Linkbase

    101.DEF**

    XBRL Taxonomy Extension Definition Linkbase

    101.LAB**

    XBRL Taxonomy Extension Label Linkbase

    101.PRE**

    XBRL Taxonomy Extension Presentation Linkbase

    79


    __________

    Securities and Exchange Commission on request.

    * Indicates management contract or compensatory plan or arrangement.
    **Filed herewith.

    (a)

    Incorporated by reference to exhibit 3.1 to the Registrant's Form 10-K filed May 28, 2013 (File No. 000-21783).

    (b)

    Incorporated by reference to exhibit 3.2 to the Registrant's Form 8-K filed July 29, 2015 (File No. 000-21783).

    (c)

    Incorporated by reference to exhibit 10.2 and 10.3 to the Registrant's Form 10-Q filed July 31, 2015 (File No. 000-21783).

    (d)

    Incorporated by reference to exhibit 10.4, 10.34 and 21.1 to the Registrant's Form 10-K filed May 30, 2017 (File No. 000-21783).

    (e)

    Incorporated by reference to exhibit 10.16 and 10.17 to the Registrant's Form S-8 filed September 19, 2011 (File No. 333-176895).

    (f)

    Incorporated by reference to exhibit 10.7 to the Registrant's Form 10-K filed May 26, 2009 (File No. 000-21783).

    (g)

    Incorporated by reference to exhibit 10.1 to the Registrant's Form 10-Q filed February 7, 2007 (File No. 000-21783).

    (h)

    Incorporated by reference to exhibit 10.10 to the Registrant's Form 10-K filed May 26, 2009 (File No. 000-21783).

    (i)

    Incorporated by reference to exhibit 10.19 to the Registrant's Form S-8 filed August 09, 2016 (File No. 333-213032).

    (j)

    Incorporated by reference to exhibit 10.20 and 10.21 to the Registrant's Form S-8 filed August 28, 2012 (File No. 333-183597).

    (k)

    Incorporated by reference to exhibit 10.23, 10.24 and 10.25 to the Registrant's Form S-8 filed September 10, 2013 (File No. 333-191080).

    (l)

    Incorporated by reference to exhibit 10.23, 10.24 and 10.25 to the Registrant's Form S-8 filed November 2, 2017 (File No. 333-221290).

    (m)

    Incorporated by reference to exhibit 10.2 and 10.6 to the Registrant's Form 10-Q filed November 8, 2013 (File No. 000-21783).

    (n)

    Incorporated by reference to exhibit 10.2 to the Registrant's Form 10-Q filed October 22, 2014 (File no. 000-21783).

    (o)

    Incorporated by reference to exhibit 10.36 to the Registrant's Form S-8 filed November 2, 2017 (File No. 000-21783).

    (p)

    Incorporated by reference to exhibit 10.12 to the Registrant's Form 10-K filed May 24, 2012 (File no. 000-21783).

    (q)

    Incorporated by reference to exhibit 10.32 to the Registrant's Form 10-K filed May 31, 2016 (File No. 000-21783).

    (r)

    Incorporated by reference to exhibit 10.33 to the Registrant's Form 10-Q filed July 29, 2016 (File No. 000-21783).

    (s)

    Incorporated by reference to exhibit 10.34 to the Registrant's Form 10-Q filed November 2, 2016 (File No. 000-21783).

    ITEM 16. FORM 10-K SUMMARY
    None.

    Table of

    None.

    80


    Contents

    SIGNATURES

    Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant, 8x8, Inc., a Delaware corporation, has duly caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Jose,Campbell, State of California, on May 30, 2018.

    17, 2021.

    8X8, INC.

    8X8, INC.

    By: /s/ VIKRAM VERMA
    Vikram Verma,
    David Sipes
    David Sipes,
    Chief Executive Officer

    POWER OF ATTORNEY

    KNOW ALL PERSONS BY THESE PRESENT, that each person whose signature appears below constitutes and appoints Vikram VermaDavid Sipes and Mary Ellen Genovese,Samuel Wilson and, jointly and severally, his or her attorneys-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorney-in-fact,attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities and Exchange Act of 1934, this Annual Report on Form 10-K has been signed by the following persons in the capacities and on the date indicated:

    Signature

    Title

    Date

    Signature
    TitleDate
    /s/ VIKRAM VERMA
    Vikram Verma

    David Sipes
    David Sipes

    Chief Executive Officer (Principaland Director
    (Principal
    Executive Officer)

    May 30, 2018

    17, 2021

    /s/ MARY ELLEN GENOVESE
    Mary Ellen Genovese

    Samuel Wilson
    Samuel Wilson

    Chief Financial Officer and Secretary

    (Principal Financial Officer)

    May 30, 2018

    17, 2021

    /s/ BRYAN R. MARTIN
    Germaine Cota
    Germaine Cota
    Chief Accounting Officer
    (Principal Accounting Officer)
    May 17, 2021
    /s/ Jaswinder Pal Singh
    Jaswinder Pal Singh
    Chairman and DirectorMay 17, 2021
    /s/ Bryan R. Martin

    Bryan Martin

    ChairmanDirector and Chief Technology Officer

    May 30, 2018

    17, 2021

    /s/ HENRIK GERDES
    Henrik Gerdes

    Chief Accounting Officer
    (Principal Accounting Officer)

    May 30, 2018

    /s/ GUY L. HECKER
    Guy L. Hecker, Jr.

    Eric Salzman
    Eric Salzman

    Director

    May 30, 2018

    17, 2021

    /s/ ERIC SALZMAN
    Eric Salzman

    Director

    May 30, 2018

    /s/ IAN POTTER
    Ian Potter

    Todd Ford
    Todd Ford

    Director

    May 30, 2018

    17, 2021

    /s/ JASWINDER PAL SINGH
    Jaswinder Pal Singh

    Director

    May 30, 2018

    /s/ VLADIMIR JACIMOVIC
    Vladimir Jacimovic

    Vladimir Jacimovic

    Director

    May 30, 2018

    17, 2021
    /s/ Monique Bonner
    Monique Bonner
    DirectorMay 17, 2021
    /s/ Elizabeth Theophille
    Elizabeth Theophille
    DirectorMay 17, 2021

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