Table of ~~the design process. This approach demands continuous collaboration and iteration that deliver new software functionality at a fast pace.~~Contents

Customers

Thousands of organizations, including global enterprises with hundreds of thousands of employees, trust Workiva. Customers include over 90% of the top 100 public and private companies that report annual revenue figures to a government agency, as well as over 85% of the top 500 companies, and over 80% of the top 1,000 companies. As of December 31, ~~2020,~~2023, we had more than ~~3,700 customers, including 75% of Fortune 500 companies who use our platform for at least one solution.~~6,000 customers. Our customers are passionate, loyal supporters of our solutions, as demonstrated by our subscription and support revenue retention rate of ~~95.0%~~97.9% as of the December ~~2020~~2023 measurement date. Our subscription and support revenue retention rate including add-on solutions was ~~109.5%~~110.3% as of December 31, ~~2020.~~2023.

Additionally, Workiva hosts Customer Advisory Boards (“CABs”) focused around three industry disciplines: Financial Reporting, ESG, and GRC that allow Workiva to listen and respond to evolving needs of our customers. Our CABs are forums for leaders to exchange expertise and drive positive business outcomes in their organizations. We recognize our members as experts in their fields with valuable perspectives on the direction of their industries—including how those industries can be improved by technology. The CABs meet virtually multiples times throughout the year and twice in-person with the objectives of:

•sharing insights into individual members’ reporting and compliance needs, as well as the needs of the organizations to which they belong;

~~Table~~•discussing best practices and sharing success stories;

•providing candid thoughts and feedback about the Workiva platform as it exists today, as well as its trajectory for the future; and

•generating interest of ~~Contents~~building trust in the global economy with transparent data and connected reporting.

Competition

The intensity and nature of our competition vary significantly across our different solutions, as changes in regulation and market trends result in evolving customer requirements and demand for enterprise software. Our primary competitors include:

•Status quo, manual business processes that rely on legacy software productivity tools;

•Diversified enterprise software providers;

•Niche software providers that provide point solutions;

•Providers of professional services, including consultants and financial printers;

•ESG Reporting and data management software providers;

•Governance, risk, and compliance software providers; and

•Business intelligence / performance management software providers.

As our markets expand, we expect to compete with more highly specialized software vendors, as well as larger vendors that may continue to acquire or bundle their products more effectively.

The principal competitive factors in our market include: product features, reliability, performance and effectiveness; product line breadth, diversity and applicability; product extensibility and ability to integrate with other technology infrastructures; price and total cost of ownership; adherence to industry standards and certifications; strength of sales and marketing efforts; and brand awareness and reputation. We believe that our cloud-based platform has the combination of features and value to our customers that will continue to allow us to compete effectively.

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Sales and Marketing

~~Our “land-and-expand”~~Sales

We sell our subscription contracts and related services globally, primarily through our direct sales strategy focuses on acquiring new customers and selling additional solutions to existing customers. We believe that we have penetrated only a small fraction of our market opportunity. We intend to continue investing in sales and marketing to drive growth in the U.S., Canada, Europe and parts of the Asia-Pacific region.

~~Sales~~

~~Our sales~~ organization which employs a combination of field sales, inside sales and partnership channels.

Our sales organization comprises sales development representatives, pre-sales engineers and account managers. Our sales development representatives qualify sales-accepted opportunities for our account managers. Our pre-sales engineers focus on solutions and custom product demonstrations and consultative sales. Our account managers work to attract new customers as well as expand our platform into new use cases and departments across our current customers’ organizations.

Our customer success and professional services teams also help our account managers build our existing customer relationships by providing advice and best practices that enable users to harness the full power of our platform.

We plan to continue strengthening our sales coverage in our current markets, as well as expand our sales footprint in locations where we see a demand for our solutions. To achieve this growth, we plan to continue hiring motivated sales people with experience in enterprise software sales and in specific geographical regions. We believe that our approach to hiring sales people, along with a progressive training, culture and compensation package will allow us to retain sales talent and continue to drive growth.

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In ~~2020,~~2023, we continued to expand our ecosystem of partners, including global consulting firms, systems integration and technology firms, and leading regional consulting firms. Our highly skilled advisory and implementation partners offer a wide range of subject-matter expertise that broadens our platform’s capabilities and promotes Workiva as part of the digital transformation projects they implement for their customers. Our technology partners enable powerful data and process integrations that enable our customers to connect their existing ecosystem of solutions directly to our platform. Our partners help to extend our customer reach through marketing and promotion and help accelerate the sale and delivery of our platform.

Marketing

Our marketing organization promotes our brand, generates demand for our offerings, and researches and assesses product ~~and~~ market needs. Our advance planning team assesses customer needs, conducts industry-based research and identifies new markets. Our product marketing team develops the go-to-market strategy for Workiva solutions and manages pricing and licensing strategies. The product marketing team also supports our sales team with playbooks that include profiles of typical buyers, key messages, value propositions, competitive analysis and sales strategies.

Our demand generation programs are categorized by technology solution and industry and are focused on engaging business leaders, process owners and technology teams. We use a variety of marketing programs across traditional and social channels to target current and prospective customers. Our marketing team hosts virtual and in-person events to educate prospects and customers and generate demand for our solutions.

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Customer Success and Professional Services

Our customer success and professional services teams help our account managers build relationships with customers by providing advice that enables them to harness the full power of our platform.

Customer Success. Our customer success team partners with users of our platform to understand their business objectives and offers best practices in the use of our software. We deliver 24/7 live customer support via phone, digital messaging and web-based conferencing. We provide intensive training to our customer success team and segment them for each solution and market focus.

Professional Services. Our professional services include initial setup of documents; XBRL mapping, tagging and review; best practices implementation; and business process consulting. Our XBRL team of accounting and financial reporting professionals provide XBRL mapping, tagging and review services to our customers. We also employ a team of consultants who offer services to customers to improve and streamline their Workiva-related data processes.

We pay for employees to maintain professional certifications and licenses that are important to our customers, and we host regular company-wide employee education sessions on business, industry, technology and workplace topics.

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Intellectual Property

Our intellectual property and proprietary rights are important to our business. To safeguard these rights, we rely on a combination of patent, trademark, copyright and trade secret laws and contractual protections in the ~~United States~~U.S. and other jurisdictions.

As of December 31, ~~2020,~~2023, we had 5476 issued patents and 1317 patent applications pending ~~in the United States~~ relating to our ~~platform.~~platform or related technology. We cannot assure you that any of our patent applications will result in the issuance of a patent or whether the examination process will require us to narrow or otherwise limit our claims. Any patents issued may be contested, designed around, found unenforceable, or invalidated, and we may not be able to prevent third parties from infringing them. We also license software from third parties for integration into our solutions, including open source software and other software available on commercially reasonable terms. We cannot assure you that such third parties will maintain such software or continue to make it available.

We control access to and use of our proprietary software and other confidential information through the use of internal and external controls, including contractual protections with employees, contractors, end-customers, and partners, and our software is protected by U.S. and international copyright laws. Despite our efforts to protect our trade secrets and proprietary rights through intellectual property rights, licenses, and confidentiality agreements, unauthorized parties may still copy or otherwise obtain and use our software and technology. In addition, we intend to expand our international operations, and effective patent, copyright, trademark, and trade-secret protection may not be available or may be limited in foreign countries.

If we continue to be successful, we believe that competitors will be more likely to try to develop solutions and services that are similar to ours and that may infringe our proprietary rights. It may also be more likely that competitors or other third parties will claim that our platform infringes upon their proprietary rights.

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Our industry is characterized by the existence of a large number of patents and frequent claims and related litigation regarding patent and other intellectual property rights. In particular, leading companies in the enterprise software industry have extensive patent portfolios and are regularly involved in both offensive and defensive litigation. From time to time, third parties, including certain of these leading companies, may assert claims of infringement, misappropriation or other violations of intellectual property rights against us, and our standard license and other agreements obligate us to indemnify our customers against such claims. Successful claims of infringement by a third party could prevent us from distributing certain solutions or performing certain services, require us to expend time and money to develop non-infringing solutions, or force us to pay substantial damages (including enhanced damages if we are found to have willfully infringed patents or copyrights), royalties or other fees. In addition, to the extent that we gain greater visibility and market exposure as a public company, we face a higher risk of being the subject of intellectual property infringement claims from third parties. We cannot assure you that we do not currently infringe, or that we will not in the future infringe, upon any third-party patents, copyrights or other proprietary rights.

We have registered a number of trademarks and logos, including “Workiva,” “Wdesk” and “Wdata” with the United States Patent and Trademark Office and in several jurisdictions outside ~~the United States. We have also registered other trademarks in the United States and in other jurisdictions outside the United~~U.S. States. In addition, we intend to expand our international operations, and we cannot assure you that these names will be available for use in all such jurisdictions.

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Litigation

From time to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. Although the results of litigation and claims cannot be predicted with certainty, we currently believe that the final outcome of any currently pending legal proceedings to which we are a party will not have a material adverse effect on our business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.

Government Regulations

We believe that our businesses and operations are in substantial compliance with all applicable government laws and regulations. Any additional measures to maintain compliance are not expected to materially affect our capital expenditures, competitive position, financial position or results of operations. Various legislative and administrative regulations applicable to us have become effective or are under consideration in many parts of the world. To date, such developments have not had a substantial adverse impact on our revenues, earnings or cash flows. However, if new or amended laws or regulations impose significant operational restrictions and compliance requirements upon us or our business, our capital expenditures, results of operations, financial condition and competitive position could be negatively impacted. Refer to Item 1A. Risk Factors for further information.

Corporate ESG Commitments

We are committed to transparency in ESG. We believe society expects more from the business community: authenticity, trust, truth, and transparency. These expectations lie at the heart of what Workiva does for customers and ourselves. To meet these expectations, Workiva uses global compliance and voluntary frameworks as a springboard to move us towards a holistic ESG strategy, including materiality assessment, stakeholder engagement, targets, and initiatives, that connects with financial and sustainability opportunity and risk to drive value.

We are committing to ESG through innovation and collaboration with a high level of governance, accountability and disclosure.

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A few examples of our continued action and commitments:

•We have made significant progress towards our established ESG targets in innovation, people, environment and philanthropy.

•Workiva was the first SaaS company to join the United Nations’ CFO Coalition for the SDGs, where we work alongside other global CFOs to guide companies in aligning their sustainability commitments with credible corporate finance strategies to create real world impact.

•Workiva's integrated platform, blending sustainability reporting with financial reporting and GRC, enables seamless team collaboration and automation, ensures data accessibility, aggregation and assurance, and offers highly flexible and integrated reporting capabilities to advance companies’ ESG strategies and impacts. In addition to developing our platform for ESG reporting, we facilitate broader conversation and promote education and awareness through our ESG professional group, ESG education and training workshops at Amplify, webinars, blogs, an ESG Talk podcast, and our global ESG practitioner survey.

Workiva’s ESG strategy is anchored by a robust governance structure of internal and external stakeholders, including:

•General oversight by and accountability to the Nominating and Governance Committee of the company’s Board of Directors (the “Board”). Our Board committee charters include responsibilities relating to ESG oversight as applicable to each of our Audit, Compensation, and Nominating and Governance committees. Detailed descriptions of the duties and responsibilities of each of our committees can be found in our most recent proxy statement.

•An ESG Task Force led by our CFO to ensure forward progress of our ESG targets, and committed to alignment with the United Nations SDGs and the TCFD, GRI, SASB, and CDP. Our ESG Task Force is appointed by our President and CEO and is comprised of executives responsible for the oversight of various priority ESG issues.

•An external ESG Advisory Council comprised of a group of experts who are knowledgeable about global ESG regulation, strategy, practices, and reporting. Leveraging the expertise of our ESG Advisory Council helps us develop relevant products and take actions that are innovative, socially responsible and meet the demands of our stakeholders.

To learn more about Workiva’s ESG efforts, track our progress in developing forward-looking targets and key initiatives, go to https://www.workiva.com/about/our-sustainability.

Human Capital

Workiva is a great place to work and has trusted and equipped our employees to work from wherever and whenever is best for them. We have been on the Fortune 100 Best Companies to Work For® list since 2019 and attribute our success to our values-based culture. Our employee engagement rate is 93% and we have an employee attrition rate of 11% which is lower than the industry average. Workiva offers market-competitive compensation and benefits to attract and retain the best employees.

By staying true to our company values, we have become a stronger and even more innovative team. As of December 31, ~~2020,~~2023, Workiva employed ~~1,718~~2,526 full-time people worldwide. Our headcount as of December 31, ~~2020~~2023 increased ~~8.7%~~3.2% from ~~1,580~~2,447 full-time employees as of December 31, ~~2019. None~~2022.

Table of ~~our U.S. employees is represented by a labor organization or is a party to any collective bargaining arrangement. We have never experienced a strike or similar work stoppage,~~Contents

Innovation thrives when people feel welcomed, valued, respected, and we consider our relations with our employees to be good. For the fiscal year ended December 31, 2020, employee compensation and benefits accounted for approximately 83% of our total operating expense.

heard. Diversity, equity and inclusion are core values at ~~Workiva.~~Workiva, and an important component of our social commitment in our ESG strategy. We strive to create a workplace where everyone is comfortable bringing their best, authentic self to work every day. As we scale, we know that continuing to develop our workforce is essential to our growth.

~~We foster~~Workiva fosters a work environment that encourages fairness, teamwork, and respect among all employees. We value all backgrounds, beliefs and interests, and we recognize this diversity as an important source of our innovation and success. We believe that our culture of diversity, equity and inclusion increases employee engagement, empowerment, and satisfaction. As of December 31, ~~2020,~~2023, women represented ~~37%~~41% of our global workforce and ~~29%~~34% of our leadership (director and above). As of December 31, ~~2020, 15%~~2023, 20% of our U.S. employees and ~~11%~~16% of our U.S. leadership (director and above) were ~~racially or ethnically diverse.~~from underrepresented racial/ethnic groups. Increasing diversity in our workforce and key operational leadership roles ~~will remain~~is an organizational priority. Current key initiatives include Business Employee Resource Groups ~~(ERG)~~(“BERG”), learning and development and talent acquisition. The Company maintains its ~~ERG~~BERG chapters globally across seven ~~categories: Ethnic diversity,~~communities: Asian, Black, Disabilities, Hispanic & Latino, LGBTQ+, Veterans, ~~Women in Technology, Women in Sales, Parents~~ and ~~Caregivers, and Employees who work remotely.~~Women. Each ~~ERG~~BERG is sponsored and supported by senior leaders across the enterprise.

The health and safety of our colleagues and anyone who enters our workplace around the world is of paramount importance to Workiva. ~~In response~~Workiva offers mental health benefits and offers extra paid mental wellness days to ~~the global pandemic of respiratory disease (abbreviated “COVID-19”), we initially closed~~ all employees worldwide.

None of our ~~offices. Although~~U.S. employees are represented by a labor organization or are a party to any collective bargaining arrangement. We have never experienced a strike or similar work stoppage, and we ~~commenced reopening~~consider our ~~offices in~~relations with our employees to be good. For the ~~latter half of 2020 with reduced capacity due to local business necessities, differences in laws, culture~~fiscal year ended December 31, 2023, employee compensation and ~~employee needs, we have since closed most~~benefits accounted for approximately 81% of our ~~offices again. For those offices that have remained open, we have advised all employees that working from home is the safest course of~~

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action. Additionally, in order to maximize the health and safety of our workforce, we added weekly communication from senior leaders regarding the impacts of COVID-19 on the workforce and the Company and work from home flexibility, while initiating new protocols across all offices under the direction of our COVID-19 task force.total operating expense.

Corporate Information

Workiva Inc. is a Delaware corporation with principal executive offices located at 2900 University Boulevard, Ames, Iowa 50010. Our telephone number is (888) 275-3125 and our website address is www.workiva.com.

Copies of annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to these reports filed or furnished pursuant to Section 13(a) and 15(d) of the ~~Securities~~ Exchange Act, ~~of 1934, as amended (the Exchange Act),~~ are available, free of charge, on our website as soon as reasonably practicable after we file such material electronically with or furnish it to the SEC. The SEC also maintains a website that contains our SEC filings. The address of the site is www.sec.gov.

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Item 1A. Risk Factors

Our operations and financial results are subject to various risks and uncertainties, including those described below. You should carefully consider the following risks and all of the other information contained in this report, including our consolidated financial statements and related notes, before investing in any of our securities. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, may also become important factors that adversely affect our business. If any of the following risks, or other risks and uncertainties that are not yet identified or that we currently think are immaterial, actually occur, our business, financial condition, results of operations and future prospects could be materially and adversely affected. In that event, the market price of our Class A common stock could decline. We may amend, supplement or add to the risk factors described below from time to time in future reports filed with the SEC.

Summary of Risk Factors

We are providing the following summary of the risk factors contained in this Form 10-K to enhance the readability and accessibility of our risk factor disclosures. We encourage our stockholders to carefully review the full risk factors contained in this Form 10-K in their entirety for additional information regarding the risks and uncertainties that could cause our actual results to vary materially from recent results or from our anticipated future results.

Risks Related to Our Business and Industry

•We derive ~~a majority~~more than 40% of our total revenue from customers using our platform for SEC filings.

•We cannot accurately predict subscription renewal or upgrade rates.

•Failure to manage our growth may adversely affect our business or operations.

•Our revenue growth rate in recent periods may not be indicative of our future performance.

•We have not been profitable historically and may not achieve or maintain profitability in the future.

•Our quarterly results may fluctuate significantly.

•Our solutions face intense competition in the marketplace.

•Our revenue growth will depend in part on the success of our efforts to augment our direct-sales channels by developing relationships with third parties.

•Adverse economic conditions or reduced technology spending may adversely impact our business.

•If we cannot maintain our corporate culture as we grow, we could lose the innovation, teamwork, passion and focus on execution that we believe contribute to our success.

•We depend on our senior management team and other key employees.

•~~The COVID-19 pandemic has impacted our business, and its ultimate impact on our business and financial results is uncertain.~~

•Our workforce is our primary operating expense and subjects us to risks associated with increases in the cost of labor.

•~~Sales to customers~~Operations outside the United States expose us to risks inherent in international sales.

•A significant fluctuation between the U.S. Dollar and other currencies could adversely impact our operating results.

•Geopolitical conflicts, including the conflict between Russia and Ukraine and the conflict in the Middle East, may adversely affect our business and results of operations.

•Fixed-fee engagements with customers may not meet our expectations if we underestimate the cost of these engagements.

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•If we fail to continue to develop our brand, our business may suffer.

•Legislative and regulatory changes could adversely affect our business.

•We may need to raise additional capital, which may not be available to us.

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•We have acquired, and may continue to acquire, other companies or technologies, which could divert our management’s attention, result in additional dilution to our stockholders and otherwise disrupt our operations and adversely affect our operating results.

•Because we recognize revenue over the term of each subscription, downturns or upturns in sales may not be immediately reflected in our operating results.

•We are subject to general litigation that may materially adversely affect us.

•A failure to maintain adequate internal controls over our financial and management systems could cause errors in our financial ~~reporting, which could cause a loss of investor confidence and result in a decline in the price of our Class A common stock.~~reporting.

•Our relatively limited operating history makes it difficult to predict our future operating results.

Risks Related to Technology and Intellectual Property

•~~If we~~We face continually evolving cybersecurity risks, which could result in the loss, theft, misuse, unauthorized disclosure, access, or destruction of confidential information or data, disruption of our ~~service providers fail~~solutions, damage to ~~keep~~ our ~~customers’ information confidential or otherwise handle their information improperly, our business~~brands, reputation and ~~reputation could be adversely affected.~~relationships with customers, legal exposure and financial losses.

•The success of our cloud-based software largely depends on our ability to provide reliable solutions to our customers.

•Any failure to offer high-quality technical support services may adversely affect our relationships with our customers.

•Failure to establish and maintain partnerships that can provide complementary technology offerings and software integrations could limit our ability to grow our business.

•If we do not keep pace with technological changes, our solutions may become less competitive.

•Issues relating to the development of AI, machine learning and other technological capabilities in our solutions and offerings may result in reputational harm, liability and adverse financial results.

•If we fail to manage our technical operations infrastructure, our existing customers may experience service outages, and our new customers may experience delays in the deployment of our solutions.

•The inability to maintain software licenses, or the existence of errors in the software we license could result in increased costs or reduced service levels.

•Any failure or interruptions in the internet infrastructure, bandwidth providers, data center providers, other third parties or our own systems could negatively impact our business.

•Changes in laws and regulations related to technology, the internet or changes in the internet infrastructure itself may diminish the demand for our solutions.

•We are subject to U.S. and foreign data privacy and protection laws and regulations as well as contractual privacy obligations.

•Any failure to protect our intellectual property rights or defend against accusations of infringement of third-party intellectual property rights could impair our ability to protect our proprietary technology and our brand.

•Some of our solutions utilize open source software, and any failure to comply with the terms of one or more of these open source licenses could negatively affect our business.

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Risks Related to Taxes

•The adoption of new tax legislation could adversely affect our business and financial condition.

•Determining our income tax rate is complex and subject to uncertainty.

•Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.

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Risks Related to Ownership of Our Securities

•Our stock price has been and will likely continue to be volatile or may decline regardless of our operating performance.

•If there are substantial sales of shares of our Class A common stock or some or all of our convertible senior notes are converted and sold, the price of our Class A common stock could decline.

•The dual class structure of our common stock concentrates voting control with certain of our executives.

•Anti-takeover provisions in our charter documents, our convertible senior notes and ~~under~~ Delaware law could make an acquisition of us more difficult, limit attempts by our stockholders to replace or remove our current management and may negatively affect the market price of our Class A common stock.

•We do not intend to pay dividends for the foreseeable future.

Risks Related to our Indebtedness

•The conditional conversion feature of our convertible senior notes ~~if triggered,~~ may adversely affect our financial condition and operating results.

•Servicing our debt requires a significant amount of cash.

Risks Related to Our Business and Industry

We derive ~~a majority~~more than 40% of our total revenue from customers using our platform for SEC filings.

We derive ~~a majority~~more than 40% of our total revenue from customers using our platform for SEC filings. We sell a variety of other solutions, including ESG, global statutory reporting, SOX, capital markets, enterprise risk management and audit management, but the introduction of new solutions beyond the SEC market may not be successful. Although non-SEC solutions generated ~~77%~~70% of new solution and new customer bookings in ~~2020,~~2023, it is uncertain whether they will achieve the level of market acceptance we have achieved in the SEC market. Any factor adversely affecting sales of our platform or solutions, including release cycles, market acceptance, competition, performance and reliability, reputation and regulatory, economic and market conditions, could adversely affect our business and operating results.

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We cannot accurately predict subscription renewal or upgrade rates.

Our business depends substantially on customers renewing their subscriptions with us and expanding their use of our services. Our customers have no obligation to renew their subscriptions for our services after the expiration of their current subscription period. While we have historically maintained a subscription and support revenue retention rate of greater than 94%, we may be unable to maintain this historical rate and we may be unable to accurately predict our subscription and support revenue retention rate. In addition, our customers may renew for shorter contract lengths, lower prices or a reduced scope of service. We cannot accurately predict new subscription or expansion rates and the impact these rates may have on our future revenue and operating results. Our renewal rates may decline or fluctuate as a result of a number of factors, including customer dissatisfaction with our service, customers’ ability to continue their operations and spending levels and deteriorating general economic conditions. If our customers do not renew their subscriptions for our service, purchase fewer solutions at the time of renewal, or negotiate a lower price upon renewal, our revenue will decline and our business will suffer. Our future success also depends in part on our ability to sell additional solutions and services, more subscriptions or enhanced editions of our services to our current customers, which may also require increasingly sophisticated and costly sales efforts that are targeted at senior management. If our efforts to sell additional solutions and services to our customers are not successful, our growth and operations may be impeded.

Failure to manage our growth may adversely affect our business or operations.

Since our formation, we have experienced significant growth in our business, customer base, employee headcount and operations, and we expect to continue to expand our business over the next several years. This growth places a significant strain on our management team and employees as well as our operating and financial systems. To manage our future growth, we must continue to scale our business functions, improve our financial and management controls and our reporting systems and procedures and expand and train our work force. ~~In particular,~~For example, we grew from ~~109~~2,447 employees as of December 31, ~~2010~~2022 to more than ~~1,700~~2,500 employees as of December 31, ~~2020.~~2023. We anticipate that additional investments in sales personnel, infrastructure and research and development spending will be required to:

•scale our operations and increase productivity;

•address the needs of our customers;

•further develop and enhance our existing solutions and offerings;

•develop new technology; and

•expand our markets and opportunity under management, including into new solutions and geographic areas.

We cannot assure you that our controls, systems and procedures will be adequate to support our future operations or that we will be able to manage our growth effectively. We also cannot assure you that we will be able to continue to expand our market presence in the ~~United States,~~U.S., Europe, Asia Pacific region and other current markets or successfully establish our presence in other markets. Failure to effectively manage growth could result in difficulty or delays in deploying customers, declines in quality or customer satisfaction, increases in costs, difficulties in introducing new features or other operational difficulties, and any of these difficulties could adversely impact our business performance and results of operations.

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Our revenue growth rate in recent periods may not be indicative of our future performance.

We experienced revenue growth rates of ~~18%~~17%, ~~22%~~21% and ~~18%~~26% in fiscal ~~2020, 2019~~2023, 2022 and ~~2018,~~2021, respectively. Our historical revenue growth rates are not indicative of future growth, and we may not achieve similar revenue growth rates in future periods. You should not rely on our revenue or revenue growth for any prior quarterly or annual periods as any indication of our future revenue or revenue growth. If we are unable to maintain consistent revenue or revenue growth, our stock price could be volatile, and it may be difficult to achieve and maintain profitability.

We have not been profitable historically and may not achieve or maintain profitability in the future.

We have posted a net loss in each fiscal year since we began operations in 2008, including net losses of approximately ~~$48.4~~$127.5 million in fiscal ~~2020~~2023, $~~47.5~~90.9 million in fiscal ~~2019~~2022 and ~~$50.1~~$37.7 million in fiscal ~~2018.~~2021. While we have experienced continued revenue growth in recent periods, we are not certain whether or when we will obtain a high enough volume of subscriptions to sustain or increase our growth or achieve or maintain profitability in the future. In addition, we plan to continue to invest in our infrastructure, new solutions, research and development and sales and marketing, and as a result, we cannot assure you that we will achieve or maintain profitability. Because we intend to continue spending in anticipation of the revenue we expect to receive from these efforts, our expenses will be greater than the expenses we would incur if we developed our business more slowly. In addition, we may find that these efforts are more expensive than we currently anticipate, which would further impact our profitability.

Our quarterly results may fluctuate significantly.

Our quarterly results of operations, including the levels of our revenue, gross margin, profitability, cash flow and deferred revenue, may vary significantly in the future due to a variety of factors, including the risks and uncertainties described herein, and period-to-period comparisons of our operating results may not be meaningful. Accordingly, the results of any one quarter should not be relied upon as an indication of future performance. Fluctuations in quarterly results may negatively affect the value of our Class A common stock.

In addition, we have historically experienced seasonal variations in our revenue from professional services as many of our customers employ our professional services just before they file their Form 10-K with the SEC in the first calendar quarter. ~~The majority~~A significant percentage of our SEC customers report their financials on a calendar year basis. While we expect our professional services revenue to become less seasonal as our non-SEC offerings grow, a significant portion of our revenue may continue to reflect seasonality, which makes it difficult to predict our future operating results.

Our solutions face intense competition in the marketplace.

The market for our solutions is increasingly competitive, rapidly evolving and fragmented, and is subject to changing technology and shifting customer needs. Although we believe that our platform and the solutions that it offers are unique, many vendors develop and market products and services that compete to varying extents with our offerings, and we expect competition in our market to continue to intensify. Moreover, industry consolidation may increase competition. In addition, many companies have chosen to invest in their own internal reporting solutions and therefore may be reluctant to switch to solutions such as ours.

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We compete with many types of companies, including diversified enterprise software providers; providers of professional services, such as consultants and business and financial printers; governance, risk and compliance software providers; ~~and~~ business intelligence/corporate performance management software providers; and business reporting software providers. Our competitors may be able to respond more quickly and effectively than we can to new or changing opportunities, technologies, standards or customer requirements. We could lose customers if our competitors introduce new competitive products, add new features, acquire competitive products, reduce prices, form strategic alliances with other companies or are acquired by third parties with greater available resources. We may also face increasing competition from open source software initiatives, in which competitors may provide software and intellectual property for free. In addition, if a prospective customer is currently using a competing solution, the customer may be unwilling to switch to our solutions without access to setup support services. If we are unable to provide those services on terms attractive to the customer, the prospective customer may be unwilling to utilize our solutions. If our competitors’ products, services or technologies become more accepted than our solutions, if they are successful in bringing their products or services to market earlier than ours, or if their products or services are more technologically capable than ours, then our revenue could be adversely affected. Pricing pressures and increased competition could result in reduced sales, reduced margins, losses or a failure to maintain or improve our competitive market position, any of which would adversely affect our business.

Our revenue growth will depend in part on the success of our efforts to augment our direct-sales channels by developing relationships with third parties.

We have established strategic relationships with global advisory firms, regional consulting and implementation firms and technology partners. We expect these parties to contribute to our growth through referrals, influencing purchases and enhancing our value proposition through advisory and implementation services. We plan to continue to expand our partner ecosystem and build relationships with third parties. Identifying partners, negotiating and supporting relationships with them, on-boarding those firms into our ecosystem and maintaining relationships requires a significant commitment of time and resources that may not yield a significant return on our investment. If we are unsuccessful in establishing or maintaining our relationships with partners, or if these partners are unsuccessful in marketing or selling our solutions, or are unable or unwilling to devote sufficient resources to these activities, our ability to compete in the marketplace or to grow our revenue could be impaired and our operating results may suffer. Furthermore, our partners rely on highly skilled and trained professionals to position the platform in the market and to provide implementation and consulting services to our customers. We have formal training and enablement programs for our partners; however, our enablement efforts may be ineffective. If we do not adequately develop and maintain a sufficient number of qualified and trained partner professionals with knowledge of our solutions and our platform, we may suffer from services not being delivered correctly, improper expectations being set with our customers and customers therefore choosing not to expand the use of our platform or deciding not to renew their subscriptions. Also, our partners may have relationships with our competitors and experience with other products or services that could be used as substitutes for our platform. These relationships and product experience may result in our partners recommending our competitors’ products or services over our own products or services. In addition, new or emerging technologies and technological trends or changes in customer requirements may result in certain third parties de-emphasizing their dealings with us or becoming potential competitors in the future.

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Adverse economic conditions or reduced technology spending may adversely impact our business.

Our business depends on the overall demand for technology and on the economic health of our current and prospective customers. Global financial developments and global health crises or pandemics may harm us, including disruptions or restrictions on our employees’ ability to work and travel. In general, weakened global economic conditions, including those from inflation, interest rates, and armed conflicts (including between Russia and Ukraine, and in the ~~ongoing COVID-19 pandemic,~~Middle East) make it difficult for our customers, prospective customers and us to forecast and plan future business activities accurately. Weak global economic conditions or a reduction in technology spending could adversely impact our business, financial condition and results of operations in a number of ways, including longer sales cycles, lower prices for our solutions, reduced bookings and lower or no growth. Additionally, our capital markets business can serve as a point of entry for customers to our platform. The growth of our capital markets and SEC businesses are based in part on the strength of the IPO/special-purpose acquisition company ~~(SPAC)~~(“SPAC”) market, which can fluctuate. A significant decline in the IPO/SPAC market ~~could~~has adversely ~~affect~~affected sales of our capital markets solution and could potentially affect other solutions.

In addition, the uncertainty and instability surrounding the implementation and effect of “Brexit,” the United Kingdom’s decision to leave the European Union, may cause increased economic volatility. The longer term economic, legal, political and social implications of Brexit are unclear at this stage. Changes impacting our ability to conduct business in the U.K. or other E.U. countries, or changes to the regulatory regime applicable to our operations in those countries, may cause disruptions to and create uncertainty surrounding our business in the U.K. and E.U. Brexit has resulted in significant volatility in global stock market and currency exchange rate fluctuations. Further, uncertainty around these and related issues could lead to adverse effects on the economy of the U.K. and the other economies in which we operate. Any of these events could have a material adverse effect on our business operations, results of operations and financial condition.

If we cannot maintain our corporate culture as we grow, we could lose the innovation, teamwork, passion and focus on execution that we believe contribute to our success.

We believe our corporate culture is a critical component to our success. We have invested substantial time and resources in building our team. As we grow and develop the infrastructure of a global public company and continue to operate in a remote working environment, we may find it difficult to maintain our corporate ~~culture.~~culture among a larger number of employees who are dispersed in various geographic regions internationally, both in our offices and remotely. Any failure to preserve our culture could negatively affect our future success, including our ability to retain and recruit personnel and effectively focus on and pursue our corporate objectives.

We depend on our senior management team and other key employees.

We rely on the stability of our leadership team and other key employees. From time to time, there are changes in our management team resulting from the hiring or departure of executives or other key employees, which could disrupt our business. Our senior management and key employees are generally employed on an at-will basis, which means that they could terminate their employment with us at any time. ~~The~~Any significant leadership change or senior management transition involves inherent risk, and the loss of one or more of our executive officers or key employees could have a material adverse effect on our business.

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Further, to execute our growth plan, we must attract and retain highly qualified personnel. Competition for these individuals is intense, especially for engineers with high levels of experience in designing and developing software and internet-related services, senior sales executives and professional services personnel with appropriate financial reporting experience. We have, from time to time, experienced, and we expect to continue to experience, difficulty in hiring and retaining employees with appropriate qualifications. Many of the companies with which we compete for experienced personnel have greater resources than we have. If we hire employees from competitors or other companies, their former employers may attempt to assert that these employees have breached their legal obligations or that we have induced such breaches, resulting in a diversion of our time and resources. If we fail to attract new personnel or fail to retain and motivate our current personnel, our business and future growth prospects could be adversely affected.

~~The COVID-19 pandemic has impacted our business, and its ultimate impact on our business and financial results is uncertain.~~

The COVID-19 pandemic has significantly impacted the global economy, disrupted global supply chains and created significant volatility and disruption in financial markets, and increased unemployment levels. While it remains a developing situation, the pandemic and any quarantines, interruptions in travel and business disruptions with respect to us, our customers or partners have had and will continue to have an impact on our business. Although we are continuing to monitor and assess the effects

Table of the COVID-19 pandemic, the ultimate impact of the COVID-19 pandemic on our business remains highly uncertain and will depend on certain developments, including the duration and spread of the outbreak, impact on our customers and our sales cycles, and effect on our vendors, all of which are uncertain and cannot be predicted.Contents

As a result of the work and travel restrictions relating to the ongoing COVID-19 outbreak, substantially all of our sales and operating activities are being conducted remotely. This global work-from-home operating environment may adversely impact the productivity of certain employees, and these conditions may persist and harm our business, including our future operating results. The pandemic and accompanying market volatility, uncertainty and economic disruption may also have the effect of heightening many of the other risks described in the “Risk Factors” set forth in this Annual Report on Form 10-K.

Our workforce is our primary operating expense and subjects us to risks associated with increases in the cost of labor.

Labor is our primary operating expense. We may face labor shortages or increased labor costs because of increased competition for employees, higher employee turnover rates, or increases in employee benefit costs. If labor-related expenses increase, our operating expense could increase, which would adversely affect our business, financial condition and results of operations.

We are subject to the Fair Labor Standards Act ~~(FLSA)~~(“FLSA”) and various federal and state laws governing such matters as minimum wage requirements, overtime compensation and other working conditions, citizenship requirements, discrimination and family and medical leave. In recent years, a number of companies have been subject to lawsuits, including class action lawsuits, alleging violations of federal and state law regarding workplace and employment matters, overtime wage policies, discrimination and similar matters. A number of these lawsuits have resulted in the payment of substantial damages by the defendants. Similar lawsuits may be threatened or instituted against us from time to time, and we may incur substantial damages and expenses resulting from lawsuits of this type, which could have a material adverse effect on our business, financial condition or results of operations.

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~~Sales to customers~~Operations outside the United States expose us to risks inherent in international sales.

A key element of our growth strategy is to expand our international operations and develop a worldwide customer base. A growing portion of our revenue is from customers headquartered outside the ~~United States.~~U.S.. Operating in international markets requires significant resources and management attention and subjects us to regulatory, economic and political risks that are different from those in the ~~United States.~~U.S.. Because of our limited experience with international operations, our international expansion efforts may not be successful in creating additional demand for our solutions outside of the ~~United States~~U.S. or in effectively selling subscriptions to our solutions in all of the international markets we enter. In addition, we face risks in doing business internationally that could adversely affect our business, including:

•the need to localize and adapt our solutions for specific countries, including translation into foreign languages and associated expenses;

•increased management, travel, infrastructure, legal compliance and regulation costs associated with having multiple international operations;

•sales and customer service challenges associated with operating in different countries;

•data privacy laws that require customer data to be stored and processed in a designated territory;

•inadequate local infrastructure and difficulties in staffing and managing foreign ~~operations;~~operations, including compliance with local labor and employment laws and regulations;

•different pricing environments and longer sales and collection cycles;

•new and different sources of competition;

•difficulties in enforcing intellectual property and other rights outside of the ~~United States;~~U.S.;

•laws and business practices favoring local competitors;

•compliance challenges related to the complexity of multiple, conflicting and changing governmental laws and regulations;

•increased financial accounting and reporting burdens and complexities;

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•restrictions on the transfer of funds;

•an uncertain trade environment;

•adverse tax consequences;

•unstable regional economic and political ~~conditions;~~conditions, including political unrest and armed conflicts (such as the Russia and Ukraine conflict and the conflict in the Middle East);

•liquidity issues, including due to political actions by sovereign nations with a controlled currency environment, which could result in decreased values of cash balances or potential difficulties protecting our foreign assets or satisfying local obligations;

•difficulties in obtaining export licenses for certain technology, tariffs, quotas and other trade barriers;

•issues resulting from operations in locations with a higher incidence of corruption and fraudulent business practices;

•challenges in integrating acquisitions with foreign operations; and

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•natural disasters, acts of war, terrorism, security breaches, pandemics or other health ~~crises, including the ongoing COVID-19 pandemic.~~crises.

We anticipate that over time, an increasing portion of our international contracts may be denominated in local currencies. Therefore, fluctuations in the value of the United States dollar and foreign currencies may impact our operating results when translated into United States dollars. We do not currently engage in currency hedging activities to limit the risk of exchange rate fluctuations.

Some of our third-party business partners have international operations and are also subject to these risks and if our third-party business partners are unable to appropriately manage these risks, our business may be harmed.

A significant fluctuation between the U.S. Dollar and other currencies could adversely impact our operating results.

Although our financial results are reported in U.S. Dollars, a portion of our sales and operating costs are, and will continue to be, realized in other currencies, with the largest concentration of foreign sales occurring in Europe. We anticipate that over time, an increasing portion of our international contracts may be denominated in local currencies. Therefore, fluctuations in the value of the U.S. Dollar and foreign currencies may impact our operating results when translated into U.S. Dollars. Such fluctuations have been, and may continue to be materially impacted by, increases in inflation, fluctuations in interest rates, and any global events, wars or conflicts, including the current Russia and Ukraine conflict and the conflict in the Middle East. We do not currently engage in currency hedging activities to limit the risk of exchange rate fluctuations. Significant long-term fluctuations in relative currency values, and in particular, an increase in the value of the U.S. Dollar against foreign currencies, has had and could continue to have an adverse effect on our operating results.

Geopolitical conflicts, including the conflict between Russia and Ukraine and the conflict in the Middle East, may adversely affect our business and results of operations.

We have operations or activities in numerous countries and regions outside the U.S., including in Europe. As a result, our global operations are affected by economic, political and other conditions in the foreign countries in which we do business. Specifically, the current conflict between Russia and Ukraine is creating substantial uncertainty about the future impact on global capital markets. Countries across the globe are instituting sanctions and other penalties against Russia. The retaliatory measures that have been taken, and could be taken in the future, by the U.S., NATO, and other countries have created global security concerns that could result in broader European military and political conflicts and otherwise have a substantial impact on regional and global economies, any or all of which could adversely affect our business, particularly our European operations. Additionally, while we do not have material operations in

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the Middle East, the current conflict in the Middle East and escalating tensions in the region may further disrupt global markets and impact the supply chains of our customers, leading to disruptions in our customers’ ability to conduct business and affecting their ability to pay for our solutions.

Fixed-fee engagements with customers may not meet our expectations if we underestimate the cost of these engagements.

We provide certain professional services on a fixed-fee basis. When making proposals for fixed-fee engagements, we estimate the costs and timing for completing the engagements. We provide professional services on both SEC and non-SEC solutions, including our financial services, integrated risk, global statutory reporting and FERC reporting solutions. Professional services on non-SEC solutions usually involve a different mix of subscription, support and services than professional services on our SEC solution. Growth in professional services on non-SEC solutions may impact our gross margins in ways that we cannot predict. If we are required to spend more hours than planned to perform these services, our cost of services revenue could exceed the fees charged to our customers on certain engagements and could cause us to recognize a loss on a contract, which would adversely affect our operating results. In addition, if we are unable to provide these professional services, we may lose sales or incur customer dissatisfaction, and our business and operating results could be significantly harmed.

If we fail to continue to develop our brand, our business may suffer.

We believe that continuing to develop and maintain awareness of our brand is critical to achieving widespread acceptance of our ~~solution~~solutions and is an important element in attracting and retaining customers. Efforts to build our brand may involve significant expense and may not generate customer awareness or increase revenue at all, or in an amount sufficient to offset expenses we incur in building our brand.

Promotion and enhancement of our name and the brand names of our solutions depends largely on our success in being able to provide high quality, reliable and cost-effective solutions. If customers do not perceive our solutions as meeting their needs, or if we fail to market our solutions effectively, we will likely be unsuccessful in creating the brand awareness that is critical for broad customer adoption of our solutions. That failure could result in a material adverse effect on our business, financial condition and operating results.

Legislative and regulatory changes could adversely affect our business.

The market for our solutions depends in part on the requirements of the SEC, the Federal Reserve System, the Federal Deposit Insurance Corporation and other domestic and foreign regulatory bodies. Any legislation or ~~rulemaking~~rule making substantially affecting the content or method of delivery of documents to be filed with these regulatory bodies could have an adverse effect on our business. Uncertainty caused by political change in the ~~United States~~U.S. and Western ~~Europe (including Brexit) heightens~~Europe heightens regulatory uncertainty in these areas. In addition, evolving market standards regarding ESG compliance and reporting may impact the demand for our solutions. New legislation, or a significant change in rules, regulations, directives or standards, including as a result of legal challenges to proposed regulations, could reduce demand for our products and services, increase expenses as we modify our products and services to comply with new requirements and retain relevancy, impose limitations on our operations, and increase compliance or

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litigation expense, each of which could have a material adverse effect on our business, financial condition and results of operations.

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We may need to raise additional capital, which may not be available to us.

Our future liquidity and capital requirements are difficult to predict as they depend upon many factors, including the success of our solutions and competing technological and market developments. In the future, we may require additional capital to respond to business opportunities, challenges, acquisitions or unforeseen circumstances, and we may not be able to timely secure additional debt or equity financing on favorable terms, or at all. Any debt financing obtained by us in the future could involve restrictive covenants relating to our capital raising activities and other financial and operational matters. In addition, increases in interest rates have increased the cost of borrowing and volatility in the financial markets and could impact our access to, or further increase the cost of, any debt financing obtained by us in the future. If we raise additional funds through further issuances of equity, convertible debt securities or other securities convertible into equity, our existing stockholders could suffer significant dilution in their percentage ownership of our company, and any new equity securities we issue could have rights, preferences and privileges senior to those of holders of our Class A common stock.

We have acquired, and may continue to acquire, other companies or technologies, which could divert our management’s attention, result in additional dilution to our stockholders and otherwise disrupt our operations and adversely affect our operating results.

We ~~periodically~~have acquired and may in the future seek to acquire or invest in businesses, applications or technologies that we believe could complement or expand our solutions, enhance our technical capabilities or otherwise offer growth opportunities. The pursuit of potential acquisitions may divert the attention of management and cause us to incur various expenses in identifying, investigating and pursuing suitable acquisitions, whether or not they are consummated. In addition, we have limited experience in acquiring other businesses. IfFor businesses we have acquired or may acquire, ~~additional businesses,~~ we may not be able to integrate the acquired customers, personnel, operations and technologies successfully or effectively manage the combined business following the acquisition.

Because we recognize revenue over the term of each subscription, downturns or upturns in sales may not be immediately reflected in our operating results.

We generally recognize subscription and support revenue from customers ratably over the terms of their subscription agreements, which are typically on an annual cycle and automatically renew for additional periods. As a result, a substantial portion of the revenue we report in each quarter will be derived from the recognition of deferred revenue relating to subscription agreements entered into during previous quarters. Consequently, a decline in new or renewed subscriptions in any one quarter may not be immediately reflected in our revenue results for that quarter. Accordingly, the effect of any significant downturns in sales, ~~including changes as a result of the ongoing COVID-19 pandemic,~~ may not be fully reflected in our results of operations until future periods.

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We are subject to general litigation that may materially adversely affect us.

From time to time, we may be involved in disputes or regulatory inquiries that arise in the ordinary course of business. We expect that the number and significance of these potential disputes may increase as our business expands domestically and internationally and our company grows larger. While our agreements with customers limit our liability for damages arising from our solutions, we cannot assure you that these contractual provisions will protect us from liability for damages in the event we are sued. Although we carry general liability insurance coverage, our insurance may not cover all potential claims to which we are exposed or may not be adequate to indemnify us for all liability that may be imposed. Any claims against us, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time, and result in the diversion of significant operational resources. Because litigation is inherently unpredictable, we cannot assure you that the results of any of these actions will not have a material adverse effect on our business, financial condition, results of operations and prospects.

A failure to maintain adequate internal controls over our financial and management systems could cause errors in our financial reporting.

We must maintain effective financial and management systems and internal controls to meet our public company reporting obligations. Moreover, SOX requires, among other things, that we maintain effective disclosure controls and procedures and internal control over financial reporting. If we have a material weakness or deficiency in our internal control over financial reporting, we may not detect errors on a timely basis and our financial statements may be materially misstated. Effective internal controls are necessary for us to produce reliable financial reports and are important to prevent fraud. As a result, our failure to maintain effective financial and management systems and internal controls could result in errors in our financial reporting, us being subject to regulatory action and a loss of investor confidence in the reliability of our financial statements.

Our relatively limited operating history makes it difficult to predict our future operating results.

We were founded in 2008 and have a relatively limited operating history. We began offering our first solution in 2010 and launched our platform in 2013. As a result of our limited operating history, our ability to forecast our future operating results is limited and subject to a number of uncertainties, including our ability to plan for and model future growth. We have encountered and will encounter risks and uncertainties frequently experienced by growing companies in rapidly changing industries, such as the risks and uncertainties described herein. If our assumptions regarding these risks and uncertainties (which we use to plan our business) are incorrect or change due to changes in our markets, or if we do not address these risks successfully, our operating and financial results could differ materially from our expectations and our business could suffer.

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Risks Related to Technology and Intellectual Property

~~If we~~We face continually evolving cybersecurity risks, which could result in the loss, theft, misuse, unauthorized disclosure, access, or destruction of confidential information or data, disruption of our ~~service providers fail~~solutions, damage to ~~keep~~ our ~~customers’ information confidential or otherwise handle their information improperly, our business~~brands, reputation and ~~reputation could be adversely affected.~~relationships with customers, legal exposure and financial losses.

Because data security is a critical competitive factor in our industry, we make numerous statements in our privacy policy and customer agreements, through our certifications to privacy standards and in our marketing materials, providing assurances about the security of our platform. If we fail to keep customers’ proprietary information and documentation confidential, we may lose existing customers and potential new customers and may expose them to significant damages based on the premature release of confidential information. While we have security measures in place to protect customer information and prevent data loss and other security breaches, these measures have been in the past, and may in the future be, breached as a result of third-party action, employee error, malfeasance or ~~otherwise.~~otherwise, including cyber attacks, account takeover attacks, denial of service attacks and other cyber security threats. Because the techniques used to obtain unauthorized access or sabotage systems change frequently and generally are not identified until they are launched against a target, we may be unable to anticipate these techniques or to implement adequate preventative measures. Further, cyber security threats have been increasing in frequency and sophistication globally, with threats ranging from individuals to sophisticated organizations, including state-sponsored actors and organizations. We may not be able to deploy, allocate, or retain sufficient resources to keep pace with the persistent and evolving cyber security threat landscape, which may result in significant data loss, significant costs and liabilities, and could reduce our revenue, harm our reputation and compromise the competitiveness of our business.

In addition, certain of our service providers (including, without limitation, hosting facilities, disaster recovery providers and software providers) have access to our customers’ data and could suffer security breaches or data losses that affect our customers’ information. If an actual or perceived security breach or premature release occurs, our reputation could be damaged and we may lose future sales and customers. We may also become subject to civil claims, including indemnity or damage claims in certain customer contracts, or criminal investigations by appropriate authorities, any of which could harm our business and operating results. Furthermore, while our errors and omissions insurance policies include liability coverage for these matters, if we experienced a widespread security breach that impacted a significant number of our customers for whom we have these indemnity obligations, we could be subject to indemnity claims that exceed such ~~coverage.~~coverage or increased costs for such insurance.

The success of our cloud-based software largely depends on our ability to provide reliable solutions to our customers.

Because our solutions are complex and we continually release new features, our solutions could have errors, defects, viruses or security flaws that could result in unanticipated downtime for our subscribers and harm our reputation and our business. Since our customers use our solutions for important aspects of their business, any errors, defects, disruptions in access, security flaws, viruses, data corruption or other performance problems associated with our solutions could hurt our reputation and may damage our customers’ businesses. If that occurs, customers could elect not to renew their subscriptions, could delay or withhold payment to us or may make warranty or other claims against us. In addition, if the public becomes aware of a security breach of our solutions, our future business prospects could be adversely impacted.

Any failure to offer high-quality technical support services may adversely affect our relationships with our customers.

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Once our solutions are deployed, our customers depend on our customer success organization to resolve technical issues relating to our solutions. We may be unable to respond quickly enough to accommodate short-term increases in customer demand for support services without incurring additional expenses or at all. Increased customer demand for these services, without corresponding revenue, could increase costs and adversely affect our operating results. In addition, our sales process is highly dependent on our solutions and business reputation and on positive recommendations from our existing customers.

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Failure to establish and maintain partnerships that can provide complementary technology offerings and software integrations could limit our ability to grow our business.

Our growth strategy includes expanding the use of our platform through complementary technology offerings and software integrations, such as third-party application programming interfaces, or APIs. While we have established relationships with certain providers of complementary technology offerings and software integrations, we cannot assure you that we will be successful in maintaining partnerships with these providers or in establishing additional partnerships of this type. Third-party providers of complementary applications and APIs may decline to enter into partnerships with us or may later terminate their relationships with us, 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 with the Workiva platform. Further, if we fail to integrate the Workiva platform with new third-party applications and platforms that our customers use, or to adapt to the data transfer requirements of such third-party applications and platforms, we may not be able to offer the functionality that our customers need. In addition, we may benefit from these partners’ brand recognition, reputations, referrals and customer bases. Any losses or shifts in the referrals from or the market positions of these partners in general, in relation to one another or to new competitors or new technologies could lead to losses in our relationships or customers or our need to identify or transition to alternative channels for marketing our solutions.

If we do not keep pace with technological changes, our solutions may become less competitive.

Our market is characterized by rapid technological change (such as the use of artificial intelligence (“AI”) and machine learning), frequent product and service innovation and evolving industry standards. If we are unable to provide enhancements and new features for our existing solutions or new solutions that achieve market acceptance or that keep pace with these technological developments, our business could be adversely affected. For example, we focus on enhancing the features of our platform to improve its utility for larger customers with complex, dynamic and global operations. The success of enhancements, new features and solutions depends on several factors, including the timely completion, introduction and market acceptance of the enhancements or new features or solutions. If we fail to introduce platform enhancements, or if our customers experience difficulties using our platform as a result of the transition or of the implementation of these enhancements, our revenue retention and revenue growth may be adversely affected. In addition, because our solutions are designed to operate on a variety of systems, we will need to continuously modify and enhance our solutions to keep pace with changes in internet-related hardware, software, communication, browser and database technologies. We may not be successful in either developing these modifications and enhancements or in bringing them to market in a timely fashion. Furthermore, as digital transformation accelerates across a customer’s enterprise, capabilities such as AI, machine learning, hyper automation, low-code/no-code application development, database scalability, consumer-grade user experiences, and collaboration become increasingly relevant to the customer’s evolving needs. The uncertainties about the timing and nature of new ~~network platforms or~~ technologies, or modifications to existing platforms or technologies, could increase our research and development expenses. Any failure of our solutions to keep pace with technological changes or operate effectively with

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future network platforms and technologies could reduce the demand for our solutions, result in customer dissatisfaction and adversely affect our business.

Issues relating to the development of AI, machine learning and other technological capabilities in our solutions and offerings may result in reputational harm, liability and adverse financial results.

Social and ethical risks, challenges and issues relating to the use of AI in our solutions and offerings may result in reputational harm, liability and additional costs. We currently incorporate AI technologies into certain of our solutions and offerings. If our AI development, deployment or governance is ineffective or inadequate, it may result in incidents that impair the public acceptance of AI solutions, result in our solutions not working as intended or producing unexpected outcomes or cause brand or reputational harm.

In addition, the regulatory environment regarding AI is evolving and may increase our research and development costs, increase our liability related to the use of AI by our customers or users (including potential liability regarding intellectual property or privacy laws), increase compliance costs and result in inconsistencies in evolving legal frameworks across jurisdictions. While we have taken a responsible approach to the development and use of AI in our solutions, we may be unsuccessful in identifying or resolving issues before they arise, subjecting us to additional compliance requirements, regulatory action, competitive harm or legal liability. Additionally, the use of AI in business operations carries inherent risks to data privacy and security, such as unintended or inadvertent transmission of proprietary or sensitive information.

If we fail to manage our technical operations infrastructure, our existing customers may experience service outages, and our new customers may experience delays in the deployment of our solutions.

We have experienced significant growth in the number of users, projects and data that our operations infrastructure supports. We seek to maintain sufficient excess capacity in our operations infrastructure to meet the needs of all of our customers. We also seek to maintain excess capacity to facilitate the rapid provision of new customer deployments and the expansion of existing customer deployments. In addition, we need to properly manage our technological operations infrastructure in order

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to support changes in hardware and software parameters and the evolution of our solutions, all of which require significant lead time. Our platform interacts with and depends on technology provided by ~~Amazon Web Services, Google Cloud Platform~~AWS and other third-party providers, and our data is hosted pursuant to service agreements with these providers. We do not control the operation of these providers or their facilities, and the facilities are vulnerable to damage, interruption or misconduct, which could result in interruptions in our services. We have experienced, and may in the future experience, website disruptions, outages and other performance problems. These problems may be caused by a variety of factors, including infrastructure changes, human or software errors, viruses, security attacks, fraud, spikes in customer usage and denial of service issues. In some instances, we may not be able to identify the cause or causes of these performance problems within an acceptable period of time. If we do not accurately predict our infrastructure requirements, our existing customers may experience service outages that may subject us to financial penalties, financial liabilities and customer losses. If our operations infrastructure fails to keep pace with increased sales, customers may experience delays as we seek to obtain additional capacity, which could adversely affect our reputation and our revenue.

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The inability to maintain software licenses, or the existence of errors in the software we license could result in increased costs or reduced service levels.

Our solutions incorporate certain third-party software that may be licensed to or hosted by or on behalf of Workiva, or may be hosted by a licensor and accessed by Workiva on a Software-as-a-Service basis. We anticipate that we will continue to rely on third-party software and development tools from third parties in the future. There may not be commercially reasonable alternatives to the third-party software we currently use, or it may be difficult or costly to replace. In addition, integration of the software used in our solutions with new third-party software may require significant work and require substantial investment of our time and resources. Any undetected errors or defects in this third-party software could prevent the deployment or impair the functionality of our solutions, delay new solution introductions, result in a failure of our solutions and injure our reputation.

Interruptions in third-party services or software may damage our reputation, reduce our revenue, cause us to issue credits or pay penalties, cause customers to terminate their subscriptions and adversely affect our renewal rates and our ability to attract new customers. Our business would be harmed if our customers and potential customers believe our service is unreliable. Any inability to maintain or acquire third-party licensed software for use in our solutions could result in increased costs or reduced service levels, which would adversely affect our business.

Any failure or interruptions in the internet infrastructure, bandwidth providers, data center providers, other third parties or our own systems could negatively impact our business.

Our ability to deliver our solutions is dependent on the development and maintenance of the internet and other telecommunications services by third parties. Such services include maintenance of a reliable network backbone with the necessary speed, data capacity and security for providing reliable internet access and services and reliable telecommunications systems that connect our operations. While our solutions are designed to operate without interruption, we may experience interruptions and delays in services and availability from time to time.

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Further, we rely on third-party systems and vendors, including data center, bandwidth, and telecommunications equipment providers, to provide our solutions. Our platform has been developed with, and is based on, cloud computing technology. It is hosted pursuant to service agreements on servers by third-party service providers, including ~~those~~ with ~~Amazon Web Services and Google Cloud Platform.~~AWS. We do not control the operation of these providers or their facilities, and the facilities are vulnerable to damage, interruption or misconduct. We also do not maintain redundant systems for some of these services. Unanticipated problems at these facilities could result in lengthy interruptions in our services. If the services of one or more of these providers are terminated, disrupted, interrupted or suspended for any reason, we could experience disruption in our ability to offer our solutions, or we could be required to retain the services of replacement providers. We may move or transfer our data and our customers’ data to other cloud hosting providers and any unsuccessful data transfers may impair the delivery of our service.

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Changes in laws and regulations related to technology, the internet or changes in the internet infrastructure itself may diminish the demand for our solutions.

The future success of our business depends upon the continued use of the internet as a primary medium for commerce, communication and business solutions. Federal, state or foreign government bodies or agencies have in the past adopted, and may in the future adopt, laws or regulations affecting the use of the internet as a commercial medium. Changes in these laws or regulations could require us to modify our solutions in order to comply with these changes. In addition, government agencies or private organizations may begin to impose taxes, fees or other charges for accessing the internet or commerce conducted via the internet. These laws or charges could result in reductions in the demand for internet-based solutions such as ours.

In addition, the use of the internet as a business tool could be adversely affected due to delays in the development or adoption of new standards and protocols to handle increased demands of internet activity, security, reliability, cost, ease of use, accessibility and quality of service. The performance of the internet and its acceptance as a business tool has been adversely affected by “viruses,” “worms” and similar malicious programs, and the internet has experienced a variety of outages and other delays as a result of damage to portions of its infrastructure. If the use of the internet or technology generally is adversely affected by these issues, demand for our solutions could suffer.

We are subject to U.S. and foreign data privacy and protection laws and regulations as well as contractual privacy obligations.

We manage private and confidential information and documentation related to our customers’ finances and transactions, often prior to public dissemination. The use of insider information is highly regulated in the ~~United States~~U.S. and abroad, and violations of securities laws and regulations may result in civil and criminal penalties. In addition, we are subject to the data privacy and protection laws and regulations adopted by federal, state and foreign legislatures and governmental agencies. Privacy laws restrict our storage, use, processing, disclosure, transfer and protection of personal information that may be placed in our platform by our customers or collected from visitors while visiting our websites. The regulatory framework for privacy and data protection issues worldwide is evolving, and new or proposed legislation and regulations could also significantly affect our business. These laws and regulations, as well as any associated inquiries or investigations or any other government actions, may be costly to comply with and may delay or impede the development of new products, result in negative publicity, increase our operating costs, require significant management time and attention, and subject us to remedies that may harm our business, including fines or demands or orders that we modify or cease existing business practices.

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In addition, as we expand our operations internationally, compliance with regulations that differ from jurisdiction to jurisdiction may also impose substantial burdens on our business. In particular, the European Union has implemented the General Data Protection Regulation ~~(GDPR)~~(“GDPR”), which came into force in May 2018. The GDPR includes more robust obligations on data processors and heavier documentation requirements for data protection compliance programs by companies that process personal data of residents of the E.U., and imposes significant penalties for non-compliance. Further, because our customers often use a Workiva account across multiple jurisdictions, E.U. regulators could determine that we transfer data from the E.U. to the U.S., which could subject us to E.U. laws with respect to data privacy. Those laws and regulations are uncertain and subject to change. For example, in July 2020, the Court of Justice of the E.U. issued a decision that invalidated the E.U.-U.S. Privacy Shield framework, a mechanism that companies had previously relied on to transfer personal information from the E.U. to the U.S., on the basis that such transfer mechanism does not comply with the level of protection required under the GDPR. These changes to the legal bases for transferring data from E.U. to the U.S. could affect the manner in which we provide our services or adversely affect our financial results. In addition, the political and economic instability created by Brexit has caused and may continue to cause significant volatility in global financial markets and uncertainty regarding the regulation of data protection in the U.K. In particular, it is unclear how the U.K.’s vote to leave the E.U. will affect the U.K.’s enactment of the GDPR, and how data transfers to and from the U.K. will be regulated.

In addition to government activity, the technology industry and other industries are considering various new, additional or different self-regulatory standards that may place additional burdens on us. If the processing of personal and confidential information were to be curtailed in this manner, our software solutions may be less effective or diminish the user experience, which may reduce demand for our solutions and adversely affect our business.

We are also subject to the privacy and data protection-related obligations in our contracts with our customers and other third parties. We could be adversely affected by changes to these contracts in ways that are inconsistent with our practices or in conflict with the laws and regulations of the ~~United States,~~U.S., foreign or international regulatory authorities. We may also be contractually liable to indemnify and hold harmless our clients from the costs or consequences of inadvertent or unauthorized disclosure of data that we store or handle as part of providing our services. Finally, we are also subject to contractual obligations and other legal restrictions with respect to our collection and use of data, and we may be liable to third parties in the event we are deemed to have wrongfully used or gathered data.

As our customers and prospects prepare to comply with frequently changing privacy legislation, including GDPR, we are subject to our current and prospective customers’ enhanced due diligence prior to contract execution. Furthermore, the uncertainty of how regulators will apply privacy laws in different jurisdictions has caused many companies to adopt very broad and restrictive vendor policies, contract templates and requirements. Due to the aforementioned changes to privacy law, our current and prospective customers have begun to require us to adopt standard contractual clauses, data processing agreements, or amendments to existing agreements regarding privacy and/or security compliance prior to conducting new (or any) business with us. In addition, due diligence by current or prospective customers may take the form of onsite audits and questionnaires. Negotiating these clauses and satisfying customers’ concerns around privacy risk can slow down the overall sales cycle due to the coordination of so many subject matter experts. Slower sales cycles may limit our ability to grow and create focus on compliance points as opposed to new sales.

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Any failure by us or a third-party contractor providing services to us to comply with applicable privacy and data protection laws, regulations, self-regulatory requirements or industry guidelines, our contractual privacy obligations or our own privacy policies, may result in fines, statutory or contractual damages, litigation or governmental enforcement actions. These proceedings or violations could force us to spend significant amounts in defense or settlement of these proceedings, result in the imposition of monetary liability, distract our management, increase our costs of doing business, and adversely affect our reputation and the demand for our solutions.

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Furthermore, government agencies may seek to access sensitive information that our customers upload to our service providers or restrict customers’ access to our service providers. Laws and regulations relating to government access and restrictions are evolving, and compliance with such laws and regulations could limit adoption of our services by customers and create burdens on our business. Moreover, investigations into our compliance with privacy-related obligations could increase our costs and divert management attention.

Any failure to protect our intellectual property rights or defend against accusations of infringement of third-party intellectual property rights could impair our ability to protect our proprietary technology and our brand.

Our success substantially depends upon our proprietary methodologies and other intellectual property rights. Unauthorized use of our intellectual property by third parties may damage our brand and our reputation. As of December 31, ~~2020,~~2023, we had 5476 issued patents and 1317 patent applications pending, ~~in the United States,~~ and we expect to seek additional patents in the future. In addition, we rely on a combination of copyright, trademark and trade secret laws, employee and third-party non-disclosure and non-competition agreements and other methods to protect our intellectual property. However, unauthorized parties may attempt to copy or obtain and use our technology to develop products with the same functionality as our solutions. We cannot assure you that the steps we take to protect our intellectual property will be adequate to deter misappropriation of our proprietary information or that we will be able to detect unauthorized use and take appropriate steps to protect our intellectual property. ~~United States~~U.S. federal and state intellectual property laws offer limited protection, and the laws of some countries provide even less protection. Moreover, changes in intellectual property laws, such as changes in the law regarding the patentability of software, could also impact our ability to obtain protection for our solutions. In addition, patents may not be issued with respect to our pending or future patent applications. Those patents that are issued may not be upheld as valid, may be contested or circumvented, or may not prevent the development of competitive solutions.

Patent and other intellectual property disputes are common in our industry. We might be required to spend significant resources and divert the efforts of our technical and management personnel to monitor and protect our intellectual property. Litigation brought to protect and enforce our intellectual property rights could be costly, time-consuming and distracting to management and could result in the impairment or loss of portions of our intellectual property. Furthermore, our efforts to enforce our intellectual property rights may be met with defenses, counterclaims and countersuits attacking the validity and enforceability of our intellectual property rights. Any failure to secure, protect and enforce our intellectual property rights could seriously adversely affect our brand and adversely impact our business.

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In addition, our success depends upon our ability to refrain from infringing upon the intellectual property rights of others. Some companies, including some of our competitors, own large numbers of patents, copyrights and trademarks, which they may use to assert claims against us. As we grow and enter new markets, we will face a growing number of competitors. As the number of competitors in our industry grows and the functionality of products in different industry segments overlaps, we expect that software and other solutions in our industry may be subject to such claims by third parties. Third parties may in the future assert claims of infringement, misappropriation or other violations of intellectual property rights against us. We cannot assure you that infringement claims will not be asserted against us in the future, or that, if asserted, any infringement claim will be successfully defended. A successful claim against us could require that we pay substantial damages or ongoing royalty payments, prevent us from offering our services, or require that we comply with other unfavorable terms. We may also be obligated to indemnify our customers or business partners or pay substantial settlement costs, including royalty payments, in connection with any such claim or litigation and to obtain licenses, modify applications or refund fees, which could be costly. Even if we were to prevail in such a dispute, any litigation regarding our intellectual property could be costly and time-consuming and divert the attention of our management and key personnel from our business operations.

Some of our solutions utilize open source software, and any failure to comply with the terms of one or more of these open source licenses could negatively affect our business.

Some of our solutions include software covered by open source licenses, which may include, by way of example, GNU General Public License and the Apache License. The terms of various open source licenses have not been interpreted by ~~United States~~U.S. 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 market our solutions. By the terms of certain open source licenses, we could be required to release the source code of our proprietary software, and to make our proprietary software available under open source licenses, if we combine our proprietary software with open source software in a certain manner. In the event that portions of our proprietary software are determined to be subject to an open source license, we could be required to publicly release the affected portions of our source code, re-engineer all or a portion of our technologies, or otherwise be limited in the licensing of our technologies, each of which could reduce or eliminate the value of our technologies and services. In addition to risks related to license requirements, usage of open source software can lead to greater risks than use of third-party commercial software, as open source licensors generally do not provide warranties, assurance of performance or title, or controls on the origin of, ~~the~~or updates to, such software. Many of the risks associated with usage of open source software cannot be eliminated and could negatively affect our business.

Risks Related to Taxes

The adoption of new tax legislation could adversely affect our business and financial condition.

On December 22, 2017, the U.S. government enacted legislation commonly referred to as the “Tax Cuts and Jobs Act” (TCJA). The TCJA made widespread changes to the Internal Revenue Code of 1986, as amended (Code), including the reduction of the federal corporate tax rate. Further changesChanges to U.S. tax laws could also impact how U.S. corporations are taxed. Although we cannot predict whether or in what form such changes will be issued or enacted, they could have a material impact on our effective tax rate, income tax expense, deferred tax assets, results of operations, cash flows, and profitability. Additionally, as our employees continue to work remotely from geographic locations across the U.S. and internationally, we may become subject to additional taxes and our compliance burdens with respect to the tax laws of additional jurisdictions may be increased.

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Determining our income tax rate is complex and subject to uncertainty.

The computation of provision for income tax is complex, as it is based on the laws of numerous taxing jurisdictions and requires significant judgment on the application of complicated rules governing accounting for tax provisions under U.S. generally accepted accounting principles. In addition, the application of federal, state, local and international tax laws to services provided electronically is evolving, and new tax requirements could be applied solely or disproportionately to services provided over the internet. Provision for income tax for interim quarters is based on a forecast of our U.S. and non-U.S. effective tax rates for the year, which includes forward-looking financial projections, including the expectations of profit and loss by jurisdiction, and contains numerous assumptions. Various items cannot be accurately forecasted and future events may be treated as discrete to the period in which they occur. Our provision for income tax can be materially impacted, for example, by the geographical mix of our profits and losses, changes in our business, such as internal restructuring and acquisitions, changes in tax laws and accounting guidance and other regulatory, legislative or judicial developments changes in tax rates, tax audit determinations, changes in our uncertain tax positions, changes in our intent and capacity to permanently reinvest foreign earnings, changes to our transfer pricing practices, tax deductions attributed to equity compensation and changes in our need for a valuation allowance for deferred tax assets. The authorities in these jurisdictions in which we operate or otherwise conduct business, including state and local taxing authorities in the ~~United States,~~U.S., could successfully assert that we are obligated to pay additional taxes, interest and penalties. The authorities could also claim that various withholding requirements apply to us or our subsidiaries or assert that benefits of tax treaties, tax holidays or government grants that we intend to utilize are not available to us or our subsidiaries, any of which could have a material impact on us and the results of our operations.

The tax authorities in the ~~United States~~U.S. and other countries where we do business regularly examine our income and other tax returns, and these examinations could result in the assessment of material additional taxes. Our tax expense also may be impacted if our intercompany transactions, which are required to be computed on an arm’s-length basis, are challenged and successfully disputed by the tax authorities. For these reasons, our actual income taxes may be materially different from our provision for income tax.

Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.

In general, under Section 382 of the Internal Revenue Code, as amended (the “Code”), a corporation that undergoes an ownership change within the meaning of Section 382 of the Code and the underlying regulations is subject to limitations on its ability to utilize its pre-change ~~NOLs,~~net operating losses (“NOLs”), to offset future taxable income. If our existing NOLs are subject to limitations arising from previous ownership changes, our ability to utilize NOLs could be limited by Section 382 of the Code. Future changes in our stock ownership, some of which are outside of our control, could result in an ownership change under Section 382 of the Code. Furthermore, our ability to utilize the NOLs of companies that we have acquired or may acquire in the future may be subject to limitations. There is also a risk that under prior regulations or due to other unforeseen reasons, our prior year NOLs could expire or otherwise be unavailable to offset future income tax liabilities. For these reasons, we may not be able to realize a tax benefit from the use of our NOLs, whether or not we attain profitability.

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Risks Related to Ownership of Our Securities

Our stock price has been and will likely continue to be volatile or may decline regardless of our operating performance.

The trading price for shares of our Class A common stock has been, and is likely to continue to be, volatile for the foreseeable future. The market price of our Class A common stock may fluctuate in response to many risk factors listed in this section, and others beyond our control.

Furthermore, the stock markets recently have experienced extreme price and volume fluctuations that have affected and continue to affect the market prices of equity securities of many companies, and technology companies in particular. These fluctuations often have been unrelated or disproportionate to the operating performance of those companies. These broad market and industry fluctuations, as well as general economic, political and market conditions such as recessions, interest rate changes or international currency fluctuations, may negatively impact the market price of our Class A common stock. In the past, companies that have experienced volatility in the market price of their stock have been subject to securities class action litigation. We may be the target of this type of litigation in the future. Securities litigation against us could result in substantial costs and divert our management’s attention from other business concerns, which could harm our business.

If there are substantial sales of shares of our Class A common stock or some or all of our convertible senior notes are converted and sold, the price of our Class A common stock could decline.

The price of our Class A common stock could decline if our convertible senior notes are converted. In addition, upon conversion of the convertible senior notes, we have the option to pay or deliver, as the case may be, cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, and anticipated conversion of the convertible senior notes into shares of our Class A common stock could depress the price of our Class A common stock. Further, the existence of the convertible senior notes may encourage short selling by market participants that engage in hedging or arbitrage activity.

The market price of the shares of our Class A common stock could decline as a result of the sale of a substantial number of our shares of common stock in the public market, including by us, our directors, executive officers and significant shareholders, or by the conversion of our convertible senior notes into shares of our Class A common stock and the subsequent sale of such shares in the public market. New investors in subsequent transactions could gain rights, preferences and privileges senior to those of holders of our Class A common stock.

The dual class structure of our common stock concentrates voting control with certain of our executives.

Our Class B common stock has ten votes per share, and our Class A common stock has one vote per share. As of December 31, ~~2020,~~2023, the Class B common stock beneficially owned by certain of our current and former executive officers collectively represented approximately ~~66%~~43% of the voting power of our outstanding capital stock. ~~Because~~This significant concentration of ~~the ten-to-one voting ratio between our Class B and Class A common stock, the holders of our Class B common stock collectively will continue to control a majority of the combined~~ voting power of our common stock and therefore be able to control all matters submitted to our stockholders for approval so long as the shares of Class B common stock represent at least 9.1% of all outstanding shares of our Class A and Class B common stock. This concentrated control willmay limit the ability of Class A common stockholders to influence corporate matters for the foreseeable future and may have the effect of delaying, deferring or preventing a change in control, impeding a merger, consolidation, takeover or other business combination involving us, or discouraging a potential acquirer from making a

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tender offer or otherwise attempting to obtain control of our business, even if such a transaction would benefit other stockholders. The holders of Class B common stock may also have interests that differ from those of Class A common stock holders and may vote in a way that may be adverse to the interests of holders of Class A common stock.

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Anti-takeover provisions in our charter documents, our convertible senior notes and ~~under~~ Delaware law could make an acquisition of us more difficult, limit attempts by our stockholders to replace or remove our current management and may negatively affect the market price of our Class A common stock.

Provisions in our certificate of incorporation and bylaws may have the effect of delaying or preventing a change of control or changes in our management. Our certificate of incorporation and bylaws include provisions that:

•establish that our board of directors is divided into three classes, with each class serving three-year staggered terms;

•provide that our directors may be removed only for cause;

•provide that vacancies on our board of directors may be filled only by a majority of directors then in office, even though less than a quorum;

•require that any action to be taken by our stockholders be effected at a duly called annual or special meeting and not by written consent;

•specify that special meetings of our stockholders can be called only by our board of directors, the chairman of our board of directors or our chief executive officer or president (in the absence of a chief executive officer);

•establish an advance notice procedure for stockholder proposals to be brought before an annual meeting, including proposed nominations of persons for election to our board of directors;

•authorize our board of directors to issue, without further action by the stockholders, up to 100,000,000 shares of undesignated preferred stock;

•require the approval of our board of directors or the holders of a supermajority of our outstanding shares of capital stock to amend our bylaws and certain provisions of our certificate of incorporation; and

•reflect two classes of common stock, as discussed above.

In addition, certain provisions in the indenture governing our convertible senior notes may make it more difficult or expensive for a third party to acquire us. In addition, we are a Delaware corporation and governed by the provisions of Section 203 of the Delaware General Corporation Law, which generally prohibits a Delaware corporation from engaging in any of a broad range of business combinations with any “interested” stockholder, in particular those owning 15% or more of our outstanding voting stock, for a period of three years following the date on which the stockholder became an “interested” stockholder.

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We do not intend to pay dividends for the foreseeable future.

We may not declare or pay cash dividends on our capital stock in the near future. We currently intend to retain any future earnings to finance the operation and expansion of our business, and we do not expect to declare or pay any dividends in the foreseeable future. Consequently, stockholders must rely on sales of their Class A common stock after price appreciation as the only way to realize any future gains on their investment.

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Risks Related to Our Indebtedness

The conditional conversion feature of our convertible senior notes ~~if triggered,~~ may adversely affect our financial condition and operating results.

We completed ~~an offering~~offerings of convertible senior notes in August ~~2019.~~2019 and August 2023. In the event the conditional conversion ~~feature~~features of our convertible senior notes isare triggered, holders of such notes will be entitled to convert the convertible senior notes at any time during specified periods at their option. If one or more holders elect to convert their convertible senior notes, unless we elect to satisfy our conversion obligation by delivering solely shares of our Class A 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 do not elect to convert their convertible senior notes, we ~~could~~would be required under applicable accounting rules to reclassify all or a portion of the outstanding principal of the convertible senior notes as a current rather than long-term liability, which would result in a material reduction of our net working capital.

Servicing our debt requires a significant amount of cash.

Our ability to make scheduled payments of the principal of, to pay interest on or to refinance our current and future indebtedness, including our convertible senior notes, depends on our future performance. In addition, holders of the convertible senior notes will have the right to require us to repurchase their convertible senior notes for cash upon the occurrence of certain fundamental changes. Upon conversion of the convertible senior notes, unless we elect to deliver solely shares of our Class A 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. Our business may not continue to generate cash flow from operations in the future sufficient to service our debt and make necessary capital expenditures.

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Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

Risk management and strategy

We are subject to various cybersecurity risks that could adversely affect our business, financial condition, results of operation and reputation. We recognize the importance of developing, implementing, and maintaining comprehensive cybersecurity measures as part of our larger risk management program to safeguard our information systems and protect the confidentiality, integrity, and availability of our data. Our risk management team works closely with our Information Technology and Information Security (“InfoSec”) departments to evaluate and address cybersecurity risks in alignment with our business objectives and operational needs. Our information security program incorporates data encryption and access control, single sign-on and multi-factor authentication, vulnerability management, and malware protection for both laptops and servers. We align with industry standards and frameworks, and we maintain FedRAMP Moderate authorization, an ISO 27001 certificate, and SOC 1 and 2 Type 2 reports to comply and adhere to industry standard practices. There can be no guarantee that, in every instance, our policies and procedures will be properly followed or that those policies and procedures will prevent malicious or unauthorized access to our information systems.

Engaging Third-parties on Risk Management

Recognizing the complexity and evolving nature of cybersecurity threats, we regularly engage with a range of external experts, including cybersecurity assessors, consultants, and auditors in evaluating and testing our risk management systems. These partnerships enable us to leverage specialized knowledge and insights in order to adhere to industry standard practices. Our collaboration with these third-parties includes regular audits, threat assessments, and consultation on security enhancements.

Overseeing Third-party Risk

We require that all third-party vendors that have access to or handle sensitive information undergo a risk-based vendor security assessment. Our Governance, Risk and Compliance team conducts security assessments of critical third-party providers before engagement and maintains ongoing annual monitoring to mitigate risks relating to data breaches or other security incidents originating from third-parties.

Risks from Cybersecurity Threats

We have not encountered any incidents from cybersecurity threats to date, including as a result of any previous cybersecurity incidents, that have materially affected, or are reasonably likely to materially affect, our business strategy, results of operations, or financial condition. Although we have not yet been materially impacted by any cybersecurity incident, we are subject to cybersecurity threats, as discussed in Item 1A. Risk Factors, including in the risk factor entitled “We face continually evolving cybersecurity risks, which could result in the loss, theft, misuse, unauthorized disclosure, access, or destruction of confidential information or data, disruption of our solutions, damage to our brands, reputation and relationships with customers, legal exposure and financial losses.”

Governance

The Board of Directors (the “Board”) has established oversight mechanisms designed to manage risks associated with cybersecurity threats.

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Board of Directors Oversight

The Board is composed of members who have diverse expertise including, risk and financial management, technology, cybersecurity and finance, equipping the Board to oversee cybersecurity risks effectively.

Management’s Role Managing Risk

The Chief Information Security Officer (“CISO”) plays a pivotal role in informing the Board and the Audit Committee on cybersecurity risks and provides comprehensive briefings on a regular basis, with a minimum frequency of three times per year to the Audit Committee and once per year to the full Board. During committee reports, the Audit Committee would apprise the full Board of any significant cybersecurity updates. These briefings encompass a broad range of topics, including:

•Current cybersecurity landscape and emerging threats;

•Status of ongoing cybersecurity initiatives and strategies;

•Incident reports and knowledge gleaned from any cybersecurity events; and

•Compliance with regulatory requirements and industry standards.

In addition to our scheduled meetings, the CISO and Chief Executive Officer (“CEO”) inform and consult as appropriate with the Board regarding any significant developments in the cybersecurity domain.

The CISO is continually informed about the latest developments in cybersecurity, including potential threats and innovative risk management techniques. The CISO implements and oversees processes for the regular monitoring of our information systems. This includes the deployment of security measures and regular system audits to identify potential vulnerabilities. In the event of a cybersecurity incident, the CISO is equipped with an incident response plan. This plan includes actions to mitigate the impact of any current cybersecurity incidents and long-term strategies for remediation and prevention of future incidents.

Monitoring Cybersecurity Incidents and Reporting to Board of Directors

The CISO regularly informs the CEO, Chief Legal Officer, Chief Information Officer and in-house data privacy counsel regarding cybersecurity risks and incidents to keep senior management abreast of our cybersecurity posture and potential risks facing Workiva. Furthermore, significant cybersecurity matters, and strategic risk management decisions are escalated to the Board, to enable it to provide oversight and guidance on any critical cybersecurity issues.

Item 2. Properties

Our corporate headquarters is located in Ames, Iowa, where we lease approximately 120,000 square feet of office space. We also lease office facilities in ~~nine~~six U.S. cities located in Arizona, Colorado, ~~the District of Columbia, Illinois,~~ Montana, New York, ~~Pennsylvania,~~ and South Carolina. Internationally, we lease offices or contract with flexible workspace providers in ~~Ontario and Saskatchewan,~~ Canada, the Netherlands, the United Kingdom, Germany, France, Denmark, Sweden, Hong Kong, Australia, Japan, and Singapore. We believe that our properties are generally suitable to meet our needs for the foreseeable future. In addition, to the extent we require additional space in the future, we believe that it would be readily available on commercially reasonable terms.

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Item 3. Legal Proceedings

From time to time we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are not presently a party to any legal proceedings that in the opinion of our management, if determined adversely to us, would have a material adverse effect on our business, financial condition, operating results or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.

Item 4. Mine Safety Disclosure

Not applicable.

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Part II.

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Our Class A common stock is listed on the NYSE under the symbol “WK”. Our Class B common stock is not listed or traded on any stock exchange.

Stockholders

As of December 31, ~~2020,~~2023, there were approximately 9163 stockholders of record of our Class A common stock, including The Depository Trust Company, which holds shares of our common stock on behalf of an indeterminate number of beneficial owners, as well as 1310 stockholders of record of our Class B common stock.

Dividends

We have never declared or paid cash dividends on our capital stock. We currently intend to retain any future earnings and do not expect to pay any dividends on our capital stock. Any future determination to pay dividends on our capital stock will be at the discretion of our board of directors and will depend on our financial condition, results of operations, capital requirements and other factors that our board of directors considers relevant.

Stock Performance Graph

The following shall not be deemed incorporated by reference into any of our other filings under the Exchange Act or the Securities Act.

The graph below compares the cumulative total stockholder return on our Class A common stock with the cumulative total return on the Standard & Poor’s 500 Index and the Nasdaq Computer Index. The chart assumes $100 was invested at the close of market on December 31, ~~2015,~~2018, in the Class A common stock of Workiva Inc., the S&P 500 Index and the Nasdaq Computer Index, and assumes the reinvestment of any dividends.

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The comparisons in the graph below are based upon historical data and are not indicative of, nor intended to forecast, future performance of our Class A common stock.

~~Use of Proceeds from Public Offerings of Common Stock~~

On December 17, 2014, we closed our initial public offering of 7,200,000 shares of Class A common stock at a price to the public of $14.00 per share. The offer and sale of all of the shares in the initial public offering were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No. 333-199459), which was declared effective by the SEC on December 11, 2014.

There has been no material change in the planned use of proceeds from our initial public offering as described in our final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act on December 12, 2014. Pending the uses described in our prospectus, we have invested the net proceeds in money market funds and marketable securities. We have also repaid a $2.0 million forgivable loan with proceeds from our initial public offering, allowing us to cancel letters of credit in the amount that served as security for the forgivable loan.

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Company/Index	12/31/2018		12/31/2019		12/31/2020		12/31/2021		12/31/2022		12/31/2023
Workiva Inc.	$	100.00	$	108.57	$	232.63	$	282.29	$	206.52	$	222.51
S&P 500 Index	100.00		131.54		155.85		200.68		164.39		207.63
NASDAQ Computer Index	100.00		151.95		229.98		318.81		206.17		345.27

Issuer Purchases of Equity Securities

The following table provides information about purchases of shares of our Class A Common Stock during the three months ended December 31, 2020 related to shares withheld upon vesting of restricted stock units for tax withholding obligations:

Date
Total Number of Shares Purchased (1)
Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Program Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under Program
October 2020 29,062 $ 56.65 — —
November 2020 72,578 55.31 — —
December 2020 78,308 75.15 — —
Total 179,948 $ 64.16 — —

~~(1) Total number of shares delivered to us by employees to satisfy the mandatory tax withholding requirement upon vesting of stock-based compensation awards.~~None.

Item 6. ~~Selected Consolidated Financial Data~~

~~Not applicable.~~[Reserved]

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of our operations should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this Annual Report. In addition to historical consolidated financial information, this discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed below. Factors that could cause or contribute to these differences include, but are not limited to, those identified below, and those discussed in “Section 1A. Risk Factors” included elsewhere in this Annual Report.

Overview

~~Workiva simplifies complex work~~Workiva’s mission is to power transparent reporting for ~~thousands~~a better world. We believe that all stakeholders including consumers, employees, shareholders, and regulators expect more from business – more action, transparency, and disclosure of ~~organizations worldwide.~~financial and non-financial information. We ~~are a leading provider of cloud-based compliance~~build solutions to meet that demand and ~~regulatory reporting solutions that are designed to solve business challenges at the intersection of~~streamline processes, connect data ~~process and people.~~

Workiva changes the way enterprises manage and report business data. Our open, intelligent and intuitive platform is based on single instance, multi-tenant software applications deployed in the cloud. Our platform connects data, documents and teams, ~~which results in improved efficiency, greater transparency~~ and reduced risk of errors. We offer customers controlled collaboration, data linking, data integrations, granular permissions, process management and a full audit trail on our proprietary platform. As of December 31, 2020, 3,723 organizations, including 75% of Fortune 500® ~~companies, subscribed to our~~ensure consistency – all within the Workiva platform, the world’s leading cloud platform for ~~at least one solution.(1)~~assured integrated reporting. Additionally, we offer the only unified software-as-a-service (“SaaS”) platform that brings customers’ financial reporting, Environmental, Social, and Governance (“ESG”), and Governance, Risk, and Compliance (“GRC”) together in a controlled, secure, audit-ready platform.

From data to disclosure, the Workiva platform empowers customers by connecting and transforming data from hundreds of enterprise resource planning (“ERP”), human capital management (“HCM”), and customer relationship management (“CRM”) systems, as well as other third-party cloud and on-premise applications. Customers use our platform to create, review and publish data-linked documents, presentations, and reports with greater control, consistency, accuracy, and productivity. ~~Customers collaborate in the same document simultaneously, which improves efficiency and version control.~~ Our platform is flexible and scalable, so customers can easily adapt it to define, automate, and change their business processes in real time.

~~Our~~Workiva provides more than 6,000 organizations across the globe with SaaS platform ~~lets our customers connect data from Enterprise Resource Planning (ERP), Governance Risk~~solutions to help solve some of the most complex reporting and ~~Compliance (GRC), Human Capital Management (HCM) and Customer Relationship Management (CRM) systems, as well as other third-party cloud and on-premise applications.~~

disclosure challenges. While our customers use our platform for ~~dozens of~~more than 100 different use cases, across dozens of vertical industries, we organize our sales and marketing resources ~~are organized~~ into ~~four~~three purpose-built solution ~~groups: Regulatory~~groups (Financial Reporting, ~~Non-Regulatory Reporting,~~ESG, and GRC) focusing primarily on the office of the Chief Financial ~~Services~~Officer (“CFO”), Chief Sustainability Officer (“CSO”), and ~~Integrated Risk.~~Chief Audit Executive (“CAE”).

We operate our business on a ~~Software-as-a-Service (SaaS)~~SaaS model. Customers enter into annual and multi-year subscription contracts to gain access to our platform. Our subscription fee includes the use of our software and technical support. ~~Prior to the third quarter of 2018, our~~Our subscription pricing ~~was~~is based primarily on the number of corporate entities, number of users, level of customer support and length of contract. Thereafter, we began converting existing customer orders to, and signing new orders primarily based on a solution-based licensing model. Under this model, operating metrics related to a customer’s expected use of each solution determine the price. ~~At December 31, 2020, over 80% of our subscription revenue was priced on a solution-based licensing model.~~ We charge customers additional fees primarily for document setup and XBRL tagging services.

~~(1) Claim not confirmed by FORTUNE or Fortune Media IP Limited. FORTUNE~~® ~~and FORTUNE 500~~® ~~are registered trademarks of Fortune Media IP Limited and are used under license. FORTUNE and Fortune Media IP Limited are not affiliated with, and do not endorse products or services of, Workiva Inc.~~

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We generate sales primarily through our direct sales ~~force and, to a lesser extent, our customer success and professional services teams.~~force. In addition, we augment our direct sales channel with partnerships. Our advisory and service partners offer a wider range of domain and functional expertise that broadens the capabilities of our platform, bringing scale and support to customers and prospects. Our technology partners enable more data and process integrations to help customers connect critical transactional systems directly to our platform.

We continue to invest in the development of our solutions, infrastructure and sales and marketing to drive long-term growth. Our full-time employee headcount expanded to ~~1,718~~2,526 at December 31, ~~2020~~2023 from ~~1,580~~2,447 at December 31, ~~2019,~~2022, an increase of ~~8.7%~~3.2%.

We have achieved significant revenue growth in recent periods. Our revenue grew to ~~$351.6~~$630.0 million in ~~2020~~2023 from ~~$297.9~~$537.9 million in ~~2019,~~2022, an increase of ~~18.0%~~17.1%. We incurred net losses of ~~$48.4~~$127.5 million and ~~$47.5~~$90.9 million in ~~2020~~2023 and ~~2019,~~2022, respectively.

~~Impact of COVID-19~~

A pandemic of respiratory disease (abbreviated “COVID-19”) began to spread globally, including to the United States, in early 2020. The World Health Organization declared COVID-19 to be a public health emergency of international concern. The full impact of the COVID-19 outbreak continues to be inherently uncertain at the time of this report. The COVID-19 outbreak has resulted in travel restrictions, prohibitions of non-essential activities, disruption and shutdown of certain businesses and greater uncertainty in global financial markets.

On March 27, 2020, legislation intended to support the economy during the COVID-19 pandemic, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”), was signed into law. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. We do not believe the CARES Act will have a material impact on our business, results of operations, financial condition or liquidity.

We cannot fully predict the extent to which the ongoing COVID-19 outbreak will impact our business or operating results, which is highly dependent on inherently uncertain future developments, including the severity and duration of the COVID-19 outbreak and the actions taken by governments and businesses in relation to COVID-19 containment. We have adopted several measures in response to the COVID-19 outbreak, including advising employees to work from home, restricting non-critical business travel by our employees, and canceling in-person marketing events (including our annual user conference in September 2020 and September 2021) and replacing them with digital events. These travel restrictions and conversion of marketing and internal events to a virtual format resulted in an expense reduction of approximately $16.7 million for the year ended December 31, 2020 relative to the same period in the prior year. Notwithstanding these measures, we have been able to continue to meet the needs of our customers, keeping our platform fully operational and delivering the services contracted by our customers.

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AsWe continue to invest for future growth and are focused on several key drivers, including focusing on multi-solution adoption by new and existing customers, further developing our partner program, accelerating international expansion and our fit-for-purpose solutions. These growth drivers often require a more sophisticated go-to-market approach and, as a result, we may incur additional costs upfront to obtain new customers and expand our relationships with existing customers, including additional sales and marketing expenses.

Effects of Volatility in the ~~work~~IPO/SPAC Markets

In the U.S., volatility in the public markets led to a decrease in the number of initial public offerings (“IPOs”) and ~~travel restrictions relating to the ongoing COVID-19 outbreak, substantially all~~special-purpose acquisition companies (“SPACs”) since fiscal 2022. New sales of our ~~sales~~SEC and ~~operating activities are being conducted remotely. This global work-from-home operating environment may~~capital markets solutions were adversely affected by this decline in the IPO and SPAC markets. We expect reduced valuation multiples caused by higher interest rates, inflation, and geopolitical instability to continue to negatively impact the ~~productivity of certain employees, and these conditions may persist and harm our business, including our future operating results. Additionally, we believe a~~ number of ~~customers~~IPOs and ~~prospects have delayed purchasing decisions as result of~~SPACs in fiscal year 2024. Whether and to what extent the ~~COVID-19 outbreak. Furthermore, in response to the COVID-19 outbreak existing~~IPO and potential customers may ultimately choose to reduce technology spending or attempt to renegotiate contracts and obtain concessions, which could materially and negatively impact our operating results and financial condition. Because our platform is offered as a subscription-based service, the effects of the outbreak may notSPAC markets will moderate cannot be ~~fully reflected in our operating results until future periods.~~accurately predicted.

Key Factors Affecting Our Performance

Generate Growth From Existing Customers. The Workiva platform can exhibit a powerful network effect within an enterprise, meaning that the usefulness of our platform attracts additional users. Since solution-based licensing offers our customers an unlimited number of seats for each solution purchased, we expect customers to add more seats over time. As more employees in an enterprise use our platform, additional opportunities for collaboration and automation drive demand among their colleagues for additional solutions. ~~Furthermore, the conversion of most of our customer contracts to solution-based licensing generated a one-time increase in contract value for each solution converted.~~

Pursue New Customers. We sell to organizations that manage large, complex processes with ~~many~~distributed teams of contributors and disparate sets of business data. We market our platform to professionals and executives in the areas ~~of: finance~~of financial and ~~accounting,~~non-financial reporting, including regulatory, ~~reporting, management~~multi-entity and performance reporting. In addition, we market to teams responsible for environmental, social and governance reporting, ~~integrated~~and governance, risk ~~management,~~ and ~~global statutory reporting.~~compliance programs. We intend to continue to build our sales and marketing organization and leverage our brand equity to attract new customers.

Offer More Solutions. We intend to introduce new solutions to continue to meet growing demand for our platform. Our close and trusted relationships with our customers are a source for new use cases, features and solutions. We have a disciplined process for tracking, developing and releasing new solutions that are designed to have immediate, broad applicability; a strong value proposition; and a high return on investment for both Workiva and our customers. Our advance planning team assesses customer needs, conducts industry-based research and defines new markets. This vetting process involves our sales, product marketing, customer success, professional services, research and development, finance and senior management teams.

Expand Across Enterprises. Our success in delivering multiple solutions has created demand from customers for a broader-based, enterprise-wide Workiva platform. In response, we have been improving our technology and realigning sales and marketing to capitalize on our growing enterprise-wide opportunities. We believe this expansion will add seats and revenue and continue to support our high revenue retention rates. However, we expect that enterprise-wide deals will be larger and more complex, which tend to lengthen the sales cycle.

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Add Partners. We continue to expand and deepen our relationships with global and regional partners, including consulting firms, system integrators, large and mid-sized independent software vendors, and implementation partners. Our advisory and service partners offer a wider range of domain and functional expertise that broadens our platform’s capabilities and promotes Workiva as part of the digital transformation projects they drive for their customers. Our technology partners enable powerful data and process integrations to help customers connect critical transactional systems directly to our platform, with powerful linking, auditability and control features. We believe that our partner ecosystem extends our global reach, accelerates the usage and adoption of our platform, and enables more efficient delivery of professional services.

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Investment in growth. We plan to continue to invest in the development of our platform, fit-for-purpose solutions and application marketplace to enhance our current offerings and build new features. In addition, we expect to continue to invest in our sales, marketing, professional services and customer success organizations to drive additional revenue and support the needs of our growing customer base and to take advantage of opportunities that we have identified in EMEA ~~as well as use cases for integrated risk, global statutory reporting,~~ and the U.S. government. As a result of the COVID-19 pandemic, regulatory authorities may delay the adoption of new regulations and policy mandates, which could adversely impact our business. For example, the Financial Conduct Authority in the United Kingdom (FCA) has set out proposed rule changes to postpone by one year the mandatory European Single Electronic Format (ESEF) requirements for annual financial reporting Additionally, member states' ambassadors to the European Union agreed to the European Council’s position to adopt an optional one-year delay to the planned schedule for implementation of the ESEF mandate, as part of a broader package designed to make it easier for capital markets to support economic recovery from the COVID-19 crisis.APAC.

Seasonality. Our revenue from professional services has some degree of seasonality. Many of our customers employ our professional services just before they file their Form 10-K, often in the first calendar quarter. As of December 31, ~~2020,~~2023, the majority of our SEC customers reported their financials on a calendar-year basis. ~~Sales~~Our sales and marketing expense ~~is generally~~also has some degree of seasonality. With the exception of September 2021 when we transitioned to a virtual event, sales and marketing expense has historically been higher in the third quarter ~~since we hold~~due to our annual user conference in ~~September. Our transition to~~September, which was held as a hybrid in-person/virtual event in ~~September 2020 and September 2021 has mostly mitigated this trend.~~2022. In addition, the timing of the payments of cash bonuses to employees during the first and fourth calendar quarters may result in some seasonality in operating cash flow.

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Key Performance Indicators


		Year ended December 31,
		2020		2019		2018
		(dollars in thousands)
	Year ended December 31,									Year ended December 31,
	2023							2023	2022		2021
	(dollars in thousands)									(dollars in thousands)
Financial metrics	Financial metrics
Total revenue
Total revenue
Total revenue	Total revenue	$	351,594	$	297,891	$	244,344
Year-over-year percentage increase in total revenue	Year-over-year percentage increase in total revenue	18.0%		21.9%		17.5%
Subscription and support revenue	Subscription and support revenue	$	295,877	$	245,765	$	200,392
Year-over-year percentage increase in subscription and support revenue	Year-over-year percentage increase in subscription and support revenue	20.4%		22.6%		18.4%
Subscription and support as a percent of total revenue	Subscription and support as a percent of total revenue	84.2%		82.5%		82.0%


		As of December 31,
		2020	2019	2018
	As of December 31,						As of December 31,
	2023				2023	2022		2021
Operating metrics	Operating metrics
Number of customers
Number of customers
Number of customers	Number of customers	3,723	3,510	3,340
Subscription and support revenue retention rate	Subscription and support revenue retention rate	95.0%	94.7%	96.1%
Subscription and support revenue retention rate including add-ons	Subscription and support revenue retention rate including add-ons	109.5%	113.0%	107.1%
Number of customers with annual contract value $100k+	Number of customers with annual contract value $100k+	847	652	443
Number of customers with annual contract value $150k+	Number of customers with annual contract value $150k+	419	285	190
Number of customers with annual contract value $300k+

Total customers. We believe total number of customers is a key indicator of our financial success and future revenue potential. We define a customer as an entity with an active subscription contract as of the measurement date. Our customer is typically a parent company or, in a few cases, a significant subsidiary that works with us directly. Companies with publicly-listed securities account for a substantial majority of our customers.

Subscription and support revenue retention rate. We calculate our subscription and support revenue retention rate based on all customers that were active at the end of the same calendar quarter of the prior year (“base customers”). We begin by annualizing the subscription and support revenue recorded in the same calendar quarter of the prior year for those base customers who are still active at the end of the current quarter. We divide the result by the annualized subscription and support revenue in the same quarter of the prior year for all base customers.

Our subscription and support revenue retention rate was ~~95.0%~~97.9% as of December 31, ~~2020,~~2023, up ~~slightly~~ from ~~94.7%~~97.8% as of December 31, ~~2019.~~2022. We believe that our success in maintaining a high rate of revenue retention is attributable primarily to our robust technology platform and strong customer service. Customers whose securities were deregistered due to merger or acquisition or financial distress accounted for just over half of our revenue attrition in the latest quarter.

Subscription and support revenue retention rate including add-ons. Add-on revenue includes the change in both solutions and pricing for existing customers. We calculate our subscription and support revenue retention rate including add-ons by annualizing the subscription and support revenue recorded in the current quarter for our base customers that were active at the end of the current quarter. We divide the result by the annualized subscription and support revenue in the same quarter of the prior year for all base customers.

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Our subscription and support revenue retention rate including add-ons was ~~109.5%~~110.3% as of the ~~quarter~~year ended December 31, ~~2020, down~~2023, up from ~~113.0%~~108.5% as of December 31, ~~2019. The decline reflects the winding down of the conversion of customer contracts to solution-based licensing, as well as COVID-related impact on both price increases and solution churn.~~

In 2019, we began calculating revenue retention rates using quarterly ASC 606 revenue instead of our prior method using monthly ASC 605 revenue. We expect quarterly measurements will be less variable than the single month measurements we previously reported.2022.

Annual contract value. Our annual contract value ~~(ACV)~~(“ACV”) for each customer is calculated by annualizing the subscription and support revenue recognized during each quarter. We believe the increase in the number of larger contracts shows our progress in expanding our customers’ adoption of our platform. Our ACV metrics as of December 31, 2023 include information related to ParsePort.


	Year ended December 31,
	2023	2022	2021
Subscription and support revenue from customers with annual contract value of $100k+ as a percent of total subscription and support revenue	66.3%	62.1%	60.5%
Subscription and support revenue from customers with annual contract value of $150k+ as a percent of total subscription and support revenue	51.7%	47.4%	45.2%
Subscription and support revenue from customers with annual contract value of $300k+ as a percent of total subscription and support revenue	31.7%	27.6%	26.1%

Components of Results of Operations

Revenue

We generate revenue through the sale of subscriptions to our cloud-based software and the delivery of professional services. We serve a wide range of customers in many industries, and our revenue is not concentrated with any single customer or small group of customers. For each of the years ended December 31, ~~2020, 2019~~2023, 2022 and ~~2018,~~2021, no single customer represented more than 1% of our revenue, and our largest 10 customers accounted for less than 5%10% of our revenue in the aggregate.

We generate sales directly through our sales force and partners. We also identify some sales opportunities with existing customers through our customer success and professional services teams.

Our customer contracts typically range in length from twelve to 36 months. We typically invoice our customers for subscription fees annually in advance. For contracts with a two or three year term, customers sometimes elect to pay the entire multi-year subscription term in advance. Our arrangements do not contain general rights of return.

Subscription and Support Revenue. We recognize subscription and support revenue on a ratable basis over the contract term beginning on the date that our service is made available to the customer. Amounts that are invoiced are initially recorded as deferred revenue.

Professional Services Revenue. We believe our professional services facilitate the sale of our subscription service to certain customers. To date, most of our professional services have consisted of document set up, XBRL tagging, and consulting to help our customers with business processes and best practices for using our platform. Our professional services are not required for customers to utilize our solution. We recognize revenue for document set ups when the service is complete and control has transferred to the customer. Revenues from XBRL tagging and consulting services are recognized as the services are performed.

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Cost of Revenue

Cost of revenue consists primarily of personnel and related costs directly associated with our professional services, customer success teams and training personnel, including salaries, benefits, bonuses, and stock-based compensation; the costs of contracted third-party vendors; the costs of server usage by our customers; information technology costs; and facility costs. Costs of server usage are comprised primarily of fees paid to Amazon Web ~~Services and Google Cloud Platform.~~

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Services.

Sales and Marketing Expenses

Sales and marketing expenses consist primarily of personnel and related costs, including salaries, benefits, bonuses, commissions, travel, and stock-based compensation. Other costs included in this expense are marketing and promotional events, our annual user conference, online marketing, product marketing, information technology costs, and facility costs. We pay sales commissions for initial contracts and expansions of existing customer contracts. When the relevant amortization period is one year or less, we expense sales commissions as incurred. All other sales commissions are considered incremental costs of obtaining a contract with a customer and are deferred and amortized on a straight-line basis over a period of benefit that we have determined to be three years.

Research and Development Expenses

Research and development expenses consist primarily of personnel and related costs, including salaries, benefits, bonuses, and stock-based compensation; costs of server usage by our developers; information technology costs; and facility costs.

General and Administrative Expenses

General and administrative expenses consist primarily of personnel and related costs for our executive, finance and accounting, legal, human resources, and administrative personnel, including salaries, benefits, bonuses, and stock-based compensation; legal, accounting, and other professional service fees; other corporate expenses; information technology costs; and facility costs.

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Results of Operations

The following table sets forth selected consolidated statement of operations data for each of the periods indicated:


	Year ended December 31,
	2023		2022		2021
	(in thousands)
Revenue
Subscription and support	$	558,645	$	464,935	$	379,340
Professional services	71,394		72,940		63,945
Total revenue	630,039		537,875		443,285
Cost of revenue
Subscription and support(1)	99,193		77,711		60,551
Professional services(1)	55,029		52,174		43,282
Total cost of revenue	154,222		129,885		103,833
Gross profit	475,817		407,990		339,452
Operating expenses
Research and development(1)	172,790		151,716		115,735
Sales and marketing(1)	287,035		245,260		178,785
General and administrative(1)	110,519		99,778		74,287
Total operating expenses	570,344		496,754		368,807
Loss from operations	(94,527)		(88,764)		(29,355)
Interest income	25,882		4,880		1,041
Interest expense	(53,639)		(6,042)		(14,015)
Other (expense) income, net	(1,814)		926		3,229
Loss before provision for income taxes	(124,098)		(89,000)		(39,100)
Provision (benefit) for income taxes	3,427		1,947		(1,370)
Net loss	$	(127,525)	$	(90,947)	$	(37,730)

Year ended December 31,
2020 2019 2018
(in thousands)
Revenue
Subscription and support $ 295,877 $ 245,765 $ 200,392
Professional services 55,717 52,126 43,952
Total revenue 351,594 297,891 244,344
Cost of revenue
Subscription and support(1)
49,503 42,881 34,215
Professional services(1)
40,674 42,131 31,645
Total cost of revenue 90,177 85,012 65,860
Gross profit 261,417 212,879 178,484
Operating expenses
Research and development(1)
94,844 89,921 81,602
Sales and marketing(1)
144,687 120,300 90,337
General and administrative(1)
59,688 48,064 56,333
Total operating expenses 299,219 258,285 228,272
Loss from operations (37,802) (45,406) (49,788)
Interest income 3,282 4,657 1,278
Interest expense (13,964) (6,027) (1,827)
Other (expense) income, net (205) (564) 513
Loss before provision for income taxes (48,689) (47,340) (49,824)
(Benefit) provision for income taxes (291) 139 247
Net loss $ (48,398) $ (47,479) $ (50,071)

(1) Stock-based compensation expense included in these line items was as follows:

Year ended December 31,
2020 2019 2018
(in thousands)
Cost of revenue
Subscription and support $ 1,709 $ 1,554 $ 700
Professional services 1,434 1,725 619
Operating expenses
Research and development 8,100 8,006 5,842
Sales and marketing 11,062 8,792 5,416
General and administrative 23,466 15,707 18,264
Total stock-based compensation expense $ 45,771 $ 35,784 $ 30,841

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	Year ended December 31,
	2023		2022		2021
	(in thousands)
Cost of revenue
Subscription and support	$	5,030	$	3,437	$	2,868
Professional services	2,540		2,128		1,729
Operating expenses
Research and development	18,441		12,554		9,590
Sales and marketing	27,774		19,323		13,901
General and administrative	44,980		33,218		20,545
Total stock-based compensation expense	$	98,765	$	70,660	$	48,633

The following table sets forth our consolidated statement of operations data as a percentage of revenue for each of the periods indicated:

Year ended December 31,
2020 2019 2018
Revenue
Subscription and support 84.2% 82.5% 82.0%
Professional services 15.8 17.5 18.0
Total revenue 100.0 100.0 100.0
Cost of revenue
Subscription and support 14.1 14.4 14.0
Professional services 11.6 14.1 13.0
Total cost of revenue 25.7 28.5 27.0
Gross profit 74.3 71.5 73.0
Operating expenses
Research and development 27.0 30.2 33.4
Sales and marketing 41.2 40.4 37.0
General and administrative 17.0 16.1 23.1
Total operating expenses 85.2 86.7 93.5
Loss from operations (10.9) (15.2) (20.5)
Interest income 0.9 1.6 0.5
Interest expense (4.0) (2.0) (0.7)
Other (expense) income, net (0.1) (0.2) 0.2
Loss before provision for income taxes (14.1) (15.8) (20.5)
Provision (benefit) for income taxes (0.1) — 0.1
Net loss (14.0) % (15.8) % (20.6) %

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	Year ended December 31,
	2023		2022		2021
Revenue
Subscription and support	88.7%		86.4%		85.6%
Professional services	11.3		13.6		14.4
Total revenue	100.0		100.0		100.0
Cost of revenue
Subscription and support	15.7		14.4		13.7
Professional services	8.7		9.7		9.8
Total cost of revenue	24.4		24.1		23.5
Gross profit	75.6		75.9		76.5
Operating expenses
Research and development	27.4		28.2		26.1
Sales and marketing	45.6		45.6		40.3
General and administrative	17.5		18.6		16.8
Total operating expenses	90.5		92.4		83.2
Loss from operations	(14.9)		(16.5)		(6.7)
Interest income	4.1		0.9		0.2
Interest expense	(8.5)		(1.1)		(3.2)
Other (expense) income, net	(0.3)		0.2		0.7
Loss before provision (benefit) for income taxes	(19.6)		(16.5)		(9.0)
Provision (benefit) for income taxes	0.5		0.4		(0.3)
Net loss	(20.1)	%	(16.9)	%	(8.7)	%

Revenue

Comparison of Years Ended December 31, ~~2020~~2023 and ~~2019~~2022


		Year ended December 31,				Period-to-period change
		2020		2019		Amount		% Change
		(dollars in thousands)
	Year ended December 31,																			Year ended December 31,											Period-to-period change
	2023														2023							2022							Amount						% Change
	(dollars in thousands)
Revenue	Revenue
Revenue
Revenue
Subscription and support
Subscription and support
Subscription and support	Subscription and support	$	295,877	$	245,765	$	50,112	20.4%	$	558,645			$			$	464,935			$			$	93,710			20.2%					20.2%
Professional services	Professional services	55,717		52,126		3,591		6.9%	Professional services		71,394			72,940					72,940			(1,546)					(1,546)			(2.1)%				(2.1)%
Total revenue	Total revenue	$	351,594	$	297,891	$	53,703	18.0%	Total revenue		$	630,039		$				$	537,875		$				$	92,164		17.1%					17.1%


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

For the fiscal year ended December 31, ~~2020~~2023
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For transition period from to
Commission File Number 001-36773


Delaware (State or other jurisdiction of incorporation or organization)		47-2509828 (I.R.S. Employer Identification Number)
2900 University Blvd Ames, IA 50010
(Address of principal executive offices and zip code)
(888) 275-3125
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol	Name of each exchange on which registered
Class A common stock, par value $.001	WK	New York Stock Exchange
Securities registered pursuant to section 12(g) of the Act:
None
___________________________________


Large accelerated filer	ý	Accelerated filer o

Non-accelerated filer	o	Smaller reporting company ☐

		Emerging growth company ☐


	Page
Part I
Item 1.	Business	1
Item 1A.	Risk Factors	1317
Item 1B.	Unresolved Staff Comments	3641
I tem 1C.	C ybersecurity	41
Item 2.	Properties	3642
Item 3.	Legal Proceedings	3643
Item 4.	Mine Safety Disclosures	3643

Part II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	3744
Item 6 .6.	S ~~elected Consolidated Financial Data~~[Reserved]	3945
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4046
Item 7A.	Quantitative and Qualitative Disclosure About Market Risk	5661
Item 8.	Financial Statements and Supplementary Data	5863
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	96105
Item 9A.	Controls and Procedures	96105
Item 9B.	Other Information	97106
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	107

Part III
Item 10.	Directors, Executive Officers and Corporate Governance	98108
Item 11.	Executive Compensation	~~100~~109
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	~~100~~109
Item 13.	Certain Relationships and Related Transactions and Director Independence	~~100~~109
Item 14.	Principal Accounting Fees and Services	~~100~~109

Part IV
Item 15.	Exhibits and Financial Statement Schedules	~~101~~110

SIGNATURES		S-1


	Year ended December 31,
	2020		2019		2018
	(in thousands)
Cash flow provided by operating activities	$	33,243	$	30,918	$	6,400
Cash flow used in investing activities	(103,750)		(90,065)		(5,632)
Cash flow provided by financing activities	11,118		363,018		16,876
Net (decrease) increase in cash and cash equivalents, net of impact of exchange rates	$	(58,911)	$	304,158	$	17,251


Date	Total Number of Shares Purchased (1)	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under Program
October 2020	29,062	$	56.65	—	—
November 2020	72,578	55.31		—	—
December 2020	78,308	75.15		—	—
Total	179,948	$	64.16	—	—


			Payments due by period
	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
	(in thousands)
Convertible senior notes	$	368,288	$	3,881	$	7,763	$	7,763	$	348,881
Operating leases including imputed interest	26,349		5,584		8,986		5,513		6,266
Finance leases, including interest	29,017		2,660		3,751		2,630		19,976
Other contractual commitments	22,611		13,225		9,386		—		—
Total contractual obligations	$	446,265	$	25,350	$	29,886	$	15,906	$	375,123


Page
Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42)			5964
Consolidated Balance Sheets			6368
Consolidated Statements of Operations			6469
Consolidated Statements of Comprehensive Loss			6570
Consolidated Statements of Stockholders’ Equity (Deficit)			6671
Consolidated Statements of Cash Flows			6772
Notes to Consolidated Financial Statements			6974


			Revenue Recognition
Description of the Matter			As described in Note 1 to the consolidated financial statements, the Company recognizes revenue upon transfer of control of cloud-based software and professional services in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services.

			The Company assessed the terms and conditions associated with customer contracts to identify whether the services constitute an agreement that creates enforceable rights and obligations or an option to purchase. In addition, the Company identified the performance obligations and whether they were distinct. The transaction price was allocated to the separate performance obligations on a relative standalone selling price basis. The assessment of terms and conditions for the identification of performance obligations may involve judgment.

			Auditing the Company’s accounting for revenue recognition was challenging given the significant audit effort to evaluate the terms and conditions in the customer contracts and the identification and determination of distinct performance obligations in customer contracts.

How We Addressed the Matter in Our Audit			We obtained an understanding, evaluated the design and tested the operating effectiveness of the controls over the Company’s revenue recognition process, including management’s review of terms and conditions and the identification of distinct performance obligations in customer contracts.

			To test the Company’s accounting for revenue recognition, we performed audit procedures that included, among others, reperforming management’s assessment of the distinct performance obligations within the arrangement based on its terms and conditions for a sample of customer contracts. We tested the application of the revenue recognition accounting requirements for each of the significant service offerings to determine whether the performance obligations identified by the Company were distinct. We also assessed the appropriateness of the related disclosures in the consolidated financial statements.


WORKIVA INC. CONSOLIDATED BALANCE SHEETS	WORKIVA INC. CONSOLIDATED BALANCE SHEETS					WORKIVA INC. CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)	(in thousands, except share and per share amounts)					(in thousands, except share and per share amounts)
	As of December 31,							As of December 31,
	2023						2023		2022
		As of December 31,
		2020		2019

ASSETS
ASSETS
ASSETS	ASSETS

Current assets	Current assets

Current assets

Current assets
Cash and cash equivalents
Cash and cash equivalents
Cash and cash equivalents	Cash and cash equivalents	$	322,831	$	381,742
Marketable securities	Marketable securities	207,207		106,214
Accounts receivable, net of allowance for doubtful accounts of $717 and $866 at December 31, 2020 and 2019, respectively		68,922		60,228
Accounts receivable, net of allowance for doubtful accounts of $1,163 and $744 at December 31, 2023 and 2022, respectively
Deferred costs	Deferred costs	21,923		14,108
Other receivables	Other receivables	3,155		2,432
Prepaid expenses and other	Prepaid expenses and other	9,047		6,508
Total current assets	Total current assets	633,085		571,232

Property and equipment, net	Property and equipment, net	29,365		32,300
Property and equipment, net
Property and equipment, net
Operating lease right-of-use assets	Operating lease right-of-use assets	15,844		15,352
Deferred costs, non-current	Deferred costs, non-current	23,421		14,977
Goodwill
Intangible assets, net	Intangible assets, net	1,583		1,651
Other assets	Other assets	3,708		3,439
Total assets	Total assets	$	707,006	$	638,951

LIABILITIES AND STOCKHOLDERS’ EQUITY
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY

Current liabilities

Current liabilities

Current liabilities	Current liabilities
Accounts payable	Accounts payable	$	2,843	$	7,057
Accounts payable
Accounts payable
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	68,256		49,799
Deferred revenue	Deferred revenue	208,990		173,617

Finance lease obligations
Finance lease obligations
Finance lease obligations	Finance lease obligations	1,705		1,629
Total current liabilities	Total current liabilities	281,794		232,102

Convertible senior notes, net		289,490		280,601
Convertible senior notes, non-current
Convertible senior notes, non-current
Convertible senior notes, non-current
Deferred revenue, non-current	Deferred revenue, non-current	35,894		32,569
Other long-term liabilities	Other long-term liabilities	1,680		1,498
Operating lease liabilities, non-current	Operating lease liabilities, non-current	17,209		18,564
Finance lease obligations, non-current	Finance lease obligations, non-current	16,662		19,415
Total liabilities	Total liabilities	642,729		584,749

Stockholders’ equity
Class A common stock, $0.001 par value per share, 1,000,000,000 shares authorized, 40,719,189 and 38,043,444 shares issued and outstanding at December 31, 2020 and 2019, respectively		41		38
Class B common stock, $0.001 par value per share, 500,000,000 shares authorized, 8,069,610 and 8,595,596 shares issued and outstanding at December 31, 2020 and 2019, respectively		8		9
Preferred stock, $0.001 par value per share, 100,000,000 shares authorized, 0 shares issued and outstanding		0		0
Stockholders’ (deficit) equity
Stockholders’ (deficit) equity
Stockholders’ (deficit) equity
Class A common stock, $0.001 par value per share, 1,000,000,000 shares authorized, 50,333,435 and 48,761,804 shares issued and outstanding at December 31, 2023 and 2022, respectively
Class A common stock, $0.001 par value per share, 1,000,000,000 shares authorized, 50,333,435 and 48,761,804 shares issued and outstanding at December 31, 2023 and 2022, respectively
Class A common stock, $0.001 par value per share, 1,000,000,000 shares authorized, 50,333,435 and 48,761,804 shares issued and outstanding at December 31, 2023 and 2022, respectively
Class B common stock, $0.001 par value per share, 500,000,000 shares authorized, 3,845,583 and 3,890,583 shares issued and outstanding at December 31, 2023 and 2022, respectively
Preferred stock, $0.001 par value per share, 100,000,000 shares authorized, no shares issued and outstanding
Additional paid-in-capital	Additional paid-in-capital	478,698		420,170
Accumulated deficit	Accumulated deficit	(414,700)		(366,302)
Accumulated other comprehensive income		230		287
Total stockholders’ equity		64,277		54,202
Total liabilities and stockholders’ equity		$	707,006	$	638,951
Accumulated other comprehensive income (loss)
Total stockholders’ (deficit) equity
Total liabilities and stockholders’ (deficit) equity


WORKIVA INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts)	WORKIVA INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts)							WORKIVA INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts)
		Year ended December 31,
		2020		2019		2018
	Year ended December 31,										Year ended December 31,
	2023								2023	2022		2021
Revenue	Revenue
Subscription and support
Subscription and support
Subscription and support	Subscription and support	$	295,877	$	245,765	$	200,392
Professional services	Professional services	55,717		52,126		43,952
Total revenue	Total revenue	351,594		297,891		244,344
Cost of revenue	Cost of revenue
Subscription and support	Subscription and support	49,503		42,881		34,215
Subscription and support
Subscription and support
Professional services	Professional services	40,674		42,131		31,645
Total cost of revenue	Total cost of revenue	90,177		85,012		65,860
Gross profit	Gross profit	261,417		212,879		178,484
Operating expenses	Operating expenses
Research and development
Research and development
Research and development	Research and development	94,844		89,921		81,602
Sales and marketing	Sales and marketing	144,687		120,300		90,337
General and administrative	General and administrative	59,688		48,064		56,333
Total operating expenses	Total operating expenses	299,219		258,285		228,272
Loss from operations	Loss from operations	(37,802)		(45,406)		(49,788)
Interest income	Interest income	3,282		4,657		1,278
Interest expense	Interest expense	(13,964)		(6,027)		(1,827)
Other (expense) income, net	Other (expense) income, net	(205)		(564)		513
Loss before (benefit) provision for income taxes		(48,689)		(47,340)		(49,824)
(Benefit) Provision for income taxes		(291)		139		247
Loss before provision (benefit) for income taxes
Provision (benefit) for income taxes
Net loss	Net loss	$	(48,398)	$	(47,479)	$	(50,071)
Net loss per common share:	Net loss per common share:
Basic and diluted	Basic and diluted	$	(1.00)	$	(1.03)	$	(1.15)
Basic and diluted
Basic and diluted
Weighted-average common shares outstanding - basic and diluted	Weighted-average common shares outstanding - basic and diluted	48,448,166		46,302,656		43,640,408


	As of December 31, 2019
	As reported		Adjustments		As corrected
Property and equipment, net	$	39,745	$	(7,445)	$	32,300
Total assets	646,396		(7,445)		638,951
Accrued expenses and other current liabilities	49,930		(131)		49,799
Current portion of finance lease obligations	1,328		301		1,629
Total current liabilities	231,932		170		232,102
Finance lease obligations, non-current	15,889		3,526		19,415
Total liabilities	581,053		3,696		584,749
Accumulated deficit	(355,161)		(11,141)		(366,302)
Total stockholders’ equity	65,343		(11,141)		54,202
Total liabilities and stockholders’ equity	646,396		(7,445)		638,951


			Amortized Cost		Unrealized Gains		Unrealized Losses		Aggregate Fair Value
		Amortized Cost									Amortized Cost	Unrealized Gains	Unrealized Losses	Aggregate Fair Value
Money market funds	Money market funds		$	265,578	$	—	$	—	$	265,578
Commercial paper	Commercial paper		21,489		0		0		21,489
U.S. treasury debt securities	U.S. treasury debt securities		51,731		80		(2)		51,809
U.S. government agency debt securities
Corporate debt securities	Corporate debt securities		147,715		214		(47)		147,882
Foreign government debt securities	Foreign government debt securities		1,025		2		0		1,027
			$	487,538	$	296	$	(49)	$	487,785
		$
Included in cash and cash equivalents	Included in cash and cash equivalents		$	280,578	$	—	$	—	$	280,578
Included in marketable securities	Included in marketable securities		$	206,960	$	296	$	(49)	$	207,207


	As of December 31, ~~2020~~2023
Due within one year	$	~~130,383~~356,773
Due in one to two years	~~73,960~~200,849
Due in three to five years	~~2,864~~—
	$	~~207,207~~557,622


			As of December 31, 2020
			Less than 12 months				12 months or greater
			Fair Value		Unrealized Loss		Fair Value		Unrealized Loss
		As of December 31, 2023												As of December 31, 2023
		Less than 12 months										Less than 12 months			12 months or greater
		Fair Value									Fair Value		Unrealized Loss	Fair Value		Unrealized Loss
U.S. treasury debt securities	U.S. treasury debt securities		$	15,042	$	(2)	$	0	$	0
U.S. government agency debt securities
Corporate debt securities	Corporate debt securities		65,630		(47)		0		0
Foreign government debt securities
Total	Total		$	80,672	$	(49)	$	0	$	0


			Fair Value Measurements as of December 31, 2020						Fair Value Measurements as of December 31, 2019
		Fair Value Measurements as of December 31, 2023																	Fair Value Measurements as of December 31, 2023			Fair Value Measurements as of December 31, 2022
Description	Description		Total		Level 1		Level 2		Total		Level 1		Level 2		Description	Total	Level 1	Level 2		Total	Level 1		Level 2
Money market funds	Money market funds		$	265,578	$	265,578	$	0	$	360,471	$	360,471	$	0
Commercial paper	Commercial paper		21,489		0		21,489		0		0		0
U.S. treasury debt securities	U.S. treasury debt securities		51,809		0		51,809		10,349		0		10,349
U.S. government agency debt securities
Corporate debt securities	Corporate debt securities		147,882		0		147,882		95,865		0		95,865
Foreign government debt securities	Foreign government debt securities		1,027		0		1,027		0		0		0
			$	487,785	$	265,578	$	222,207	$	466,685	$	360,471	$	106,214
		$

Included in cash and cash equivalents	Included in cash and cash equivalents		$	280,578					$	360,471
Included in cash and cash equivalents
Included in cash and cash equivalents
Included in marketable securities	Included in marketable securities		$	207,207					$	106,214
Included in marketable securities
Included in marketable securities


	Operating Leases		Finance Leases
2021	$	5,584	$	2,660
2022	5,214		2,436
2023	3,772		1,315
2024	3,201		1,315
2025	2,312		1,315
Thereafter	6,266		19,976
Total lease obligations	26,349		29,017
Less: Amount representing interest	(4,599)		(10,650)
Net lease obligations	$	21,750	$	18,367


	Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
					(in thousands)
Outstanding at December 31, 2019	4,353,167	$	14.32	5.6	$	120,714
Granted	0	0
Forfeited	(51,858)	21.23
Exercised	(1,398,142)	13.72
Outstanding at December 31, 2020	2,903,167	$	14.48	4.7	$	223,941

Exercisable at December 31, 2020	2,777,620	$	14.28	4.6	$	214,810


	Number of Shares				Number of Shares	Weighted-Average Grant Date Fair Value
		Number of Shares	Weighted-Average Grant Date Fair Value

Unvested at December 31, 2019		3,039,020	$	31.39
Unvested at December 31, 2022
Unvested at December 31, 2022
Unvested at December 31, 2022
Granted	Granted	1,017,914	45.46
Forfeited	Forfeited	(330,025)	39.14
Vested(1)	Vested(1)	(822,293)	33.68
Unvested at December 31, 2020		2,904,616	$	35.72
Unvested at December 31, 2023


			For the year ended December 31,
			2020		2019		2018
		For the year ended December 31,									For the year ended December 31,
		2023							2023	2022		2021
Shares issued	Shares issued		186,855		188,390		179,377
Weighted-average purchase price	Weighted-average purchase price		$	38.68	$	26.13	$	17.93
Total proceeds (in thousands)	Total proceeds (in thousands)		$	7,227	$	4,922	$	3,216


	Accumulated translation adjustment		Accumulated unrealized holding gains (losses) on available-for-sale securities		Accumulated other comprehensive income
Balance at December 31, 2017	$	139	$	(67)	$	72
Other comprehensive income	26		0		26
Balance at December 31, 2018	165		(67)		98
Other comprehensive income	13		176		189
Balance at December 31, 2019	178		109		287
Other comprehensive (loss) income	(137)		80		(57)
Balance at December 31, 2020	$	41	$	189	$	230


Cash consideration	$	100,744
Total consideration	$	100,744

Cash	$	1,558
Accounts receivable, net	1,403
Intangible assets	24,000
Goodwill	78,225
Other assets	440
Accounts payable	(29)
Accrued liabilities	(1,444)
Deferred revenue	(3,299)
Other liabilities	(110)
Fair value of assets and liabilities	$	100,744


Cash consideration	$	36,564
Previously held equity interest	4,698
Total consideration	$	41,262

Cash	$	1,497
Intangible assets	7,000
Goodwill	34,556
Other assets	548
Deferred revenue	(900)
Deferred tax liability	(1,265)
Other liabilities	(174)
Fair value of assets and liabilities	$	41,262


December 31, 2021	$	34,556
Acquisition	78,225
Foreign currency translation adjustments	(3,041)
December 31, 2022	109,740

Foreign currency translation adjustments	2,357
December 31, 2023	$	112,097


	December 31, 2023							December 31, 2022
	Weighted Average Useful Life (Years)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Acquired technology	4.5	$	15,949	$	(7,471)	$	8,478	$	15,705	$	(3,849)	$	11,856
Acquired customer-related	10.0	15,427		(2,769)		12,658		14,969		(1,169)		13,800
Acquired trade names	3.0	2,172		(1,721)		451		2,151		(861)		1,290
Patents	10.0	3,150		(1,845)		1,305		2,916		(1,628)		1,288
Total	7.2	$	36,698	$	(13,806)	$	22,892	$	35,741	$	(7,507)	$	28,234


2024	$	5,506
2025	4,769
2026	3,451
2027	2,126
2028	1,679
Thereafter	5,361
Total expected amortization expense	$	22,892


		Year ended
		December 31, 2020				December 31, 2019				December 31, 2018
		Class A		Class B		Class A		Class B		Class A		Class B
	Year ended																			Year ended
	December 31, 2023														December 31, 2023			December 31, 2022			December 31, 2021
	Class A													Class A		Class B	Class A		Class B		Class A	Class B
Numerator	Numerator
Net loss
Net loss
Net loss	Net loss	$	(39,966)	$	(8,432)	$	(38,135)	$	(9,344)	$	(38,733)	$	(11,338)

Denominator	Denominator
Denominator
Denominator
Weighted-average common shares outstanding - basic and diluted
Weighted-average common shares outstanding - basic and diluted
Weighted-average common shares outstanding - basic and diluted	Weighted-average common shares outstanding - basic and diluted	40,007,839		8,440,327		37,190,224		9,112,432		33,758,623		9,881,785
Basic and diluted net loss per share	Basic and diluted net loss per share	$	(1.00)	$	(1.00)	$	(1.03)	$	(1.03)	$	(1.15)	$	(1.15)


	Three months ended
	Dec 31, 2020		Sep 30, 2020 (1)		Jun 30, 2020 (1)		Mar 31, 2020 (1)		Dec 31, 2019 (1)		Sep 30, 2019 (1)		Jun 30, 2019 (1)		Mar 31, 2019 (1)
	(in thousands)
Revenue
Subscription and support	$	80,970	$	75,850	$	70,696	$	68,361	$	66,148	$	63,022	$	60,472	$	56,123
Professional services	12,864		12,249		13,164		17,440		14,117		11,157		13,012		13,840
Total revenue	93,834		88,099		83,860		85,801		80,265		74,179		73,484		69,963
Cost of revenue
Subscription and support	13,239		12,013		12,098		12,153		11,946		10,924		10,202		9,809
Professional services	10,412		9,873		10,146		10,243		11,102		10,827		10,475		9,727
Total cost of revenue	23,651		21,886		22,244		22,396		23,048		21,751		20,677		19,536
Gross profit	70,183		66,213		61,616		63,405		57,217		52,428		52,807		50,427
Operating expenses
Research and development	24,386		23,956		23,508		22,994		23,216		22,899		21,795		22,011
Sales and marketing	37,813		35,487		35,270		36,117		33,732		32,990		28,213		25,365
General and administrative (2)	13,124		13,642		19,553		13,369		14,675		11,938		11,147		10,304
Total operating expenses	75,323		73,085		78,331		72,480		71,623		67,827		61,155		57,680
Loss from operations	(5,140)		(6,872)		(16,715)		(9,075)		(14,406)		(15,399)		(8,348)		(7,253)
Interest income	450		471		655		1,706		2,064		1,460		641		492
Interest expense	(3,497)		(3,500)		(3,489)		(3,478)		(3,456)		(1,880)		(343)		(348)
Other (expense) income, net	(468)		(387)		(68)		718		(305)		24		(111)		(172)
Loss before provision (benefit) for income taxes	(8,655)		(10,288)		(19,617)		(10,129)		(16,103)		(15,795)		(8,161)		(7,281)
Provision (benefit) for income taxes	(642)		67		(5)		289		38		98		(8)		11
Net loss	$	(8,013)	$	(10,355)	$	(19,612)	$	(10,418)	$	(16,141)	$	(15,893)	$	(8,153)	$	(7,292)
Net loss per common share:
Basic and diluted	$	(0.16)	$	(0.21)	$	(0.41)	$	(0.22)	$	(0.34)	$	(0.34)	$	(0.18)	$	(0.16)
Weighted-average common shares outstanding - basic and diluted	49,222,465		48,840,131		48,171,552		47,545,703		47,058,209		46,731,663		46,166,660		45,229,279


Exhibit Number						Description

3.01						Certificate of Incorporation of Workiva Inc., incorporated by reference from Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on December 16, 2014.

3.02						Bylaws of Workiva Inc.,as amendedJanuary 9, 2023, incorporated by reference from Exhibit ~~3.2~~3.1 to the Company’s Current Report on Form 8-K filed on ~~December 16, 2014.~~January 10, 2023.

4.01						Form of the Company’s Class A common stock certificate, incorporated by reference from Exhibit 4.1 to the Company’s Registration Statement on Form S-1 filed on November 17, 2014.

4.02						Indenture, dated August 16, 2019, between Workiva Inc. and U.S. Bank National Association, incorporated by reference from Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 16, 2019.

4.03						Form of 1.125% Convertible Senior Note due 2026, incorporated by reference from Exhibit A to the Indenture filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 16, 2019.

4.04						~~Form of senior indenture, incorporated by reference from Exhibit 4.6 to the Company’s Registration Statement on Form S-3 filed on August 3, 2017.~~

~~4.05~~						~~Form of subordinated indenture, incorporated by reference from Exhibit 4.7 to the Company’s Registration Statement on Form S-3 filed on August 3, 2017.~~

~~4.06~~						Description of Capital Stock, incorporated by reference from Exhibit 4.06 to the Company's Annual Report on Form 10-K for the year ended December 31, 2019.

4.05						Indenture, dated August 17, 2023, between Workiva Inc. and U.S. Bank Trust Company, National Association, incorporated by reference from Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 17 2023.

4.06						Form of 1.250% Convertible Senior Note due 2028, incorporated by reference from Exhibit 4.2 to the Company's Current Report on Form 8-K filed on August 17, 2023.

10.01*						Amended and Restated Workiva Inc. 2009 Unit Incentive Plan, incorporated by reference from Exhibit 10.1 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

10.02*						Workiva Inc. 2014 Equity Incentive Plan, incorporated by reference from Exhibit 4.5 to the Company’s Registration Statement on Form S-8 filed on December 16, 2014.

10.03*						Form of Nonqualified Stock Option Grant for Executive Officers under 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.3 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

10.04*						Form of Restricted Stock Grant for Executive Officers under 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.4 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.


Exhibit Number						Description

10.05*						Form of Restricted Stock Grant for Non-Employee Directors under 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.5 to the Company’s Registration Statement on Form S-1 filed on October 17, 2014.


~~Exhibit~~ ~~Number~~						~~Description~~

10.06*						~~Form of Employment~~Employm ent Agreement,~~, incorporated~~ dated August 12, 2021, by ~~reference from Exhibit 10.6 to~~and between the ~~Company's Annual Report on Form 10-K for the year ended December 31, 2017.~~Company and Michael Hawkins.

10.07*						Form of Indemnification Agreement, incorporated by reference from Exhibit 10.7 to the Company’s Registration Statement on Form S-1 filed on November 17, 2014.

10.08						Sublease Agreement, dated December 19, 2011, as amended October 2, 2013, between the Company and 2900 University, LLC, incorporated by reference from Exhibit 10.8 to the Company’s Registration Statement on Form S-1 filed on October 17, 2014.

10.09*						Workiva Inc. Nonqualified Deferred Compensation Plan effective as of January 14, 2016, incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 15, 2016.

10.10*						Form of Workiva Inc. Restricted Stock Unit Agreement for service-vesting restricted stock units under the Workiva Inc. 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.14 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

10.11*						Form of Workiva Inc. Restricted Stock Unit Agreement for service-vesting restricted stock units issuable to non-employee directors under the Workiva Inc. 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed on May 4, 2016.

10.12*						Workiva Inc. Amended and Restated 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 17, 2016.

10.13*						Workiva Inc. Amended and Restated 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.2 to the Company's Current Report on Form 8-K filed on June 13, 2018.

10.14*						Amendment No. 1 to the Workiva Inc. Nonqualified Deferred Compensation Plan., incorporated by reference from Exhibit 10.22 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018.

10.15*						~~Employment agreement, dated September 6, 2019, between the Company~~Workiva Inc. Amended and ~~Julie Iskow, incorporated by reference from Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q filed on November 6, 2019.~~

10.16*						~~Separation Agreement, dated April 9, 2020, between the Company and Scott Ryan~~Restated 2014 Equity Incentive Plan, incorporated by reference from Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on ~~April 13, 2020.~~June 3, 2022.

10.16*						Form of Restricted Stock Unit Agreement (Non-Employee Directors) incorporated by reference from Exhibit 10.2 to the Company's Current Report on Form 8-K filed on June 3, 2022.

10.17*						Form of Restricted Stock Unit Agreement (Executive Employees) incorporated by reference from Exhibit 10.2 to the Company's Current Report on Form 8-K filed on June 3, 2022.

10.18*						Form of Performance Restricted Stock Unit Agreement (Executive Employees) incorporated by reference from Exhibit 10.2 to the Company's Current Report on Form 8-K filed on June 3, 2022.

10.19*						Form of Restricted Stock Unit Agreement (Executive Employees) incorporated by reference from Exhibit 99.1 to the Company's Current Report on Form 8-K filed on January 31, 2023.

10.20*						Form of Performance Restricted Stock Unit Agreement (Executive Employees) incorporated by reference from Exhibit 99.2 to the Company's Current Report on Form 8-K filed on January 31, 2023.


Exhibit Number						Description

10.21*						Transition Agreement, dated February 21, 2023, between the Company and Martin J. Vanderploeg incorporated by reference from Exhibit 10.1 to the Company's Current Report on Form 8-K filed on February 21, 2023.

10.22*						Form of Employment Agreement (Executive Employees).


21.01						List of Subsidiaries of the Company.

23.01						Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm.

24.01						Power of attorney (incorporated by reference to the signature page of this Annual Report on Form 10-K).

31.01						Certification of the Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.


~~Exhibit~~ ~~Number~~						~~Description~~

31.02						Certification of the Chief Financial Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

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

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

97.1						Workiva Inc. Clawback Policy

101						The following financial information from Workiva Inc.'s Annual Report on Form 10-K for the year ended December 31, ~~2020~~2023 formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Loss, (iv) the Statements of Changes in Stockholders Equity (Deficit), (v) the Consolidated Statements of Cash Flows, and (vi) Notes to the Consolidated Financial Statements.

104						Cover Page Interactive Data File - (formatted as Inline XBRL and contained in Exhibit 101)


	WORKIVA INC.

	By:	/s/ Julie Iskow
~~By:~~	Name:	~~/s/~~ ~~Martin J. Vanderploeg, Ph.D.~~ Julie Iskow
~~Name:~~	~~Martin J. Vanderploeg, Ph.D.~~
Title:	President and Chief Executive Officer