Cover
Cover - shares shares in Millions | 9 Months Ended | |
Oct. 31, 2023 | Nov. 27, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-32224 | |
Entity Registrant Name | Salesforce, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-3320693 | |
Entity Address, Address Line One | Salesforce Tower | |
Entity Address, Address Line Two | 415 Mission Street, 3rd Fl | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94105 | |
City Area Code | 415 | |
Local Phone Number | 901-7000 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | CRM | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 968 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --01-31 | |
Entity Central Index Key | 0001108524 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 6,453 | $ 7,016 |
Marketable securities | 5,410 | 5,492 |
Accounts receivable, net | 4,850 | 10,755 |
Costs capitalized to obtain revenue contracts, net | 1,757 | 1,776 |
Prepaid expenses and other current assets | 1,732 | 1,356 |
Total current assets | 20,202 | 26,395 |
Property and equipment, net | 3,807 | 3,702 |
Operating lease right-of-use assets, net | 2,518 | 2,890 |
Noncurrent costs capitalized to obtain revenue contracts, net | 2,194 | 2,697 |
Strategic investments | 4,774 | 4,672 |
Goodwill | 48,614 | 48,568 |
Intangible assets acquired through business combinations, net | 5,737 | 7,125 |
Deferred tax assets and other assets, net | 3,176 | 2,800 |
Total assets | 91,022 | 98,849 |
Current liabilities: | ||
Accounts payable, accrued expenses and other liabilities | 5,308 | 6,743 |
Operating lease liabilities, current | 523 | 590 |
Unearned revenue | 12,564 | 17,376 |
Debt, current | 999 | 1,182 |
Total current liabilities | 19,394 | 25,891 |
Noncurrent debt | 8,426 | 9,419 |
Noncurrent operating lease liabilities | 2,764 | 2,897 |
Other noncurrent liabilities | 2,348 | 2,283 |
Total liabilities | 32,932 | 40,490 |
Stockholders’ equity: | ||
Common stock | 1 | 1 |
Treasury stock, at cost | (10,004) | (4,000) |
Additional paid-in capital | 58,149 | 55,047 |
Accumulated other comprehensive loss | (331) | (274) |
Retained earnings | 10,275 | 7,585 |
Total stockholders’ equity | 58,090 | 58,359 |
Total liabilities and stockholders’ equity | $ 91,022 | $ 98,849 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | ||||
Revenues: | |||||||
Total revenues | $ 8,720 | $ 7,837 | $ 25,570 | $ 22,968 | |||
Cost of revenues: | |||||||
Total cost of revenues | [1],[2] | 2,155 | 2,088 | 6,393 | 6,260 | ||
Gross profit | 6,565 | 5,749 | 19,177 | 16,708 | |||
Operating expenses: | |||||||
Research and development | [1],[2] | 1,204 | 1,280 | 3,631 | 3,927 | ||
Marketing and sales | [1],[2] | 3,173 | 3,345 | 9,440 | 10,141 | ||
General and administrative | [1],[2] | 632 | 664 | 1,902 | 1,967 | ||
Restructuring | 55 | 0 | 815 | [1],[2] | 0 | [1],[2] | |
Total operating expenses | [1],[2] | 5,064 | 5,289 | 15,788 | 16,035 | ||
Income from operations | 1,501 | 460 | 3,389 | 673 | |||
Gains (losses) on strategic investments, net | (72) | 23 | (242) | 75 | |||
Other income (expense) | 58 | (8) | 158 | (121) | |||
Income before provision for income taxes | 1,487 | 475 | 3,305 | 627 | |||
Provision for income taxes | (263) | (265) | (615) | (321) | |||
Net income | $ 1,224 | $ 210 | $ 2,690 | $ 306 | |||
Basic net income per share (in dollars per share) | $ 1.26 | $ 0.21 | $ 2.76 | $ 0.31 | |||
Diluted net income per share (in dollars per share) | $ 1.25 | $ 0.21 | $ 2.73 | $ 0.31 | |||
Shares used in computing basic net income per share (in shares) | 972 | 997 | 976 | 995 | |||
Shares used in computing diluted net income per share (in shares) | 981 | 1,000 | 985 | 1,001 | |||
Subscription and support | |||||||
Revenues: | |||||||
Total revenues | $ 8,141 | $ 7,233 | $ 23,789 | $ 21,232 | |||
Cost of revenues: | |||||||
Total cost of revenues | [1],[2] | 1,571 | 1,451 | 4,596 | 4,381 | ||
Professional services and other | |||||||
Revenues: | |||||||
Total revenues | 579 | 604 | 1,781 | 1,736 | |||
Cost of revenues: | |||||||
Total cost of revenues | [1],[2] | $ 584 | $ 637 | $ 1,797 | $ 1,879 | ||
[1]Amounts include amortization of intangible assets acquired through business combinations, as follows: Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Cost of revenues $ 245 $ 250 $ 743 $ 785 Marketing and sales 223 224 668 693 Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Cost of revenues $ 109 $ 130 $ 324 $ 372 Research and development 238 287 735 863 Marketing and sales 275 330 815 947 General and administrative 71 96 223 288 Restructuring 0 0 16 0 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Stock-based expenses | $ 693 | $ 843 | $ 2,113 | $ 2,470 |
Cost of revenues | ||||
Amortization of intangibles acquired through business combinations | 245 | 250 | 743 | 785 |
Stock-based expenses | 109 | 130 | 324 | 372 |
Marketing and sales | ||||
Amortization of intangibles acquired through business combinations | 223 | 224 | 668 | 693 |
Stock-based expenses | 275 | 330 | 815 | 947 |
Research and development | ||||
Stock-based expenses | 238 | 287 | 735 | 863 |
General and administrative | ||||
Stock-based expenses | 71 | 96 | 223 | 288 |
Restructuring | ||||
Stock-based expenses | $ 0 | $ 0 | $ 16 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 1,224 | $ 210 | $ 2,690 | $ 306 |
Other comprehensive loss, net of reclassification adjustments: | ||||
Foreign currency translation and other losses | (65) | (66) | (54) | (175) |
Unrealized gains (losses) on marketable securities and privately held debt securities | (9) | (77) | 2 | (179) |
Other comprehensive loss, before tax | (74) | (143) | (52) | (354) |
Tax effect | 1 | 17 | (5) | 39 |
Other comprehensive loss, net | (73) | (126) | (57) | (315) |
Comprehensive income (loss) | $ 1,151 | $ 84 | $ 2,633 | $ (9) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders’ Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings |
Beginning balance (in shares) at Jan. 31, 2022 | 989 | |||||
Beginning balance at Jan. 31, 2022 | $ 58,131 | $ 1 | $ 0 | $ 50,919 | $ (166) | $ 7,377 |
Beginning balance (in shares) at Jan. 31, 2022 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued (in shares) | 5 | |||||
Common stock issued | 85 | 85 | ||||
Stock-based compensation expense | 776 | 776 | ||||
Other comprehensive income (loss), net of tax | (144) | (144) | ||||
Net income | 28 | 28 | ||||
Ending balance (in shares) at Apr. 30, 2022 | 994 | |||||
Ending balance at Apr. 30, 2022 | 58,876 | $ 1 | $ 0 | 51,780 | (310) | 7,405 |
Ending balance (in shares) at Apr. 30, 2022 | 0 | |||||
Beginning balance (in shares) at Jan. 31, 2022 | 989 | |||||
Beginning balance at Jan. 31, 2022 | 58,131 | $ 1 | $ 0 | 50,919 | (166) | 7,377 |
Beginning balance (in shares) at Jan. 31, 2022 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Other comprehensive income (loss), net of tax | (315) | |||||
Net income | 306 | |||||
Ending balance (in shares) at Oct. 31, 2022 | 1,002 | |||||
Ending balance at Oct. 31, 2022 | 59,351 | $ 1 | $ (1,743) | 53,891 | (481) | 7,683 |
Ending balance (in shares) at Oct. 31, 2022 | (11) | |||||
Beginning balance (in shares) at Apr. 30, 2022 | 994 | |||||
Beginning balance at Apr. 30, 2022 | 58,876 | $ 1 | $ 0 | 51,780 | (310) | 7,405 |
Beginning balance (in shares) at Apr. 30, 2022 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued (in shares) | 5 | |||||
Common stock issued | 348 | 348 | ||||
Stock-based compensation expense | 851 | 851 | ||||
Other comprehensive income (loss), net of tax | (45) | (45) | ||||
Net income | 68 | 68 | ||||
Ending balance (in shares) at Jul. 31, 2022 | 999 | |||||
Ending balance at Jul. 31, 2022 | 60,098 | $ 1 | $ 0 | 52,979 | (355) | 7,473 |
Ending balance (in shares) at Jul. 31, 2022 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued (in shares) | 3 | |||||
Common stock issued | 69 | 69 | ||||
Common stock repurchased (in shares) | (11) | |||||
Common stock repurchased | (1,743) | $ (1,743) | ||||
Stock-based compensation expense | 843 | 843 | ||||
Other comprehensive income (loss), net of tax | (126) | (126) | ||||
Net income | 210 | 210 | ||||
Ending balance (in shares) at Oct. 31, 2022 | 1,002 | |||||
Ending balance at Oct. 31, 2022 | 59,351 | $ 1 | $ (1,743) | 53,891 | (481) | 7,683 |
Ending balance (in shares) at Oct. 31, 2022 | (11) | |||||
Beginning balance (in shares) at Jan. 31, 2023 | 1,009 | |||||
Beginning balance at Jan. 31, 2023 | 58,359 | $ 1 | $ (4,000) | 55,047 | (274) | 7,585 |
Beginning balance (in shares) at Jan. 31, 2023 | (28) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued (in shares) | 7 | |||||
Common stock issued | 283 | 283 | ||||
Common stock repurchased (in shares) | (11) | |||||
Common stock repurchased | (2,144) | $ (2,144) | ||||
Stock-based compensation expense | 696 | 696 | ||||
Other comprehensive income (loss), net of tax | 19 | 19 | ||||
Net income | 199 | 199 | ||||
Ending balance (in shares) at Apr. 30, 2023 | 1,016 | |||||
Ending balance at Apr. 30, 2023 | 57,412 | $ 1 | $ (6,144) | 56,026 | (255) | 7,784 |
Ending balance (in shares) at Apr. 30, 2023 | (39) | |||||
Beginning balance (in shares) at Jan. 31, 2023 | 1,009 | |||||
Beginning balance at Jan. 31, 2023 | 58,359 | $ 1 | $ (4,000) | 55,047 | (274) | 7,585 |
Beginning balance (in shares) at Jan. 31, 2023 | (28) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Other comprehensive income (loss), net of tax | (57) | |||||
Net income | 2,690 | |||||
Ending balance (in shares) at Oct. 31, 2023 | 1,026 | |||||
Ending balance at Oct. 31, 2023 | 58,090 | $ 1 | $ (10,004) | 58,149 | (331) | 10,275 |
Ending balance (in shares) at Oct. 31, 2023 | (57) | |||||
Beginning balance (in shares) at Apr. 30, 2023 | 1,016 | |||||
Beginning balance at Apr. 30, 2023 | 57,412 | $ 1 | $ (6,144) | 56,026 | (255) | 7,784 |
Beginning balance (in shares) at Apr. 30, 2023 | (39) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued (in shares) | 7 | |||||
Common stock issued | 595 | 595 | ||||
Common stock repurchased (in shares) | (9) | |||||
Common stock repurchased | (1,913) | $ (1,913) | ||||
Stock-based compensation expense | 724 | 724 | ||||
Other comprehensive income (loss), net of tax | (3) | (3) | ||||
Net income | 1,267 | 1,267 | ||||
Ending balance (in shares) at Jul. 31, 2023 | 1,023 | |||||
Ending balance at Jul. 31, 2023 | 58,082 | $ 1 | $ (8,057) | 57,345 | (258) | 9,051 |
Ending balance (in shares) at Jul. 31, 2023 | (48) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock issued (in shares) | 3 | |||||
Common stock issued | 111 | 111 | ||||
Common stock repurchased (in shares) | (9) | |||||
Common stock repurchased | (1,947) | $ (1,947) | ||||
Stock-based compensation expense | 693 | 693 | ||||
Other comprehensive income (loss), net of tax | (73) | (73) | ||||
Net income | 1,224 | 1,224 | ||||
Ending balance (in shares) at Oct. 31, 2023 | 1,026 | |||||
Ending balance at Oct. 31, 2023 | $ 58,090 | $ 1 | $ (10,004) | $ 58,149 | $ (331) | $ 10,275 |
Ending balance (in shares) at Oct. 31, 2023 | (57) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | ||
Operating activities: | |||||
Net income | $ 1,224 | $ 210 | $ 2,690 | $ 306 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Depreciation and amortization | [1] | 862 | 941 | 3,006 | 2,754 |
Amortization of costs capitalized to obtain revenue contracts, net | 482 | 423 | 1,428 | 1,225 | |
Stock-based compensation expense | 693 | 843 | 2,113 | 2,470 | |
(Gains) losses on strategic investments, net | 72 | (23) | 242 | (75) | |
Changes in assets and liabilities, net of business combinations: | |||||
Accounts receivable, net | 550 | 471 | 5,905 | 5,486 | |
Costs capitalized to obtain revenue contracts, net | (300) | (375) | (906) | (1,279) | |
Prepaid expenses and other current assets and other assets | (407) | (63) | (750) | (359) | |
Accounts payable and accrued expenses and other liabilities | 172 | (309) | (1,607) | (1,205) | |
Operating lease liabilities | (139) | (173) | (474) | (561) | |
Unearned revenue | (1,677) | (1,632) | (4,816) | (4,439) | |
Net cash provided by operating activities | 1,532 | 313 | 6,831 | 4,323 | |
Investing activities: | |||||
Business combinations, net of cash acquired | (82) | 0 | (82) | (439) | |
Purchases of strategic investments | (103) | (44) | (390) | (475) | |
Sales of strategic investments | 80 | 98 | 102 | 181 | |
Purchases of marketable securities | (661) | (408) | (2,827) | (4,132) | |
Sales of marketable securities | 315 | 500 | 1,117 | 1,392 | |
Maturities of marketable securities | 563 | 585 | 1,810 | 1,752 | |
Capital expenditures | (166) | (198) | (589) | (580) | |
Net cash provided by (used in) investing activities | (54) | 533 | (859) | (2,301) | |
Financing activities: | |||||
Repurchases of common stock | (1,925) | (1,677) | (5,928) | (1,677) | |
Proceeds from employee stock plans | 274 | 233 | 1,085 | 688 | |
Principal payments on financing obligations | (114) | (233) | (506) | (349) | |
Repayments of debt | 0 | (1) | (1,182) | (3) | |
Net cash used in financing activities | (1,765) | (1,678) | (6,531) | (1,341) | |
Effect of exchange rate changes | (32) | (23) | (4) | (69) | |
Net increase (decrease) in cash and cash equivalents | (319) | (855) | (563) | 612 | |
Cash and cash equivalents, beginning of period | 6,772 | 6,931 | 7,016 | 5,464 | |
Cash and cash equivalents, end of period | 6,453 | 6,076 | 6,453 | 6,076 | |
Cash paid during the period for: | |||||
Interest | 28 | 46 | 164 | 184 | |
Income taxes, net of tax refunds | $ 458 | $ 113 | $ 709 | $ 390 | |
[1] Includes amortization of intangible assets acquired through business combinations, depreciation of fixed assets and amortization and impairment of right-of-use assets. |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 9 Months Ended |
Oct. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | Summary of Business and Significant Accounting Policies Description of Business Salesforce, Inc. (the “Company”) is a global leader in customer relationship management technology that brings companies and customers together. With the Customer 360 platform, the Company delivers a single source of truth, connecting customer data with integrated artificial intelligence across systems, apps and devices to help companies sell, service, market and conduct commerce from anywhere. Since its founding in 1999, Salesforce has pioneered innovations in cloud, mobile, social, analytics and artificial intelligence, enabling companies of every size and industry to transform their businesses in the all-digital, work-from-anywhere era. Fiscal Year The Company’s fiscal year ends on January 31. References to fiscal 2024, for example, refer to the fiscal year ending January 31, 2024. Basis of Presentation The accompanying condensed consolidated balance sheet as of October 31, 2023 and the condensed consolidated statements of operations, condensed consolidated statements of comprehensive income (loss), condensed consolidated statements of stockholders' equity and condensed consolidated statements of cash flows for the three and nine months ended October 31, 2023 and 2022, respectively, are unaudited. These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the unaudited condensed consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s balance sheet as of October 31, 2023, and its results of operations, including its comprehensive income (loss), stockholders' equity and its cash flows for the three and nine months ended October 31, 2023 and 2022. All adjustments are of a normal recurring nature. The results for the three and nine months ended October 31, 2023 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 31, 2024. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on March 8, 2023. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the Company’s condensed consolidated financial statements and notes thereto. Significant estimates and assumptions made by management include the determination of: • the fair value of assets acquired and liabilities assumed for business combinations; • the standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations; • the valuation of privately-held strategic investments; • the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions; • the average period of benefit associated with costs capitalized to obtain revenue contracts; • the useful lives of intangible assets; and • the fair value of certain stock awards issued. Actual results could differ materially from these estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, which forms the basis for making judgments about the carrying values of assets and liabilities as well as income and expenses to be recognized. Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. Over the past few years, the Company has completed a number of acquisitions which have allowed the Company to expand its offerings, presence and reach in various market segments of the enterprise cloud computing market. While the Company has offerings in multiple enterprise cloud computing market segments, including as a result of the Company's acquisitions, and operates in multiple countries, the Company’s business operates in one operating segment because most of the Company's service offerings operate on the Customer 360 Platform and are deployed in a nearly identical manner, and the Company’s CODM evaluates the Company’s financial information and resources, and assesses the performance of these resources, on a consolidated basis. Concentrations of Credit Risk, Significant Customers and Investments The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities and accounts receivable. The Company monitors and manages the overall exposure of its cash balances to individual financial institutions on an ongoing basis. The Company’s marketable securities portfolio consists primarily of investment-grade securities, and the Company’s policies limit the amount of credit exposure to any one issuer. The Company does not require collateral for accounts receivable. The Company maintains an allowance for its doubtful accounts receivable for estimated credit losses. This allowance is based upon historical loss patterns, the number of days that billings are past due, an evaluation of the potential risk of loss associated with delinquent accounts and current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss patterns. The Company records the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Any incremental allowance is recorded as an offset to unearned revenue on the condensed consolidated balance sheets. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success. As of October 31, 2023, one customer accounted for approximately six percent of accounts receivable, and no other customers accounted for more than five percent of accounts receivable. No single customer accounted for more than five percent of accounts receivable as of January 31, 2023. No single customer accounted for five percent or more of total revenue during the three and nine months ended October 31, 2023 and 2022. As of October 31, 2023 and January 31, 2023, assets located outside the Americas were 14 percent and 15 percent of total assets, respectively. As of October 31, 2023 and January 31, 2023, assets located in the United States were 84 percent and 83 percent of total assets, respectively. The Company is also exposed to concentrations of risk in its strategic investment portfolio, including within specific industries, as the Company primarily invests in enterprise cloud companies, technology st artups and system integrators. As of October 31, 2023, the Company held two investments, both privately held, with carrying values that were individually greater than five percent of its total strategic investments portfolio and represented 16 percent of the portfolio in aggregate. As of January 31, 2023, the Company held two investments, both privately held, with carrying values that were individuall y greater than five percent of its strategic investment portfolio and represented 16 percent of the portfolio in aggregate. Revenue Recognition The Company derives its revenues from two sources: (1) subscription and support revenues and (2) professional services and other revenues. Subscription and support revenues include subscription fees from customers accessing the Company’s enterprise cloud computing services (collectively, “Cloud Services”), software license revenues from the sales of term and perpetual licenses and support revenues from the sales of support and updates beyond the basic subscription or software license sales. Professional services and other revenues include professional and advisory services for process mapping, project management and implementation services and training services. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, for example, overage fees, contingent fees or service level penalties, the Company includes an estimate of the amount it expects to receive for the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when or as the Company satisfies the performance obligations. Subscription and Support Revenues Subscription and support revenues are comprised of fees that provide customers with access to Cloud Services, software licenses and related support and updates during the term of the arrangement. Cloud Services allow customers to use the Company's multi-tenant software without taking possession of the software. Revenue is generally recognized ratably over the contract term. Substantially all of the Company’s subscription service arrangements are non-cancelable and do not contain refund-type provisions. Subscription and support revenues also include revenues associated with term and perpetual software licenses that provide the customer with a right to use the software as it exists when made available. Revenues from term and perpetual software licenses are generally recognized at the point in time when the software is made available to the customer. Revenue from software support and updates is recognized as the support and updates are provided, which is generally ratably over the contract term. The Company typically invoices its customers annually and its payment terms provide that customers pay within 30 days of invoice. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or revenue, depending on whether transfer of control to customers has occurred. Professional Services and Other Revenues The Company’s professional services contracts are either on a time and materials, fixed price or subscription basis. These revenues are recognized as the services are rendered for time and materials contracts, on a proportional performance basis for fixed price contracts or ratably over the contract term for subscription professional services contracts. Other revenues consist primarily of training revenues recognized as such services are performed. Significant Judgments - Contracts with Multiple Performance Obligations The Company enters into contracts with its customers that may include promises to transfer multiple performance obligations such as Cloud Services, software licenses, support and updates and professional services. A performance obligation is a promise in a contract with a customer to transfer products or services that are concluded to be distinct. Determining whether products and services are distinct performance obligations that should be accounted for separately or combined as one unit of accounting may require significant judgment. Cloud Services, software licenses and support and updates services are generally concluded to be distinct because such offerings are often sold separately. In determining whether professional services are distinct, the Company considers the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription start date and the contractual dependence of the service on the customer’s satisfaction with the professional services work. To date, the Company has concluded that professional services included in contracts with multiple performance obligations are distinct. The Company allocates the transaction price to each performance obligation on a relative SSP basis. The SSP is the price at which the Company would sell a promised product or service separately to a customer. Judgment is required to determine the SSP for each distinct performance obligation. The Company determines SSP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company’s discounting practices, the size and volume of the Company’s transactions, the customer demographic, the geographic area where services are sold, price lists, the Company's go-to-market strategy, historical and current sales and contract prices. In instances where the Company does not sell or price a product or service separately, the Company determines SSP using information that may include market conditions or other observable inputs. As the Company’s go-to-market strategies evolve, the Company may modify its pricing practices in the future, which could result in changes to SSP. In certain cases, the Company is able to establish SSP based on observable prices of products or services sold or priced separately in comparable circumstances to similar customers. The Company uses a single amount to estimate SSP when indicated by the distribution of its observable prices. Alternatively, the Company uses a range of amounts to estimate SSP when the pricing practices or distribution of the observable prices are highly variable. The Company typically has more than one SSP for individual products and services due to the stratification of those products and services by customer size and geography. Costs Capitalized to Obtain Revenue Contracts The Company capitalizes incremental costs of obtaining revenue contracts related to non-cancelable Cloud Services subscription, ongoing Cloud Services support and license support and updates. For contracts with on-premises software licenses where revenue is recognized upfront when the software is made available to the customer, costs allocable to those licenses are expensed as they are incurred. Capitalized amounts consist primarily of sales commissions paid to the Company’s direct sales force. Capitalized amounts also include (1) amounts paid to employees other than the direct sales force who earn incentive payouts under annual compensation plans that are tied to the value of contracts acquired, (2) commissions paid to employees upon renewals of subscription and support contracts, (3) the associated payroll taxes and fringe benefit costs associated with the payments to the Company’s employees and (4) to a lesser extent, success fees paid to partners in emerging markets where the Company has a limited presence. Costs capitalized related to new revenue contracts are amortized on a straight-line basis over four years, which is longer than the typical initial contract period, but reflects the estimated average period of benefit, including expected contract renewals. In arriving at this average period of benefit, the Company evaluates both qualitative and quantitative factors which included the estimated life cycles of its offerings and its customer attrition. Additionally, the Company amortizes capitalized costs for renewals and success fees paid to partners over two years. The capitalized amounts are recoverable through future revenue streams under all non-cancelable customer contracts. The Company periodically evaluates whether there have been any changes in its business, the market conditions in which it operates or other events which would indicate that its amortization period should be changed or if there are potential indicators of impairment. Amortization of capitalized costs to obtain revenue contracts is included in marketing and sales expense in the accompanying condensed consolidated statements of operations. There were no impairments of costs to obtain revenue contracts for the three and nine months ended October 31, 2023 and 2022. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at fair value. Marketable Securities The Company considers all of its marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classifies these securities within current assets on the condensed consolidated balance sheets. Securities are classified as available for sale and are carried at fair value, with the change in unrealized gains and losses, net of tax, reported as a separate component on the condensed consolidated statements of comprehensive income (loss) until realized. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. Securities with an amortized cost basis in excess of estimated fair value are assessed to determine what amount of the excess, if any, is caused by expected credit losses. Expected credit losses on securities are recognized in other income (expense) on the condensed consolidated statements of operations, and any remaining unrealized losses, net of taxes, are included in accumulated other comprehensive income (loss) in stockholders' equity. For the purposes of computing realized and unrealized gains and losses, the cost of securities sold is based on the specific-identification method. Interest on securities classified as available for sale is included as a component of investment income within other income (expense) on the condensed consolidated statements of operations. Strategic Investments The Company holds strategic investments in privately held debt and equity securities and publicly held equity securities in which the Company does not have a controlling interest. Privately held equity securities where the Company lacks a controlling financial interest but does exercise significant influence are accounted for under the equity method. Privately held equity securities not accounted for under the equity method are recorded at cost and adjusted only for observable transactions for same or similar investments of the same issuer or impairment events (referred to as the measurement alternative). All gains and losses on privately held equity securities, realized and unrealized, are recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations. Privately held debt securities are recorded at fair value with changes in fair value recorded through accumulated other comprehensive loss on the condensed consolidated balance sheet. Valuations of privately held securities are inherently complex and require judgment due to the lack of readily available market data. In determining the estimated fair value of its strategic investments in privately held companies, the Company utilizes the most recent data available to the Company. The Company assesses its privately held debt and equity securities in its strategic investment portfolio at least quarterly for impairment. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors, including the investee's financial metrics, market acceptance of the investee's product or technology and the rate at which the investee is using its cash. If the investment is considered impaired, the Company estimates the fair value of the investment and recognizes any resulting impairment through the condensed consolidated statements of operations. Publicly held equity securities are measured at fair value with changes recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations. The Company may enter into strategic investments or other investments that are considered variable interest entities (“VIEs”). If the Company is a primary beneficiary of a VIE, it is required to consolidate the entity. To determine if the Company is the primary beneficiary of a VIE, the Company evaluates whether it has (1) the power to direct the activities that most significantly impact the VIE’s economic performance, and (2) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The assessment of whether the Company is the primary beneficiary of its VIE investments requires significant assumptions and judgments. VIEs that are not consolidated are accounted for under the measurement alternative, equity method, amortized cost, or other appropriate methodology based on the nature of the interest held. Fair Value Measurement The Company measures its cash and cash equivalents, marketable securities, publicly held equity securities and foreign currency derivative contracts at fair value. In addition, the Company measures certain of its strategic investments, including its privately held debt securities and privately held equity securities, at fair value on a nonrecurring basis when there has been an observable price change in a same or similar security or an impairment. The additional disclosures regarding the Company’s fair value measurements are included in Note 4 “Fair Value Measurement.” Derivative Financial Instruments The Company enters into foreign currency derivative contracts with financial institutions to reduce foreign exchange risk associated with intercompany transactions and other monetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary. The Company uses forward currency derivative contracts, which are not designated as hedging instruments, to minimize the Company’s exposure to balances primarily denominated in the Euro, British Pound Sterling, Canadian Dollar, Australian Dollar, Brazilian Real and Japanese Yen. The Company’s derivative financial instruments program is not designated for trading or speculative purposes. The Company generally enters into master netting arrangements with the financial institutions with which it contracts for such derivatives, which permit net settlement of transactions with the same counterparty, thereby reducing risk of credit-related losses from a financial institutions' nonperformance. While the contract or notional amount is often used to express the volume of foreign currency derivative contracts, the amounts potentially subject to credit risk are generally limited to the amounts, if any, by which the counterparties’ obligations under the agreements exceed the obligations of the Company to the counterparties. The notional amount of foreign currency derivative contracts as of October 31, 2023 and January 31, 2023 was $7.3 billion and $6.0 billion, respectively. Outstanding foreign currency derivative contracts are recorded at fair value on the condensed consolidated balance sheets. Unrealized gains or losses due to changes in the fair value of these derivative contracts, as well as realized gains or losses from their net settlement, are recognized as other income (expense) consistent with the offsetting gains or losses resulting from the remeasurement or settlement of the underlying foreign currency denominated receivables and payables. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Buildings and building improvements 10 to 40 years Computers, equipment and software 3 to 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years The Company estimates the useful lives of property and equipment upon initial recognition and periodically evaluates the useful lives and whether events or changes in circumstances warrant a revision to the useful lives. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses. Leases The Company determines if an arrangement is a lease at inception and classifies its leases at commencement. Operating leases are included in operating lease right-of-use (“ROU”) assets and current and noncurrent operating lease liabilities on the Company’s condensed consolidated balance sheets. Assets (also referred to as ROU assets) and liabilities recognized from finance leases are included in property and equipment, accrued expenses and other liabilities and other noncurrent liabilities, respectively, on the Company’s condensed consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term. The corresponding lease liabilities represent its obligation to make lease payments arising from the lease. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less for any asset classes. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement, net of any future tenant incentives. The Company has lease agreements which contain both lease and non-lease components, which it has elected to combine for all asset classes. As such, minimum lease payments include fixed payments for non-lease components within a lease agreement, but exclude variable lease payments not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to period. The Company’s lease terms may include options to extend or terminate the lease. Periods beyond the noncancellable term of the lease are included in the measurement of the lease liability only when it is reasonably certain that the Company will exercise the associated extension option or waive the termination option. The Company reassesses the lease term if and when a significant event or change in circumstances occurs within the control of the Company. As most of the Company’s leases do not provide an implicit rate, the net present value of future minimum lease payments is determined using the Company’s incremental borrowing rate. The Company's incremental borrowing rate is an estimate of the interest rate the Company would have to pay to borrow on a collateralized basis with similar terms and payments, in the economic environment where the leased asset is located. The lease ROU asset is recognized based on the lease liability, adjusted for any rent payments or initial direct costs incurred or tenant incentives received prior to commencement. Lease expense for operating leases, which includes amortization expense of ROU assets, is recognized on a straight-line basis over the lease term. Amortization expense of finance lease ROU assets is recognized on a straight-line basis over the lease term, and interest expense for finance lease liabilities is recognized based on the incremental borrowing rate. Expense for variable lease payments are recognized as incurred. On the lease commencement date, the Company also establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are included in property and equipment, net and are amortized over the lease term. The Company has entered into subleases or has made decisions and taken actions to exit and sublease certain unoccupied leased office space. Similar to other long-lived assets discussed below, management tests ROU assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. For leased assets, such circumstances would include the decision to leave a leased facility prior to the end of the minimum lease term or subleases for which estimated cash flows do not fully cover the costs of the associated lease. Intangible Assets Acquired through Business Combinations Intangible assets are amortized over their estimated useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. Impairment Assessment The Company evaluates intangible assets and other long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. This includes but is not limited to significant adverse changes in business climate, market conditions or other events that indicate an asset's carrying amount may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value. The Company evaluates and tests the recoverability of its goodwill for impairment at least annually during its fourth quarter of each fiscal year or more often if and when circumstances indicate that goodwill may not be recoverable. Business Combinations The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions, tax-related valuation allowances and pre-acquisition contingencies are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s condensed consolidated statements of operations. In the event the Company acquires an entity with which the Company has a preexisting relationship, the Company will generally recognize a gain or loss to settle that relationship as of the acquisition date within operating income on the condensed consolidated statements of operations. In the event that the Company acquires an entity in which the Company previously held a strategic investment, the difference between the fair value of the shares as of the date of the acquisition and the carrying value of the strategic investment is recorded as a gain or loss and recorded within net gains (losses) on strategic investments in the condensed consolidated statements of operations. Restructuring The Company generally recognizes employee severance costs when payments are probable and amounts are estimable or when notification occurs, depending on the region an employee works. Costs related to contracts without future benefit or contract termination are recognized at the earlier of the contract termination or the cease-use dates. Other exit-related costs are recognized as incurred. Stock-Based Compensation Expense Stock-based compensation expense is measured based on grant date at fair value using the Black-Scholes option pricing model |
Revenues
Revenues | 9 Months Ended |
Oct. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Disaggregation of Revenue Subscription and Support Revenue by the Company's Service Offerings Subscription and support revenues consisted of the following (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Sales $ 1,906 $ 1,717 $ 5,611 $ 5,044 Service 2,074 1,856 6,087 5,445 Platform and Other 1,686 1,513 4,891 4,410 Marketing and Commerce 1,230 1,129 3,638 3,339 Data (1) 1,245 1,018 3,562 2,994 $ 8,141 $ 7,233 $ 23,789 $ 21,232 (1) Data is comprised of revenue from Analytics, which includes Tableau, and Integration, which includes Mulesoft. Total Revenue by Geographic Locations Revenues by geographical region consisted of the following (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Americas $ 5,862 $ 5,361 $ 17,113 $ 15,593 Europe 1,998 1,745 5,923 5,228 Asia Pacific 860 731 2,534 2,147 $ 8,720 $ 7,837 $ 25,570 $ 22,968 Revenues by geography are determined based on the region of the Company's contracting entity, which may be different than the region of the customer. Americas revenue attributed to the United States was approximately 93 percent and 92 percent during the three months ended October 31, 2023 and 2022, respectively. Americas’ revenue attributed to the United States was approximately 93 percent during the nine months ended October 31, 2023 and 2022. No other country represented more than ten percent of total revenue during the three and nine months ended October 31, 2023 and 2022. Contract Balances Contract Assets The Company records a contract asset when revenue recognized on a contract exceeds the billings. Contract assets were $866 million as of October 31, 2023 as compared to $648 million as of January 31, 2023, and are included in prepaid expenses and other current assets and deferred tax assets and other assets, net on the condensed consolidated balance sheets. Unearned Revenue Unearned revenue represents amounts that have been invoiced in advance of revenue recognition and is recognized as revenue when transfer of control to customers has occurred or services have been provided. The unearned revenue balance does not represent the total contract value of annual or multi-year, non-cancelable subscription agreements. The unearned revenue balance is influenced by several factors, including seasonality, the compounding effects of renewals, invoice duration, invoice timing, dollar size and new business linearity within the quarter. The change in unearned revenue was as follows (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Unearned revenue, beginning of period $ 14,237 $ 12,825 $ 17,376 $ 15,628 Billings and other (1) 6,876 6,142 20,536 18,354 Contribution from contract asset 167 63 218 175 Revenue recognized over time (8,249) (7,473) (24,264) (21,865) Revenue recognized at a point in time (471) (364) (1,306) (1,103) Unearned revenue from business combinations 4 0 4 4 Unearned revenue, end of period $ 12,564 $ 11,193 $ 12,564 $ 11,193 (1) Other includes, for example, the impact of foreign currency translation. The majority of revenue recognized for these services in the period was included in the unearned revenue balance as of the beginning of the period. Revenue recognized over time primarily includes Cloud Services subscription and support revenue, which is generally recognized ratably over time, and professional services and other revenue, which is generally recognized ratably or as delivered. Revenue recognized at a point in time substantially consists of on-premises software licenses. Remaining Performance Obligation Remaining performance obligation represents contracted revenue that has not yet been recognized and includes unearned revenue and unbilled amounts that will be recognized as revenue in future periods. Transaction price allocated to the remaining performance obligation is based on SSP. Remaining performance obligation is influenced by several factors, including seasonality, the timing of renewals, the timing of software license deliveries, average contract terms and foreign currency exchange rates. Remaining performance obligation is also impacted by acquisitions. Unbilled portions of the remaining performance obligation denominated in foreign currencies are revalued each period based on the period end exchange rates. Remaining performance obligation is subject to future economic risks, including bankruptcies, regulatory changes and other market factors. The Company excludes amounts related to performance obligations from professional services contracts that are billed and recognized on a time and materials basis. The majority of the Company's noncurrent remaining performance obligation is expected to be recognized in the next 13 to 36 months. Remaining performance obligation consisted of the following (in billions): Current Noncurrent Total As of October 31, 2023 $ 23.9 $ 24.4 $ 48.3 As of January 31, 2023 $ 24.6 $ 24.0 $ 48.6 |
Investments
Investments | 9 Months Ended |
Oct. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Marketable Securities At October 31, 2023, marketable securities consisted of the following (in millions): Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 3,123 $ 1 $ (84) $ 3,040 U.S. treasury securities 386 0 (13) 373 Mortgage-backed obligations 260 0 (13) 247 Asset-backed securities 1,329 0 (18) 1,311 Municipal securities 166 0 (5) 161 Commercial paper 33 0 0 33 Covered bonds 90 0 (5) 85 Other 163 0 (3) 160 Total marketable securities $ 5,550 $ 1 $ (141) $ 5,410 At January 31, 2023, marketable securities consisted of the following (in millions): Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 3,442 $ 4 $ (92) $ 3,354 U.S. treasury securities 381 0 (11) 370 Mortgage-backed obligations 190 0 (12) 178 Asset-backed securities 1,004 1 (20) 985 Municipal securities 175 0 (6) 169 Commercial paper 278 0 0 278 Covered bonds 105 0 (4) 101 Other 59 0 (2) 57 Total marketable securities $ 5,634 $ 5 $ (147) $ 5,492 The contractual maturities of the investments classified as marketable securities were as follows (in millions): As of October 31, 2023 January 31, 2023 Due within 1 year $ 2,169 $ 2,380 Due in 1 year through 5 years 3,221 3,104 Due in 5 years through 10 years 20 8 $ 5,410 $ 5,492 Strategic Investments Strategic investments by form and measurement category as of October 31, 2023 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 51 $ 4,518 $ 136 $ 4,705 Debt securities and other investments 0 0 69 69 Balance as of October 31, 2023 $ 51 $ 4,518 $ 205 $ 4,774 Strategic investments by form and measurement category as of January 31, 2023 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 48 $ 4,479 $ 76 $ 4,603 Debt securities and other investments 0 0 69 69 Balance as of January 31, 2023 $ 48 $ 4,479 $ 145 $ 4,672 The Company holds investments in, or management agreements with, VIEs which the Company does not consolidate because it is not considered the primary beneficiary of these entities. The carrying value of VIEs within strategic investments was $419 million and $354 million, as of October 31, 2023 and January 31, 2023, respectively. Gains (Losses) on Strategic Investments, Net The components of gains and losses on strategic investments were as follows (in millions): 3 Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Unrealized losses recognized on publicly traded equity securities, net $ (2) $ 0 $ 0 $ (103) Unrealized gains recognized on privately held equity securities, net 14 57 65 174 Impairments on privately held equity and debt securities (98) (68) (355) (121) Unrealized losses, net (86) (11) (290) (50) Realized gains on sales of securities, net 14 34 48 125 Gains (losses) on strategic investments, net $ (72) $ 23 $ (242) $ 75 Unrealized gains and losses recognized on privately held equity securities, net includes upward and downward adjustments from equity securities accounted for under the measurement alternative, as well as gains and losses from private equity securities in other measurement categories. For privately held securities accounted for under the measurement alternative, the Company recorded upward adjustments of $14 million and $66 million and impairments and downward adjustments of $98 million and $66 million for the three months ended October 31, 2023 and 2022, respectively, and upward adjustments of $65 million and $196 million and impairments of $354 million and $96 million for the nine months ended October 31, 2023 and 2022, respectively. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Oct. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2. Significant other inputs that are directly or indirectly observable in the marketplace. Level 3. Significant unobservable inputs which are supported by little or no market activity. All of the Company’s cash equivalents, marketable securities and foreign currency derivative contracts are classified within Level 1 or Level 2 because the Company’s cash equivalents, marketable securities and foreign currency derivative contracts are valued using quoted market prices or alternative pricing sources and models utilizing observable market inputs. The following table presents information about the Company’s assets and liabilities that were measured at fair value as of October 31, 2023 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Fair Value Cash equivalents (1): Time deposits $ 0 $ 979 $ 0 $ 979 Money market mutual funds 3,094 0 0 3,094 Cash equivalent securities 0 641 0 641 Marketable securities: Corporate notes and obligations 0 3,040 0 3,040 U.S. treasury securities 0 373 0 373 Mortgage-backed obligations 0 247 0 247 Asset-backed securities 0 1,311 0 1,311 Municipal securities 0 161 0 161 Commercial paper 0 33 0 33 Covered bonds 0 85 0 85 Other 0 160 0 160 Strategic investments: Equity securities 51 0 0 51 Total assets $ 3,145 $ 7,030 $ 0 $ 10,175 (1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $1.7 billion of cash, as of October 31, 2023. The following table presents information about the Company’s assets and liabilities that were measured at fair value as of January 31, 2023 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Fair Value Cash equivalents (1): Time deposits $ 0 $ 1,877 $ 0 $ 1,877 Money market mutual funds 1,795 0 0 1,795 Cash equivalent securities 0 794 0 794 Marketable securities: Corporate notes and obligations 0 3,354 0 3,354 U.S. treasury securities 0 370 0 370 Mortgage-backed obligations 0 178 0 178 Asset-backed securities 0 985 0 985 Municipal securities 0 169 0 169 Commercial paper 0 278 0 278 Covered bonds 0 101 0 101 Other 0 57 0 57 Strategic investments: Equity securities 48 0 0 48 Total assets $ 1,843 $ 8,163 $ 0 $ 10,006 (1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $2.6 billion of cash, as of January 31, 2023. Strategic Investments Measured and Recorded at Fair Value on a Non-Recurring Basis Substantially all of the Company's privately held debt and equity securities and other investments are recorded at fair value on a non-recurring basis. The estimation of fair value for these investments requires the use of significant unobservable inputs, and as a result, the Company deems these assets as Level 3 within the fair value measurement framework. For privately held equity investments without a readily determinable fair value, the Company applies valuation methods based on information available, including the market approach and option pricing models (“OPM”). Observable transactions, such as the issuance of new equity by an investee, are indicators of investee enterprise value and are used to estimate the fair value of the privately held equity investments. An OPM may be utilized to allocate value to the various classes of securities of the investee, including classes owned by the Company. Such information, available to the Company from investee companies, is supplemented with estimates such as volatility, expected time to liquidity and the rights and obligations of the securities the Company holds. When indicators of impairment are observed for privately held equity securities, the Company generally uses the market approach to estimate the fair value of its investment, giving consideration to the latest observable transactions, as well as the investee's current and projected financial performance and other significant inputs and assumptions, including estimated time to exit, selection and analysis of guideline public companies and the rights and obligations of the securities the Company holds. The Company's privately held debt and equity securities and other investments amounted to $4.7 billion and $4.6 billion as of October 31, 2023 and January 31, 2023, respectively. |
Leases and Other Commitments
Leases and Other Commitments | 9 Months Ended |
Oct. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Leases and Other Commitments | Leases and Other Commitments Leases The Company has leases for corporate offices, data centers and equipment under non-cancelable operating and finance leases with various expiration dates. Total operating lease costs were $163 million and $239 million for the three months ended October 31, 2023 and 2022, respectively, and were $823 million and $692 million for the nine months ended October 31, 2023 and 2022, respectively. Included in operating lease costs are amounts related to restructuring charges, which are discussed in Note 8 “Restructuring.” As of October 31, 2023, the maturities of lease liabilities under non-cancelable operating and finance leases were as follows (in millions): Operating Leases Finance Leases Fiscal Period: Remaining three months of fiscal 2024 $ 143 $ 96 Fiscal 2025 610 399 Fiscal 2026 585 334 Fiscal 2027 519 222 Fiscal 2028 459 46 Thereafter 1,369 2 Total minimum lease payments 3,685 1,099 Less: Imputed interest (398) (52) Total $ 3,287 $ 1,047 As of October 31, 2023, the Company has additional operating and finance leases that have not yet commenced totaling $84 million, which are not reflected on the condensed consolidated balance sheets or the tables above. These leases will commence between fiscal year 2024 and fiscal year 2025 with lease terms of 2 to 16 years. Other Balance Sheet Accounts Accounts payable, accrued expenses and other liabilities as of October 31, 2023 included approximately $1.8 billion of accrued compensation as compared to $2.6 billion as of January 31, 2023. |
Intangible Assets Acquired Thro
Intangible Assets Acquired Through Business Combinations and Goodwill | 9 Months Ended |
Oct. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Acquired Through Business Combinations and Goodwill | Intangible Assets Acquired Through Business Combinations and Goodwill Intangible Assets Acquired Through Business Combinations Intangible assets acquired through business combinations were as follows (in millions): Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Weighted January 31, 2023 Additions and retirements, net October 31, 2023 January 31, 2023 Expense and retirements, net October 31, 2023 January 31, 2023 October 31, 2023 October 31, 2023 Acquired developed technology $ 4,844 $ 23 $ 4,867 $ (2,471) $ (743) $ (3,214) $ 2,373 $ 1,653 2.4 Customer relationships 6,691 0 6,691 (2,162) (630) (2,792) 4,529 3,899 5.0 Other (1) 303 0 303 (80) (38) (118) 223 185 3.7 Total $ 11,838 $ 23 $ 11,861 $ (4,713) $ (1,411) $ (6,124) $ 7,125 $ 5,737 4.2 (1) Included in other are in-place leases, trade names, trademarks and territory rights. Amortization of intangible assets resulting from business combinations for the three months ended October 31, 2023 and 2022 was $468 million and $474 million, respectively, and for the nine months ended October 31, 2023 and 2022 was $1.4 billion and $1.5 billion, respectively. The expected future amortization expense for intangible assets as of October 31, 2023 was as follows (in millions): Fiscal Period: Remaining three months of fiscal 2024 $ 459 Fiscal 2025 1,605 Fiscal 2026 1,363 Fiscal 2027 995 Fiscal 2028 618 Thereafter 697 Total amortization expense $ 5,737 Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. The changes in the carrying amounts of goodwill, which is generally not deductible for tax purposes, were as follows (in millions): Balance as of January 31, 2023 $ 48,568 Acquisitions and adjustments (1) 46 Balance as of October 31, 2023 $ 48,614 (1) Acquisitions and adjustments include the effect of foreign currency translation. |
Debt
Debt | 9 Months Ended |
Oct. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of the Company's borrowings were as follows (in millions): Instrument Date of Issuance Maturity Date Contractual Interest Rate Outstanding Principal as of October 31, 2023 Carrying Value as of October 31, 2023 Carrying Value as of January 31, 2023 2023 Senior Notes (1) April 2018 April 2023 3.25 % $ 0 $ 0 $ 1,000 Loan assumed on 50 Fremont (2) February 2015 June 2023 3.75 0 0 182 2024 Senior Notes July 2021 July 2024 0.625 1,000 999 998 2028 Senior Notes April 2018 April 2028 3.70 1,500 1,494 1,493 2028 Senior Sustainability Notes July 2021 July 2028 1.50 1,000 993 992 2031 Senior Notes July 2021 July 2031 1.95 1,500 1,490 1,489 2041 Senior Notes July 2021 July 2041 2.70 1,250 1,235 1,235 2051 Senior Notes July 2021 July 2051 2.90 2,000 1,979 1,977 2061 Senior Notes July 2021 July 2061 3.05 1,250 1,235 1,235 Total carrying value of debt $ 9,500 9,425 10,601 Less current portion of debt (999) (1,182) Total noncurrent debt $ 8,426 $ 9,419 (1) The Company repaid in full the 2023 Senior Notes in the first quarter of fiscal 2024. (2) The Company repaid in full the Loan assumed on 50 Fremont in the second quarter of fiscal 2024. The Company was in compliance with all debt covenants as of October 31, 2023. The total estimated fair value of the Company's outstanding senior unsecured notes (the “Senior Notes”) above was $7.1 billion and $8.8 billion as of October 31, 2023 and January 31, 2023 , respectively. The fair value was determined based on the closing trading price per $100 of the Senior Notes as of the last day of trading of the third quarter of fiscal 2024 and the last day of trading of fiscal 2023, respectively, and are deemed Level 2 liabilities within the fair value measurement framework. The contractual future principal payments for all borrowings as of October 31, 2023 were as follows (in millions): Fiscal Period: Remaining three months of fiscal 2024 $ 0 Fiscal 2025 1,000 Fiscal 2026 0 Fiscal 2027 0 Fiscal 2028 0 Thereafter 8,500 Total principal outstanding $ 9,500 Revolving Credit Facility In December 2020, the Company entered into a Credit Agreement with Citibank, N.A., as administrative agent, and certain other institutional lenders (the “Revolving Loan Credit Agreement”) that provides for a $3.0 billion unsecured revolving credit facility (“Credit Facility”) and matures in December 2025. The Company may use the proceeds of future borrowings under the Credit Facility for general corporate purposes, which may include, without limitation, financing the consideration for, fees, costs and expenses related to any acquisition. The Company amended the Revolving Loan Credit Agreement in April 2022 and May 2023, in each case to reflect certain administrative changes. |
Restructuring
Restructuring | 9 Months Ended |
Oct. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In January 2023, the Company announced a restructuring plan (the “Restructuring Plan”) intended to reduce operating costs, improve operating margins, and continue advancing the Company’s ongoing commitment to profitable growth. This plan included a reduction of the Company’s workforce, and select real estate exits and office space reductions within certain markets. The actions associated with the employee restructuring under the Restructuring Plan are expected to be substantially complete by the end of the Company’s fiscal 2024, subject to local law and consultation requirements. The actions associated with the real estate restructuring under the Restructuring Plan are expected to be fully complete in fiscal 2026. The following table summarizes the activities related to the Restructuring Plan for the three and nine months ended October 31, 2023 (in millions): Three Months Ended October 31, 2023 Nine Months Ended October 31, 2023 Workforce Reduction Office Space Reductions Total Workforce Reduction Office Space Reductions Total Liability, beginning of the period $ 117 $ 0 $ 117 $ 607 $ 0 $ 607 Charges 47 8 55 436 379 815 Payments (103) (25) (128) (963) (27) (990) Non-cash items 0 20 20 (19) (349) (368) Liability, end of the period $ 61 $ 3 $ 64 $ 61 $ 3 $ 64 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Oct. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Stock option activity for the nine months ended October 31, 2023 was as follows: Options Outstanding Outstanding Weighted- Aggregate Balance as of January 31, 2023 23 $ 175.23 Exercised (5) 131.66 Plan shares expired or canceled (2) 204.09 Balance as of October 31, 2023 16 $ 183.84 $ 480 Vested or expected to vest 16 $ 183.01 $ 474 Exercisable as of October 31, 2023 11 $ 172.98 $ 407 Restricted stock activity for the nine months ended October 31, 2023 was as follows: Restricted Stock Outstanding Outstanding Weighted-Average Grant Date Fair Value Aggregate Balance as of January 31, 2023 29 $ 204.62 Granted - restricted stock units and awards 13 193.57 Granted - performance-based stock units 1 193.09 Canceled (5) 201.87 Vested and converted to shares (10) 203.80 Balance as of October 31, 2023 28 $ 199.88 $ 5,807 Expected to vest 25 $ 4,974 The aggregate expected stock-based compensation expense remaining to be recognized as of October 31, 2023 was as follows (in millions): Fiscal Period: Remaining three months of fiscal 2024 $ 697 Fiscal 2025 2,234 Fiscal 2026 1,618 Fiscal 2027 796 Fiscal 2028 151 Total stock-based compensation expense $ 5,496 The aggregate expected stock-based compensation expense remaining to be recognized reflects only outstanding stock awards as of October 31, 2023 and assumes no forfeiture activity and no changes in the expected level of attainment of performance share grants based on the Company’s financial performance relative to certain targets. Share Repurchase Program In August 2022, the Board of Directors authorized a program to repurchase up to $10.0 billion of the Company’s common stock (the “Share Repurchase Program”). In February 2023, the Board of Directors authorized an additional $10.0 billion in repurchases under the Share Repurchase Program for an aggregate total authorization of $20.0 billion. The Share Repurchase Program does not have a fixed expiration date and does not obligate the Company to acquire any specific number of shares. Under the Share Repurchase Program, shares of common stock may be repurchased using a variety of methods, including privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as part of accelerated share repurchases and other methods. The timing, manner, price and amount of any repurchases are determined by the Company in its discretion and depend on a variety of factors, including legal requirements, price and economic and market conditions. The Company accounts for treasury stock under the cost method. During the three and nine months ended October 31, 2023, the Company repurchased approximately 9 million and 29 million shares of its common stock for approximately $1.9 billion and $6.0 billion, at an average price per share of $209.33 and $201.95, respectively. During the three and nine months ended October 31, 2022, the Company repurchased approximately 11 million shares of its common stock for approximately $1.7 billion at an average price per share of $152.66. All repurchases were made in open market transactions. As of October 31, 2023, the Company was authorized to purchase a remaining $10.0 billion of its common stock under the Share Repurchase Program. |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Effective Tax Rate The Company computes its year-to-date provision for income taxes by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusts the provision for discrete tax items recorded in the period. For the nine months ended October 31, 2023, the Company reported a tax provision of $615 million on pretax income of $3.3 billion, which resulted in an effective tax rate of 19 percent. The Company’s effective tax rate differed from the U.S. statutory rate of 21 percent primarily due to discrete benefits from research and development credits, foreign tax credits attributable to the IRS Notice 2023-55, and certain adjustments resulted from a transfer pricing agreement in a foreign tax jurisdiction, partially offset by profitable jurisdictions outside of the United States subject to tax rates greater than 21 percent and withholding taxes. For the nine months ended October 31, 2022, the Company reported a tax provision of $321 million on pretax income of $627 million, which resulted in an effective tax rate of 51 percent. The Company’s effective tax rate differed from the U.S. statutory rate of 21 percent primarily due to profitable jurisdictions outside of the United States subject to tax rates greater than 21 percent and withholding taxes. Unrecognized Tax Benefits and Other Considerations The Company records liabilities related to its uncertain tax positions. Tax positions for the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions throughout the world. Certain prior year tax returns are currently being examined by various taxing authorities in countries including the United States, Germany, and Israel. The Company believes that it has provided adequate reserves for its income tax uncertainties in all open tax years. As the outcome of the tax audits cannot be predicted with certainty, if any issues arising in the Company’s tax audits progress in a manner inconsistent with management's expectations, the Company could adjust its provision for income taxes in the future. In addition, the Company anticipates it is reasonably possible that an insignificant decrease of its unrecognized tax benefits may occur in the next 12 months, as the applicable statutes of limitations lapse, ongoing examinations are completed, or tax positions meet the conditions of being effectively settled. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Oct. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic earnings per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding for the fiscal period. Diluted earnings per share is computed by giving effect to all potential weighted average dilutive common stock, including options and restricted stock units. The dilutive effect of outstanding awards is reflected in diluted earnings per share by application of the treasury stock method. A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows (in millions): 3 Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Numerator: Net income $ 1,224 $ 210 $ 2,690 $ 306 Denominator: Weighted-average shares outstanding for basic earnings per share 972 997 976 995 Effect of dilutive securities: Employee stock awards 9 3 9 6 Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share 981 1,000 985 1,001 The weighted-average number of shares outstanding used in the computation of diluted earnings per share does not include the effect of the following potentially outstanding common stock. The effects of these potentially outstanding shares were not included in the calculation of diluted earnings per share because the effect would have been anti-dilutive (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Employee stock awards 12 44 16 37 |
Legal Proceedings and Claims
Legal Proceedings and Claims | 9 Months Ended |
Oct. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings and Claims | Legal Proceedings and Claims In the ordinary course of business, the Company is or may be involved in various legal or regulatory proceedings, claims or purported class actions related to alleged infringement of third-party patents and other intellectual property rights, commercial, corporate and securities, labor and employment, wage and hour and other claims. The Company has been, and may in the future be, put on notice or sued by third parties for alleged infringement of their proprietary rights, including patent infringement. In general, the resolution of a legal matter could prevent the Company from offering its service to others, could be material to the Company’s financial condition or cash flows, or both, or could otherwise adversely affect the Company’s reputation and future operating results. The Company makes a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. The outcomes of legal proceedings and other contingencies are, however, inherently unpredictable and subject to significant uncertainties. At this time, the Company is not able to reasonably estimate the amount or range of possible losses in excess of any amounts accrued, including losses that could arise as a result of application of non-monetary remedies, with respect to the contingencies it faces, and the Company’s estimates may not prove to be accurate. In management’s opinion, resolution of all current matters, including those described below, is not expected to have a material adverse impact on the Company’s financial statements. However, depending on the nature and timing of any such dispute, payment or other contingency, the resolution of a matter could materially affect the Company’s current or future results of operations or cash flows, or both, in a particular quarter. Slack Litigation Beginning in September 2019, seven purported class action lawsuits were filed against Slack, its directors, certain of its officers and certain investment funds associated with certain of its directors, each alleging violations of securities laws in connection with Slack’s registration statement on Form S-1 (the “Registration Statement”) filed with the SEC. All but one of these actions were filed in the Superior Court of California for the County of San Mateo, though one plaintiff originally filed in the County of San Francisco before refiling in the County of San Mateo (and the original San Francisco action was dismissed). The remaining action was filed in the U.S. District Court for the Northern District of California (the “Federal Action”). In the Federal Action, captioned Dennee v. Slack Technologies, Inc., Case No. 3:19-CV-05857-SI, Slack and the other defendants filed a motion to dismiss the complaint in January 2020. In April 2020, the court granted in part and denied in part the motion to dismiss. In May 2020, Slack and the other defendants filed a motion to certify the court’s order for interlocutory appeal, which the court granted. Slack and the other defendants filed a petition for permission to appeal the district court’s order to the Ninth Circuit Court of Appeals, which was granted in July 2020. Oral argument was heard in May 2021. On September 20, 2021, the Ninth Circuit affirmed the district court’s ruling. Slack filed a petition for rehearing with the Ninth Circuit on November 3, 2021, which was denied on May 2, 2022. Slack filed a petition for a writ of certiorari with the U.S. Supreme Court on August 31, 2022, which was granted on December 13, 2022. On June 1, 2023, the Supreme Court issued a unanimous decision vacating the Ninth Circuit’s decision and remanded for further proceedings. The Ninth Circuit ordered the parties to submit additional briefing in light of the Supreme Court’s decision. That briefing has concluded, and the parties await rulings from the Ninth Circuit. The state court actions were consolidated in November 2019, and the consolidated action is captioned In re Slack Technologies, Inc. Shareholder Litigation, Lead Case No. 19CIV05370 (the “State Court Action”). An additional state court action was filed in San Mateo County in June 2020 but was consolidated with the State Court Action in July 2020. Slack and the other defendants filed demurrers to the complaint in the State Court Action in February 2020. In August 2020, the court sustained in part and overruled in part the demurrers, and granted plaintiffs leave to file an amended complaint, which they filed in October 2020. Slack and the other defendants answered the complaint in November 2020. Plaintiffs filed a motion for class certification on October 21, 2021, which remains pending. On October 26, 2022, the court stayed the State Court Action pending resolution of Slack’s petition for a writ of certiorari in the Federal Action. The State Court Action remains stayed pending resolution of the appellate proceedings in the Federal Action. The Federal Action and the State Court Action seek unspecified monetary damages and other relief on behalf of investors who purchased Slack’s Class A common stock issued pursuant and/or traceable to the Registration Statement. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2023 | Jul. 31, 2023 | Apr. 30, 2023 | Oct. 31, 2022 | Jul. 31, 2022 | Apr. 30, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Pay vs Performance Disclosure | ||||||||
Net income | $ 1,224 | $ 1,267 | $ 199 | $ 210 | $ 68 | $ 28 | $ 2,690 | $ 306 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Oct. 31, 2023 shares | Oct. 31, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Marc Beniofff [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On September 21, 2023, Marc Benioff, Chair and Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 915,000 shares of the Company’s common stock, subject to certain conditions, from January 2, 2024 through March 29, 2024. | |
Name | Marc Benioff | |
Title | Chair and Chief Executive Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 21, 2023 | |
Arrangement Duration | 87 days | |
Aggregate Available | 915,000 | 915,000 |
Parker Harris [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On September 26, 2023, Parker Harris, Chief Technology Officer and co-Founder, as an individual and as co-trustee for Harris-Johnson Family Trust U/A 12/09/2005 (the “Trust”), adopted a Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for (i) the sale of up to 176,170 shares of the Company’s common stock held by Mr. Harris and (ii) the sale of up to 59 shares and donation of up to 20,000 shares of the Company’s common stock held by the Trust, each subject to certain conditions, from January 23, 2024 through November 22, 2024. | |
Name | Parker Harris | |
Title | Chief Technology Officer and co-Founder | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 26, 2023 | |
Arrangement Duration | 304 days | |
Aggregate Available | 176,170 | 176,170 |
Parker Harris, The Trust [Member] | ||
Trading Arrangements, by Individual | ||
Arrangement Duration | 304 days | |
Aggregate Available | 59 | 59 |
Parker Harris, The Trust, Donation [Member] | ||
Trading Arrangements, by Individual | ||
Arrangement Duration | 304 days | |
Aggregate Available | 20,000 | 20,000 |
Amy Weaver [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On September 28, 2023, Amy Weaver, President and Chief Financial Officer, adopted a Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 140,118 shares of the Company’s common stock, subject to certain conditions, from January 2, 2024 through March 22, 2024. | |
Name | Amy Weaver | |
Title | President and Chief Financial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | September 28, 2023 | |
Arrangement Duration | 80 days | |
Aggregate Available | 140,118 | 140,118 |
Summary of Business and Signi_2
Summary of Business and Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 31, 2023 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on January 31. References to fiscal 2024, for example, refer to the fiscal year ending January 31, 2024. |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated balance sheet as of October 31, 2023 and the condensed consolidated statements of operations, condensed consolidated statements of comprehensive income (loss), condensed consolidated statements of stockholders' equity and condensed consolidated statements of cash flows for the three and nine months ended October 31, 2023 and 2022, respectively, are unaudited. These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the unaudited condensed consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s balance sheet as of October 31, 2023, and its results of operations, including its comprehensive income (loss), stockholders' equity and its cash flows for the three and nine months ended October 31, 2023 and 2022. All adjustments are of a normal recurring nature. The results for the three and nine months ended October 31, 2023 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 31, 2024. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2023, filed with the Securities and Exchange Commission (the “SEC”) on March 8, 2023. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the Company’s condensed consolidated financial statements and notes thereto. Significant estimates and assumptions made by management include the determination of: • the fair value of assets acquired and liabilities assumed for business combinations; • the standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations; • the valuation of privately-held strategic investments; • the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions; • the average period of benefit associated with costs capitalized to obtain revenue contracts; • the useful lives of intangible assets; and • the fair value of certain stock awards issued. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Segments | Segments |
Concentrations of Credit Risk, Significant Customers and Investments | Concentrations of Credit Risk, Significant Customers and Investments |
Revenue Recognition | Revenue Recognition The Company derives its revenues from two sources: (1) subscription and support revenues and (2) professional services and other revenues. Subscription and support revenues include subscription fees from customers accessing the Company’s enterprise cloud computing services (collectively, “Cloud Services”), software license revenues from the sales of term and perpetual licenses and support revenues from the sales of support and updates beyond the basic subscription or software license sales. Professional services and other revenues include professional and advisory services for process mapping, project management and implementation services and training services. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, for example, overage fees, contingent fees or service level penalties, the Company includes an estimate of the amount it expects to receive for the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when or as the Company satisfies the performance obligations. Subscription and Support Revenues Subscription and support revenues are comprised of fees that provide customers with access to Cloud Services, software licenses and related support and updates during the term of the arrangement. Cloud Services allow customers to use the Company's multi-tenant software without taking possession of the software. Revenue is generally recognized ratably over the contract term. Substantially all of the Company’s subscription service arrangements are non-cancelable and do not contain refund-type provisions. Subscription and support revenues also include revenues associated with term and perpetual software licenses that provide the customer with a right to use the software as it exists when made available. Revenues from term and perpetual software licenses are generally recognized at the point in time when the software is made available to the customer. Revenue from software support and updates is recognized as the support and updates are provided, which is generally ratably over the contract term. The Company typically invoices its customers annually and its payment terms provide that customers pay within 30 days of invoice. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or revenue, depending on whether transfer of control to customers has occurred. Professional Services and Other Revenues The Company’s professional services contracts are either on a time and materials, fixed price or subscription basis. These revenues are recognized as the services are rendered for time and materials contracts, on a proportional performance basis for fixed price contracts or ratably over the contract term for subscription professional services contracts. Other revenues consist primarily of training revenues recognized as such services are performed. Significant Judgments - Contracts with Multiple Performance Obligations The Company enters into contracts with its customers that may include promises to transfer multiple performance obligations such as Cloud Services, software licenses, support and updates and professional services. A performance obligation is a promise in a contract with a customer to transfer products or services that are concluded to be distinct. Determining whether products and services are distinct performance obligations that should be accounted for separately or combined as one unit of accounting may require significant judgment. Cloud Services, software licenses and support and updates services are generally concluded to be distinct because such offerings are often sold separately. In determining whether professional services are distinct, the Company considers the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription start date and the contractual dependence of the service on the customer’s satisfaction with the professional services work. To date, the Company has concluded that professional services included in contracts with multiple performance obligations are distinct. The Company allocates the transaction price to each performance obligation on a relative SSP basis. The SSP is the price at which the Company would sell a promised product or service separately to a customer. Judgment is required to determine the SSP for each distinct performance obligation. The Company determines SSP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company’s discounting practices, the size and volume of the Company’s transactions, the customer demographic, the geographic area where services are sold, price lists, the Company's go-to-market strategy, historical and current sales and contract prices. In instances where the Company does not sell or price a product or service separately, the Company determines SSP using information that may include market conditions or other observable inputs. As the Company’s go-to-market strategies evolve, the Company may modify its pricing practices in the future, which could result in changes to SSP. In certain cases, the Company is able to establish SSP based on observable prices of products or services sold or priced separately in comparable circumstances to similar customers. The Company uses a single amount to estimate SSP when indicated by the distribution of its observable prices. Alternatively, the Company uses a range of amounts to estimate SSP when the pricing practices or distribution of the observable prices are highly variable. The Company typically has more than one SSP for individual products and services due to the stratification of those products and services by customer size and geography. Costs Capitalized to Obtain Revenue Contracts The Company capitalizes incremental costs of obtaining revenue contracts related to non-cancelable Cloud Services subscription, ongoing Cloud Services support and license support and updates. For contracts with on-premises software licenses where revenue is recognized upfront when the software is made available to the customer, costs allocable to those licenses are expensed as they are incurred. Capitalized amounts consist primarily of sales commissions paid to the Company’s direct sales force. Capitalized amounts also include (1) amounts paid to employees other than the direct sales force who earn incentive payouts under annual compensation plans that are tied to the value of contracts acquired, (2) commissions paid to employees upon renewals of subscription and support contracts, (3) the associated payroll taxes and fringe benefit costs associated with the payments to the Company’s employees and (4) to a lesser extent, success fees paid to partners in emerging markets where the Company has a limited presence. Costs capitalized related to new revenue contracts are amortized on a straight-line basis over four years, which is longer than the typical initial contract period, but reflects the estimated average period of benefit, including expected contract renewals. In arriving at this average period of benefit, the Company evaluates both qualitative and quantitative factors which included the estimated life cycles of its offerings and its customer attrition. Additionally, the Company amortizes capitalized costs for renewals and success fees paid to partners over two years. The capitalized amounts are recoverable through future revenue streams under all non-cancelable customer contracts. The Company periodically evaluates whether there have been any changes in its business, the market conditions in which it operates or other events which would indicate that its amortization period should be changed or if there are potential indicators of impairment. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at fair value. |
Marketable Securities | Marketable Securities The Company considers all of its marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classifies these securities within current assets on the condensed consolidated balance sheets. Securities are classified as available for sale and are carried at fair value, with the change in unrealized gains and losses, net of tax, reported as a separate component on the condensed consolidated statements of comprehensive income (loss) until realized. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. Securities with an amortized cost basis in excess of estimated fair value are assessed to determine what amount of the excess, if any, is caused by expected credit losses. Expected credit losses on securities are recognized in other income (expense) on the condensed consolidated statements of operations, and any remaining unrealized losses, net of taxes, are included in accumulated other comprehensive income (loss) in stockholders' equity. For the purposes of computing realized and unrealized gains and losses, the cost of securities sold is based on the specific-identification method. Interest on securities classified as available for sale is included as a component of investment income within other income (expense) on the condensed consolidated statements of operations. |
Strategic Investments | Strategic Investments The Company holds strategic investments in privately held debt and equity securities and publicly held equity securities in which the Company does not have a controlling interest. Privately held equity securities where the Company lacks a controlling financial interest but does exercise significant influence are accounted for under the equity method. Privately held equity securities not accounted for under the equity method are recorded at cost and adjusted only for observable transactions for same or similar investments of the same issuer or impairment events (referred to as the measurement alternative). All gains and losses on privately held equity securities, realized and unrealized, are recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations. Privately held debt securities are recorded at fair value with changes in fair value recorded through accumulated other comprehensive loss on the condensed consolidated balance sheet. Valuations of privately held securities are inherently complex and require judgment due to the lack of readily available market data. In determining the estimated fair value of its strategic investments in privately held companies, the Company utilizes the most recent data available to the Company. The Company assesses its privately held debt and equity securities in its strategic investment portfolio at least quarterly for impairment. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors, including the investee's financial metrics, market acceptance of the investee's product or technology and the rate at which the investee is using its cash. If the investment is considered impaired, the Company estimates the fair value of the investment and recognizes any resulting impairment through the condensed consolidated statements of operations. Publicly held equity securities are measured at fair value with changes recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations. The Company may enter into strategic investments or other investments that are considered variable interest entities (“VIEs”). If the Company is a primary beneficiary of a VIE, it is required to consolidate the entity. To determine if the Company is the primary beneficiary of a VIE, the Company evaluates whether it has (1) the power to direct the activities that most significantly impact the VIE’s economic performance, and (2) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The assessment of whether the Company is the primary beneficiary of its VIE investments requires significant assumptions and judgments. VIEs that are not consolidated are accounted for under the measurement alternative, equity method, amortized cost, or other appropriate methodology based on the nature of the interest held. |
Fair Value Measurement | Fair Value Measurement |
Derivative Financial Instruments | Derivative Financial Instruments The Company enters into foreign currency derivative contracts with financial institutions to reduce foreign exchange risk associated with intercompany transactions and other monetary assets or liabilities denominated in currencies other than the functional currency of a subsidiary. The Company uses forward currency derivative contracts, which are not designated as hedging instruments, to minimize the Company’s exposure to balances primarily denominated in the Euro, British Pound Sterling, Canadian Dollar, Australian Dollar, Brazilian Real and Japanese Yen. The Company’s derivative financial instruments program is not designated for trading or speculative purposes. The Company generally enters into master netting arrangements with the financial institutions with which it contracts for such derivatives, which permit net settlement of transactions with the same counterparty, thereby reducing risk of credit-related losses from a financial institutions' nonperformance. While the contract or notional amount is often used to express the volume of foreign currency derivative contracts, the amounts potentially subject to credit risk are generally limited to the amounts, if any, by which the counterparties’ obligations under the agreements exceed the obligations of the Company to the counterparties. The notional amount of foreign currency derivative contracts as of October 31, 2023 and January 31, 2023 was $7.3 billion and $6.0 billion, respectively. Outstanding foreign currency derivative contracts are recorded at fair value on the condensed consolidated balance sheets. Unrealized gains or losses due to changes in the fair value of these derivative contracts, as well as realized gains or losses from their net settlement, are recognized as other income (expense) consistent with the offsetting gains or losses resulting from the remeasurement or settlement of the underlying foreign currency denominated receivables and payables. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Buildings and building improvements 10 to 40 years Computers, equipment and software 3 to 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years The Company estimates the useful lives of property and equipment upon initial recognition and periodically evaluates the useful lives and whether events or changes in circumstances warrant a revision to the useful lives. When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses. |
Leases | Leases The Company determines if an arrangement is a lease at inception and classifies its leases at commencement. Operating leases are included in operating lease right-of-use (“ROU”) assets and current and noncurrent operating lease liabilities on the Company’s condensed consolidated balance sheets. Assets (also referred to as ROU assets) and liabilities recognized from finance leases are included in property and equipment, accrued expenses and other liabilities and other noncurrent liabilities, respectively, on the Company’s condensed consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term. The corresponding lease liabilities represent its obligation to make lease payments arising from the lease. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less for any asset classes. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement, net of any future tenant incentives. The Company has lease agreements which contain both lease and non-lease components, which it has elected to combine for all asset classes. As such, minimum lease payments include fixed payments for non-lease components within a lease agreement, but exclude variable lease payments not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to period. The Company’s lease terms may include options to extend or terminate the lease. Periods beyond the noncancellable term of the lease are included in the measurement of the lease liability only when it is reasonably certain that the Company will exercise the associated extension option or waive the termination option. The Company reassesses the lease term if and when a significant event or change in circumstances occurs within the control of the Company. As most of the Company’s leases do not provide an implicit rate, the net present value of future minimum lease payments is determined using the Company’s incremental borrowing rate. The Company's incremental borrowing rate is an estimate of the interest rate the Company would have to pay to borrow on a collateralized basis with similar terms and payments, in the economic environment where the leased asset is located. The lease ROU asset is recognized based on the lease liability, adjusted for any rent payments or initial direct costs incurred or tenant incentives received prior to commencement. Lease expense for operating leases, which includes amortization expense of ROU assets, is recognized on a straight-line basis over the lease term. Amortization expense of finance lease ROU assets is recognized on a straight-line basis over the lease term, and interest expense for finance lease liabilities is recognized based on the incremental borrowing rate. Expense for variable lease payments are recognized as incurred. On the lease commencement date, the Company also establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are included in property and equipment, net and are amortized over the lease term. The Company has entered into subleases or has made decisions and taken actions to exit and sublease certain unoccupied leased office space. Similar to other long-lived assets discussed below, management tests ROU assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. For leased assets, such circumstances would include the decision to leave a leased facility prior to the end of the minimum lease term or subleases for which estimated cash flows do not fully cover the costs of the associated lease. |
Intangible Assets Acquired through Business Combinations | Intangible Assets Acquired through Business Combinations Intangible assets are amortized over their estimated useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. |
Impairment Assessment | Impairment Assessment The Company evaluates intangible assets and other long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. This includes but is not limited to significant adverse changes in business climate, market conditions or other events that indicate an asset's carrying amount may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value. |
Business Combinations | Business Combinations The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions, tax-related valuation allowances and pre-acquisition contingencies are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s condensed consolidated statements of operations. In the event the Company acquires an entity with which the Company has a preexisting relationship, the Company will generally recognize a gain or loss to settle that relationship as of the acquisition date within operating income on the condensed consolidated statements of operations. In the event that the Company acquires an entity in which the Company previously held a strategic investment, the difference between the fair value of the shares as of the date of the acquisition and the carrying value of the strategic investment is recorded as a gain or loss and recorded within net gains (losses) on strategic investments in the condensed consolidated statements of operations. |
Restructuring | Restructuring |
Stock-Based Compensation Expense | Stock-Based Compensation Expense Stock-based compensation expense is measured based on grant date at fair value using the Black-Scholes option pricing model for stock options and the grant date closing stock price for restricted stock awards. The Company recognizes stock-based compensation expense related to stock options and restricted stock awards on a straight-line basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term of four years. The estimated forfeiture rate applied is based on historical forfeiture rates. Stock-based compensation expense related to the Company’s Amended and Restated 2004 Employee Stock Purchase Plan (“ESPP” or “2004 Employee Stock Purchase Plan”) is measured based on grant date at fair value using the Black-Scholes option pricing model. The Company recognizes stock-based compensation expense related to shares issued pursuant to the 2004 Employee Stock Purchase Plan on a straight-line basis over the offering period, which is 12 months. The ESPP allows employees to purchase shares of the Company's common stock at a 15 percent discount from the lower of the Company’s stock price on (i) the first day of the offering period or on (ii) the last day of the purchase period and also allows employees to reduce their percentage election once during a six-month purchase period (December 15 and June 15 of each fiscal year), but not to increase that election until the next one-year offering period. The ESPP also includes a reset provision for the purchase price if the stock price on the purchase date is less than the stock price on the offering date. The Company, at times, grants performance share awards to executive officers and other members of senior management, which may include a market condition or performance condition, or both. Stock-based compensation expense related to awards with a market condition are measured at fair value using a Monte Carlo simulation model and stock-based compensation expense related to these awards is recognized on a straight-line basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term. Stock-based compensation expense related to awards with a performance condition are measured based on the grant date closing stock price and stock-based compensation expense related to these awards is recognized based on the requisite service period elapsed, as well as the probability of achievement and estimated attainment of the performance condition as of the end of our reporting period. |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax laws is recognized in the condensed consolidated statements of operations in the period that includes the enactment date. The Company’s tax positions are subject to income tax audits by multiple tax jurisdictions throughout the world. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, solely based on its technical merits. The tax benefit recognized is measured as the largest amount of benefit which is greater than 50 percent likely to be realized upon settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in the income tax provision. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized based on the weighting of positive and negative evidence. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under the applicable tax law. The Company regularly reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies. The Company’s judgments regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute its business plans. Should there be a change in the ability to recover deferred tax assets, the tax provision would increase or decrease in the period in which the assessment is changed. |
Foreign Currency Translation | Foreign Currency Translation |
Warranties and Indemnification | Warranties and Indemnification The Company’s enterprise cloud computing services are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company’s online help documentation under normal use and circumstances. The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property rights. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying condensed consolidated financial statements. The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that would generally enable the Company to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. |
Summary of Business and Signi_3
Summary of Business and Significant Accounting Policies (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment Estimated Useful Lives | Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Buildings and building improvements 10 to 40 years Computers, equipment and software 3 to 5 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Subscription and Support and Geographic Location Revenue | Subscription and support revenues consisted of the following (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Sales $ 1,906 $ 1,717 $ 5,611 $ 5,044 Service 2,074 1,856 6,087 5,445 Platform and Other 1,686 1,513 4,891 4,410 Marketing and Commerce 1,230 1,129 3,638 3,339 Data (1) 1,245 1,018 3,562 2,994 $ 8,141 $ 7,233 $ 23,789 $ 21,232 (1) Data is comprised of revenue from Analytics, which includes Tableau, and Integration, which includes Mulesoft. Total Revenue by Geographic Locations Revenues by geographical region consisted of the following (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Americas $ 5,862 $ 5,361 $ 17,113 $ 15,593 Europe 1,998 1,745 5,923 5,228 Asia Pacific 860 731 2,534 2,147 $ 8,720 $ 7,837 $ 25,570 $ 22,968 |
Schedule of Change in Unearned Revenue | The change in unearned revenue was as follows (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Unearned revenue, beginning of period $ 14,237 $ 12,825 $ 17,376 $ 15,628 Billings and other (1) 6,876 6,142 20,536 18,354 Contribution from contract asset 167 63 218 175 Revenue recognized over time (8,249) (7,473) (24,264) (21,865) Revenue recognized at a point in time (471) (364) (1,306) (1,103) Unearned revenue from business combinations 4 0 4 4 Unearned revenue, end of period $ 12,564 $ 11,193 $ 12,564 $ 11,193 (1) Other includes, for example, the impact of foreign currency translation. |
Summary of Remaining Performance Obligation | Remaining performance obligation consisted of the following (in billions): Current Noncurrent Total As of October 31, 2023 $ 23.9 $ 24.4 $ 48.3 As of January 31, 2023 $ 24.6 $ 24.0 $ 48.6 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Marketable Securities | At October 31, 2023, marketable securities consisted of the following (in millions): Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 3,123 $ 1 $ (84) $ 3,040 U.S. treasury securities 386 0 (13) 373 Mortgage-backed obligations 260 0 (13) 247 Asset-backed securities 1,329 0 (18) 1,311 Municipal securities 166 0 (5) 161 Commercial paper 33 0 0 33 Covered bonds 90 0 (5) 85 Other 163 0 (3) 160 Total marketable securities $ 5,550 $ 1 $ (141) $ 5,410 At January 31, 2023, marketable securities consisted of the following (in millions): Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 3,442 $ 4 $ (92) $ 3,354 U.S. treasury securities 381 0 (11) 370 Mortgage-backed obligations 190 0 (12) 178 Asset-backed securities 1,004 1 (20) 985 Municipal securities 175 0 (6) 169 Commercial paper 278 0 0 278 Covered bonds 105 0 (4) 101 Other 59 0 (2) 57 Total marketable securities $ 5,634 $ 5 $ (147) $ 5,492 |
Schedule of Short-Term and Long-Term Marketable Securities | The contractual maturities of the investments classified as marketable securities were as follows (in millions): As of October 31, 2023 January 31, 2023 Due within 1 year $ 2,169 $ 2,380 Due in 1 year through 5 years 3,221 3,104 Due in 5 years through 10 years 20 8 $ 5,410 $ 5,492 |
Schedules of Strategic Investments | Strategic investments by form and measurement category as of October 31, 2023 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 51 $ 4,518 $ 136 $ 4,705 Debt securities and other investments 0 0 69 69 Balance as of October 31, 2023 $ 51 $ 4,518 $ 205 $ 4,774 Strategic investments by form and measurement category as of January 31, 2023 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 48 $ 4,479 $ 76 $ 4,603 Debt securities and other investments 0 0 69 69 Balance as of January 31, 2023 $ 48 $ 4,479 $ 145 $ 4,672 The components of gains and losses on strategic investments were as follows (in millions): 3 Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Unrealized losses recognized on publicly traded equity securities, net $ (2) $ 0 $ 0 $ (103) Unrealized gains recognized on privately held equity securities, net 14 57 65 174 Impairments on privately held equity and debt securities (98) (68) (355) (121) Unrealized losses, net (86) (11) (290) (50) Realized gains on sales of securities, net 14 34 48 125 Gains (losses) on strategic investments, net $ (72) $ 23 $ (242) $ 75 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents information about the Company’s assets and liabilities that were measured at fair value as of October 31, 2023 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Fair Value Cash equivalents (1): Time deposits $ 0 $ 979 $ 0 $ 979 Money market mutual funds 3,094 0 0 3,094 Cash equivalent securities 0 641 0 641 Marketable securities: Corporate notes and obligations 0 3,040 0 3,040 U.S. treasury securities 0 373 0 373 Mortgage-backed obligations 0 247 0 247 Asset-backed securities 0 1,311 0 1,311 Municipal securities 0 161 0 161 Commercial paper 0 33 0 33 Covered bonds 0 85 0 85 Other 0 160 0 160 Strategic investments: Equity securities 51 0 0 51 Total assets $ 3,145 $ 7,030 $ 0 $ 10,175 (1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $1.7 billion of cash, as of October 31, 2023. The following table presents information about the Company’s assets and liabilities that were measured at fair value as of January 31, 2023 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Fair Value Cash equivalents (1): Time deposits $ 0 $ 1,877 $ 0 $ 1,877 Money market mutual funds 1,795 0 0 1,795 Cash equivalent securities 0 794 0 794 Marketable securities: Corporate notes and obligations 0 3,354 0 3,354 U.S. treasury securities 0 370 0 370 Mortgage-backed obligations 0 178 0 178 Asset-backed securities 0 985 0 985 Municipal securities 0 169 0 169 Commercial paper 0 278 0 278 Covered bonds 0 101 0 101 Other 0 57 0 57 Strategic investments: Equity securities 48 0 0 48 Total assets $ 1,843 $ 8,163 $ 0 $ 10,006 (1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $2.6 billion of cash, as of January 31, 2023. |
Leases and Other Commitments (T
Leases and Other Commitments (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Maturities of Operating Lease Liabilities | As of October 31, 2023, the maturities of lease liabilities under non-cancelable operating and finance leases were as follows (in millions): Operating Leases Finance Leases Fiscal Period: Remaining three months of fiscal 2024 $ 143 $ 96 Fiscal 2025 610 399 Fiscal 2026 585 334 Fiscal 2027 519 222 Fiscal 2028 459 46 Thereafter 1,369 2 Total minimum lease payments 3,685 1,099 Less: Imputed interest (398) (52) Total $ 3,287 $ 1,047 |
Summary of Maturities of Finance Lease Liabilities | As of October 31, 2023, the maturities of lease liabilities under non-cancelable operating and finance leases were as follows (in millions): Operating Leases Finance Leases Fiscal Period: Remaining three months of fiscal 2024 $ 143 $ 96 Fiscal 2025 610 399 Fiscal 2026 585 334 Fiscal 2027 519 222 Fiscal 2028 459 46 Thereafter 1,369 2 Total minimum lease payments 3,685 1,099 Less: Imputed interest (398) (52) Total $ 3,287 $ 1,047 |
Intangible Assets Acquired Th_2
Intangible Assets Acquired Through Business Combinations and Goodwill (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets Acquired From Business Combinations | Intangible assets acquired through business combinations were as follows (in millions): Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Weighted January 31, 2023 Additions and retirements, net October 31, 2023 January 31, 2023 Expense and retirements, net October 31, 2023 January 31, 2023 October 31, 2023 October 31, 2023 Acquired developed technology $ 4,844 $ 23 $ 4,867 $ (2,471) $ (743) $ (3,214) $ 2,373 $ 1,653 2.4 Customer relationships 6,691 0 6,691 (2,162) (630) (2,792) 4,529 3,899 5.0 Other (1) 303 0 303 (80) (38) (118) 223 185 3.7 Total $ 11,838 $ 23 $ 11,861 $ (4,713) $ (1,411) $ (6,124) $ 7,125 $ 5,737 4.2 (1) Included in other are in-place leases, trade names, trademarks and territory rights. |
Schedule of Expected Future Amortization Expense for Purchased Intangible Assets | The expected future amortization expense for intangible assets as of October 31, 2023 was as follows (in millions): Fiscal Period: Remaining three months of fiscal 2024 $ 459 Fiscal 2025 1,605 Fiscal 2026 1,363 Fiscal 2027 995 Fiscal 2028 618 Thereafter 697 Total amortization expense $ 5,737 |
Schedule of Goodwill | The changes in the carrying amounts of goodwill, which is generally not deductible for tax purposes, were as follows (in millions): Balance as of January 31, 2023 $ 48,568 Acquisitions and adjustments (1) 46 Balance as of October 31, 2023 $ 48,614 (1) Acquisitions and adjustments include the effect of foreign currency translation. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Components | The components of the Company's borrowings were as follows (in millions): Instrument Date of Issuance Maturity Date Contractual Interest Rate Outstanding Principal as of October 31, 2023 Carrying Value as of October 31, 2023 Carrying Value as of January 31, 2023 2023 Senior Notes (1) April 2018 April 2023 3.25 % $ 0 $ 0 $ 1,000 Loan assumed on 50 Fremont (2) February 2015 June 2023 3.75 0 0 182 2024 Senior Notes July 2021 July 2024 0.625 1,000 999 998 2028 Senior Notes April 2018 April 2028 3.70 1,500 1,494 1,493 2028 Senior Sustainability Notes July 2021 July 2028 1.50 1,000 993 992 2031 Senior Notes July 2021 July 2031 1.95 1,500 1,490 1,489 2041 Senior Notes July 2021 July 2041 2.70 1,250 1,235 1,235 2051 Senior Notes July 2021 July 2051 2.90 2,000 1,979 1,977 2061 Senior Notes July 2021 July 2061 3.05 1,250 1,235 1,235 Total carrying value of debt $ 9,500 9,425 10,601 Less current portion of debt (999) (1,182) Total noncurrent debt $ 8,426 $ 9,419 (1) The Company repaid in full the 2023 Senior Notes in the first quarter of fiscal 2024. (2) The Company repaid in full the Loan assumed on 50 Fremont in the second quarter of fiscal 2024. |
Schedule of Future Principal Payments | The contractual future principal payments for all borrowings as of October 31, 2023 were as follows (in millions): Fiscal Period: Remaining three months of fiscal 2024 $ 0 Fiscal 2025 1,000 Fiscal 2026 0 Fiscal 2027 0 Fiscal 2028 0 Thereafter 8,500 Total principal outstanding $ 9,500 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Activities | The following table summarizes the activities related to the Restructuring Plan for the three and nine months ended October 31, 2023 (in millions): Three Months Ended October 31, 2023 Nine Months Ended October 31, 2023 Workforce Reduction Office Space Reductions Total Workforce Reduction Office Space Reductions Total Liability, beginning of the period $ 117 $ 0 $ 117 $ 607 $ 0 $ 607 Charges 47 8 55 436 379 815 Payments (103) (25) (128) (963) (27) (990) Non-cash items 0 20 20 (19) (349) (368) Liability, end of the period $ 61 $ 3 $ 64 $ 61 $ 3 $ 64 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Share-based Compensation, Stock Options, Activity | Stock option activity for the nine months ended October 31, 2023 was as follows: Options Outstanding Outstanding Weighted- Aggregate Balance as of January 31, 2023 23 $ 175.23 Exercised (5) 131.66 Plan shares expired or canceled (2) 204.09 Balance as of October 31, 2023 16 $ 183.84 $ 480 Vested or expected to vest 16 $ 183.01 $ 474 Exercisable as of October 31, 2023 11 $ 172.98 $ 407 |
Schedule of Restricted Stock Activity | Restricted stock activity for the nine months ended October 31, 2023 was as follows: Restricted Stock Outstanding Outstanding Weighted-Average Grant Date Fair Value Aggregate Balance as of January 31, 2023 29 $ 204.62 Granted - restricted stock units and awards 13 193.57 Granted - performance-based stock units 1 193.09 Canceled (5) 201.87 Vested and converted to shares (10) 203.80 Balance as of October 31, 2023 28 $ 199.88 $ 5,807 Expected to vest 25 $ 4,974 |
Summary of Share-based Payment Arrangement, Expensed and Capitalized, Amount | The aggregate expected stock-based compensation expense remaining to be recognized as of October 31, 2023 was as follows (in millions): Fiscal Period: Remaining three months of fiscal 2024 $ 697 Fiscal 2025 2,234 Fiscal 2026 1,618 Fiscal 2027 796 Fiscal 2028 151 Total stock-based compensation expense $ 5,496 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Oct. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Denominator Used in Calculation of Basic and Diluted Earnings Per Share | A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows (in millions): 3 Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Numerator: Net income $ 1,224 $ 210 $ 2,690 $ 306 Denominator: Weighted-average shares outstanding for basic earnings per share 972 997 976 995 Effect of dilutive securities: Employee stock awards 9 3 9 6 Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share 981 1,000 985 1,001 |
Schedule of Shares Excluded From Diluted Earnings Per Share | The effects of these potentially outstanding shares were not included in the calculation of diluted earnings per share because the effect would have been anti-dilutive (in millions): Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Employee stock awards 12 44 16 37 |
Summary of Business and Signi_4
Summary of Business and Significant Accounting Policies - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2023 USD ($) | Jan. 31, 2023 USD ($) | Oct. 31, 2023 USD ($) | Oct. 31, 2022 USD ($) | Oct. 31, 2023 USD ($) segment | Oct. 31, 2022 USD ($) | |
Concentration Risk [Line Items] | ||||||
Number of operating segments | segment | 1 | |||||
Capitalized contract cost, amortization term (in years) | 4 years | 4 years | 4 years | |||
Capitalized contract cost, renewals and success fees, amortization term (in years) | 2 years | |||||
Impairments of costs to obtain revenue contracts | $ 0 | $ 0 | $ 0 | $ 0 | ||
Offering period | 12 months | |||||
Discount for ESPP | 15% | |||||
Purchase period | 6 months | |||||
Stock options and restricted stock | ||||||
Concentration Risk [Line Items] | ||||||
Vesting period (in years) | 4 years | |||||
Restricted stock | ||||||
Concentration Risk [Line Items] | ||||||
Award requisite service period | 4 years | |||||
Foreign currency derivative contracts | Derivatives not designated as hedging instruments | ||||||
Concentration Risk [Line Items] | ||||||
Notional amount of foreign currency derivative contracts | $ 7,300,000,000 | $ 6,000,000,000 | $ 7,300,000,000 | $ 7,300,000,000 | ||
Revenue benchmark | Customer concentration risk | One customer | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 6% | |||||
Assets | Geographic concentration risk | Non-US | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 14% | 15% | ||||
Assets | Geographic concentration risk | Untied States | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 84% | 83% | ||||
Strategic investments | Investment concentration risk | Two privately held investments | ||||||
Concentration Risk [Line Items] | ||||||
Concentration risk percentage | 16% | 16% |
Summary of Business and Signi_5
Summary of Business and Significant Accounting Policies - Schedule of Property and Equipment Estimated Useful Lives (Details) | Oct. 31, 2023 |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
Minimum | Buildings and building improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 10 years |
Minimum | Computers, equipment and software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Maximum | Buildings and building improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 40 years |
Maximum | Computers, equipment and software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
Maximum | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 10 years |
Revenues - Summary of Subscript
Revenues - Summary of Subscription and Support and Geographic Location Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 8,720 | $ 7,837 | $ 25,570 | $ 22,968 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 5,862 | 5,361 | 17,113 | 15,593 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 1,998 | 1,745 | 5,923 | 5,228 |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 860 | $ 731 | $ 2,534 | $ 2,147 |
Untied States | Geographic concentration risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 93% | 92% | 93% | 93% |
Subscription and support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 8,141 | $ 7,233 | $ 23,789 | $ 21,232 |
Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 1,906 | 1,717 | 5,611 | 5,044 |
Service | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 2,074 | 1,856 | 6,087 | 5,445 |
Platform and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 1,686 | 1,513 | 4,891 | 4,410 |
Marketing and Commerce | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 1,230 | 1,129 | 3,638 | 3,339 |
Data | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 1,245 | $ 1,018 | $ 3,562 | $ 2,994 |
Revenues - Schedule of Change i
Revenues - Schedule of Change in Unearned Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | Jan. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |||||
Customer contract assets | $ 866 | $ 866 | $ 648 | ||
Unearned Revenue [Roll Forward] | |||||
Unearned revenue, beginning of period | 14,237 | $ 12,825 | 17,376 | $ 15,628 | |
Billings and other | 6,876 | 6,142 | 20,536 | 18,354 | |
Contribution from contract asset | 167 | 63 | 218 | 175 | |
Unearned revenue from business combinations | 4 | 0 | 4 | 4 | |
Unearned revenue, end of period | 12,564 | 11,193 | 12,564 | 11,193 | |
Revenue recognized over time | |||||
Unearned Revenue [Roll Forward] | |||||
Revenue recognized | (8,249) | (7,473) | (24,264) | (21,865) | |
Revenue recognized at a point in time | |||||
Unearned Revenue [Roll Forward] | |||||
Revenue recognized | $ (471) | $ (364) | $ (1,306) | $ (1,103) |
Revenues - Summary of Remaining
Revenues - Summary of Remaining Performance Obligation (Details) - USD ($) $ in Billions | Oct. 31, 2023 | Jan. 31, 2023 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Current | $ 23.9 | $ 24.6 |
Noncurrent | 24.4 | 24 |
Total | $ 48.3 | $ 48.6 |
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-11-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Noncurrent remaining performance obligation, recognition period | 13 months | |
Maximum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Noncurrent remaining performance obligation, recognition period | 36 months |
Investments - Schedule of Marke
Investments - Schedule of Marketable Securities (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 5,550 | $ 5,634 |
Unrealized Gains | 1 | 5 |
Unrealized Losses | (141) | (147) |
Fair Value | 5,410 | 5,492 |
Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 3,123 | 3,442 |
Unrealized Gains | 1 | 4 |
Unrealized Losses | (84) | (92) |
Fair Value | 3,040 | 3,354 |
U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 386 | 381 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (13) | (11) |
Fair Value | 373 | 370 |
Mortgage-backed obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 260 | 190 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (13) | (12) |
Fair Value | 247 | 178 |
Asset-backed securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 1,329 | 1,004 |
Unrealized Gains | 0 | 1 |
Unrealized Losses | (18) | (20) |
Fair Value | 1,311 | 985 |
Municipal securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 166 | 175 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (5) | (6) |
Fair Value | 161 | 169 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 33 | 278 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 33 | 278 |
Covered bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 90 | 105 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (5) | (4) |
Fair Value | 85 | 101 |
Other | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 163 | 59 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (3) | (2) |
Fair Value | $ 160 | $ 57 |
Investments - Schedule of Short
Investments - Schedule of Short-Term and Long-Term Marketable Securities (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Investments, Debt and Equity Securities [Abstract] | ||
Due within 1 year | $ 2,169 | $ 2,380 |
Due in 1 year through 5 years | 3,221 | 3,104 |
Due in 5 years through 10 years | 20 | 8 |
Fair value of marketable securities | $ 5,410 | $ 5,492 |
Investments - Schedule of Strat
Investments - Schedule of Strategic Investments (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Investment Holdings [Line Items] | ||
Strategic investments | $ 4,774 | $ 4,672 |
Variable Interest Entity, Not Primary Beneficiary | ||
Investment Holdings [Line Items] | ||
Strategic investments | 419 | 354 |
Equity securities | ||
Investment Holdings [Line Items] | ||
Strategic investments | 4,705 | 4,603 |
Debt securities and other investments | ||
Investment Holdings [Line Items] | ||
Strategic investments | 69 | 69 |
Fair Value | ||
Investment Holdings [Line Items] | ||
Strategic investments | 51 | 48 |
Fair Value | Equity securities | ||
Investment Holdings [Line Items] | ||
Strategic investments | 51 | 48 |
Fair Value | Debt securities and other investments | ||
Investment Holdings [Line Items] | ||
Strategic investments | 0 | 0 |
Measurement Alternative | ||
Investment Holdings [Line Items] | ||
Strategic investments | 4,518 | 4,479 |
Measurement Alternative | Equity securities | ||
Investment Holdings [Line Items] | ||
Strategic investments | 4,518 | 4,479 |
Measurement Alternative | Debt securities and other investments | ||
Investment Holdings [Line Items] | ||
Strategic investments | 0 | 0 |
Other | ||
Investment Holdings [Line Items] | ||
Strategic investments | 205 | 145 |
Other | Equity securities | ||
Investment Holdings [Line Items] | ||
Strategic investments | 136 | 76 |
Other | Debt securities and other investments | ||
Investment Holdings [Line Items] | ||
Strategic investments | $ 69 | $ 69 |
Investments - Components of Gai
Investments - Components of Gains and Losses on Strategic Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Investment Holdings [Line Items] | ||||
Unrealized gains (losses) recognized, net | $ (86) | $ (11) | $ (290) | $ (50) |
Realized gains on sales of securities, net | 14 | 34 | 48 | 125 |
Gains (losses) on strategic investments, net | (72) | 23 | (242) | 75 |
Publicly traded equity securities | ||||
Investment Holdings [Line Items] | ||||
Unrealized gains (losses) recognized, net | (2) | 0 | 0 | (103) |
Privately held equity securities | ||||
Investment Holdings [Line Items] | ||||
Unrealized gains (losses) recognized, net | 14 | 57 | 65 | 174 |
Upward adjustments | 14 | 66 | 65 | 196 |
Downward adjustments | 98 | 66 | 354 | 96 |
Privately held equity and debt securities | ||||
Investment Holdings [Line Items] | ||||
Impairments on privately held equity and debt securities | $ (98) | $ (68) | $ (355) | $ (121) |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 5,410 | $ 5,492 |
Equity securities | 51 | 48 |
Total assets | 10,175 | 10,006 |
Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 3,040 | 3,354 |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 373 | 370 |
Mortgage-backed obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 247 | 178 |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 1,311 | 985 |
Municipal securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 161 | 169 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 33 | 278 |
Covered bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 85 | 101 |
Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 160 | 57 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 51 | 48 |
Total assets | 3,145 | 1,843 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Mortgage-backed obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Municipal securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Covered bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 0 | 0 |
Total assets | 7,030 | 8,163 |
Significant Other Observable Inputs (Level 2) | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 3,040 | 3,354 |
Significant Other Observable Inputs (Level 2) | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 373 | 370 |
Significant Other Observable Inputs (Level 2) | Mortgage-backed obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 247 | 178 |
Significant Other Observable Inputs (Level 2) | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 1,311 | 985 |
Significant Other Observable Inputs (Level 2) | Municipal securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 161 | 169 |
Significant Other Observable Inputs (Level 2) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 33 | 278 |
Significant Other Observable Inputs (Level 2) | Covered bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 85 | 101 |
Significant Other Observable Inputs (Level 2) | Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 160 | 57 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Equity securities | 0 | 0 |
Total assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Mortgage-backed obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Municipal securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Covered bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Fair value, non-recurring | Privately held equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, fair value | 4,700 | 4,600 |
Time deposits | Cash and cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 979 | 1,877 |
Time deposits | Cash and cash equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Time deposits | Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 979 | 1,877 |
Time deposits | Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money market mutual funds | Cash and cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,094 | 1,795 |
Money market mutual funds | Cash and cash equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,094 | 1,795 |
Money market mutual funds | Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money market mutual funds | Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Cash equivalent securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,700 | 2,600 |
Cash equivalent securities | Cash and cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 641 | 794 |
Cash equivalent securities | Cash and cash equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Cash equivalent securities | Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 641 | 794 |
Cash equivalent securities | Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 0 | $ 0 |
Leases and Other Commitments -
Leases and Other Commitments - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | Jan. 31, 2023 | |
Other Commitments [Line Items] | |||||
Operating lease cost | $ 163 | $ 239 | $ 823 | $ 692 | |
Operating leases, not yet commenced | 84 | 84 | |||
Accrued compensation | $ 1,800 | $ 1,800 | $ 2,600 | ||
Minimum | |||||
Other Commitments [Line Items] | |||||
Operating lease term, not yet commenced | 2 years | 2 years | |||
Maximum | |||||
Other Commitments [Line Items] | |||||
Operating lease term, not yet commenced | 16 years | 16 years |
Leases and Other Commitments _2
Leases and Other Commitments - Summary of Maturities of Lease Liabilities (Details) $ in Millions | Oct. 31, 2023 USD ($) |
Operating Leases | |
Remaining three months of fiscal 2024 | $ 143 |
Fiscal 2025 | 610 |
Fiscal 2026 | 585 |
Fiscal 2027 | 519 |
Fiscal 2028 | 459 |
Thereafter | 1,369 |
Total minimum lease payments | 3,685 |
Less: Imputed interest | (398) |
Total | 3,287 |
Finance Leases | |
Remaining three months of fiscal 2024 | 96 |
Fiscal 2025 | 399 |
Fiscal 2026 | 334 |
Fiscal 2027 | 222 |
Fiscal 2028 | 46 |
Thereafter | 2 |
Total minimum lease payments | 1,099 |
Less: Imputed interest | (52) |
Total | $ 1,047 |
Intangible Assets Acquired Th_3
Intangible Assets Acquired Through Business Combinations and Goodwill - Summary of Intangible Assets Acquired From Business Combinations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Finite-lived Intangible Assets [Roll Forward] | ||||
Intangible assets, gross, beginning balance | $ 11,838 | |||
Additions and retirements, net | 23 | |||
Intangible assets, gross, ending balance | $ 11,861 | 11,861 | ||
Accumulated amortization, beginning balance | (4,713) | |||
Expense and retirements, net | (1,411) | |||
Accumulated amortization, ending balance | (6,124) | (6,124) | ||
Intangible assets, net, beginning balance | 7,125 | |||
Intangible assets, net, ending balance | 5,737 | $ 5,737 | ||
Weighted Average Remaining Useful Life (Years) | 4 years 2 months 12 days | |||
Amortization of intangible assets | 468 | $ 474 | $ 1,400 | $ 1,500 |
Developed technology | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Intangible assets, gross, beginning balance | 4,844 | |||
Additions and retirements, net | 23 | |||
Intangible assets, gross, ending balance | 4,867 | 4,867 | ||
Accumulated amortization, beginning balance | (2,471) | |||
Expense and retirements, net | (743) | |||
Accumulated amortization, ending balance | (3,214) | (3,214) | ||
Intangible assets, net, beginning balance | 2,373 | |||
Intangible assets, net, ending balance | 1,653 | $ 1,653 | ||
Weighted Average Remaining Useful Life (Years) | 2 years 4 months 24 days | |||
Customer relationships | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Intangible assets, gross, beginning balance | $ 6,691 | |||
Additions and retirements, net | 0 | |||
Intangible assets, gross, ending balance | 6,691 | 6,691 | ||
Accumulated amortization, beginning balance | (2,162) | |||
Expense and retirements, net | (630) | |||
Accumulated amortization, ending balance | (2,792) | (2,792) | ||
Intangible assets, net, beginning balance | 4,529 | |||
Intangible assets, net, ending balance | 3,899 | $ 3,899 | ||
Weighted Average Remaining Useful Life (Years) | 5 years | |||
Other | ||||
Finite-lived Intangible Assets [Roll Forward] | ||||
Intangible assets, gross, beginning balance | $ 303 | |||
Additions and retirements, net | 0 | |||
Intangible assets, gross, ending balance | 303 | 303 | ||
Accumulated amortization, beginning balance | (80) | |||
Expense and retirements, net | (38) | |||
Accumulated amortization, ending balance | (118) | (118) | ||
Intangible assets, net, beginning balance | 223 | |||
Intangible assets, net, ending balance | $ 185 | $ 185 | ||
Weighted Average Remaining Useful Life (Years) | 3 years 8 months 12 days |
Intangible Assets Acquired Th_4
Intangible Assets Acquired Through Business Combinations and Goodwill - Schedule of Expected Future Amortization Expense for Purchased Intangible Assets (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remaining three months of fiscal 2024 | $ 459 | |
Fiscal 2025 | 1,605 | |
Fiscal 2026 | 1,363 | |
Fiscal 2027 | 995 | |
Fiscal 2028 | 618 | |
Thereafter | 697 | |
Total amortization expense | $ 5,737 | $ 7,125 |
Intangible Assets Acquired Th_5
Intangible Assets Acquired Through Business Combinations and Goodwill - Schedule of Goodwill (Details) $ in Millions | 9 Months Ended |
Oct. 31, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 48,568 |
Acquisitions and adjustments | 46 |
Goodwill, ending balance | $ 48,614 |
Debt - Carrying Value of Borrow
Debt - Carrying Value of Borrowings (Details) - USD ($) $ in Millions | Oct. 31, 2023 | Jan. 31, 2023 |
Debt Instrument [Line Items] | ||
Outstanding Principal as of October 31, 2023 | $ 9,500 | |
Total carrying value of debt | 9,425 | $ 10,601 |
Less current portion of debt | (999) | (1,182) |
Total noncurrent debt | $ 8,426 | 9,419 |
Senior Notes | 2023 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 3.25% | |
Outstanding Principal as of October 31, 2023 | $ 0 | |
Total carrying value of debt | $ 0 | 1,000 |
Senior Notes | 2024 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 0.625% | |
Outstanding Principal as of October 31, 2023 | $ 1,000 | |
Total carrying value of debt | $ 999 | 998 |
Senior Notes | 2028 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 3.70% | |
Outstanding Principal as of October 31, 2023 | $ 1,500 | |
Total carrying value of debt | $ 1,494 | 1,493 |
Senior Notes | 2028 Senior Sustainability Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 1.50% | |
Outstanding Principal as of October 31, 2023 | $ 1,000 | |
Total carrying value of debt | $ 993 | 992 |
Senior Notes | 2031 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 1.95% | |
Outstanding Principal as of October 31, 2023 | $ 1,500 | |
Total carrying value of debt | $ 1,490 | 1,489 |
Senior Notes | 2041 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 2.70% | |
Outstanding Principal as of October 31, 2023 | $ 1,250 | |
Total carrying value of debt | $ 1,235 | 1,235 |
Senior Notes | 2051 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 2.90% | |
Outstanding Principal as of October 31, 2023 | $ 2,000 | |
Total carrying value of debt | $ 1,979 | 1,977 |
Senior Notes | 2061 Senior Notes | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 3.05% | |
Outstanding Principal as of October 31, 2023 | $ 1,250 | |
Total carrying value of debt | $ 1,235 | 1,235 |
Secured Debt | Loan assumed on 50 Fremont | ||
Debt Instrument [Line Items] | ||
Contractual Interest Rate | 3.75% | |
Outstanding Principal as of October 31, 2023 | $ 0 | |
Total carrying value of debt | $ 0 | $ 182 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Oct. 31, 2023 USD ($) $ / shares | Jan. 31, 2023 USD ($) $ / shares | Dec. 31, 2020 USD ($) |
Revolving Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $ 3,000,000,000 | ||
Outstanding borrowings for line of credit | $ 0 | ||
Closing trading price | |||
Line of Credit Facility [Line Items] | |||
Long-term debt measurement input | $ / shares | 100 | 100 | |
Senior Notes | Significant Other Observable Inputs (Level 2) | |||
Line of Credit Facility [Line Items] | |||
Senior Notes fair value | $ 7,100,000,000 | $ 8,800,000,000 |
Debt - Future Principal Payment
Debt - Future Principal Payments (Details) $ in Millions | Oct. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
Remaining three months of fiscal 2024 | $ 0 |
Fiscal 2025 | 1,000 |
Fiscal 2026 | 0 |
Fiscal 2027 | 0 |
Fiscal 2028 | 0 |
Thereafter | 8,500 |
Total principal outstanding | $ 9,500 |
Restructuring - Summary of Rest
Restructuring - Summary of Restructuring Activities (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | [1],[2] | ||
Restructuring Reserve [Roll Forward] | ||||||
Charges | $ 55 | $ 0 | $ 815 | [1],[2] | $ 0 | |
The Plan | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Liability, beginning of the period | 117 | 607 | ||||
Charges | 55 | 815 | ||||
Payments | (128) | (990) | ||||
Non-cash items | 20 | (368) | ||||
Liability, end of the period | 64 | 64 | ||||
The Plan | Workforce Reduction | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Liability, beginning of the period | 117 | 607 | ||||
Charges | 47 | 436 | ||||
Payments | (103) | (963) | ||||
Non-cash items | 0 | (19) | ||||
Liability, end of the period | 61 | 61 | ||||
The Plan | Office Space Reductions | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Liability, beginning of the period | $ 0 | 0 | ||||
Charges | 8 | 379 | ||||
Payments | (25) | (27) | ||||
Non-cash items | 20 | (349) | ||||
Liability, end of the period | $ 3 | $ 3 | ||||
[1]Amounts include amortization of intangible assets acquired through business combinations, as follows: Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Cost of revenues $ 245 $ 250 $ 743 $ 785 Marketing and sales 223 224 668 693 Three Months Ended October 31, Nine Months Ended October 31, 2023 2022 2023 2022 Cost of revenues $ 109 $ 130 $ 324 $ 372 Research and development 238 287 735 863 Marketing and sales 275 330 815 947 General and administrative 71 96 223 288 Restructuring 0 0 16 0 |
Stockholders' Equity - Share-ba
Stockholders' Equity - Share-based Compensation, Stock Options, Activity (Details) $ / shares in Units, shares in Millions, $ in Millions | 9 Months Ended |
Oct. 31, 2023 USD ($) $ / shares shares | |
Outstanding Stock Options | |
Beginning balance (in shares) | shares | 23 |
Exercised (in shares) | shares | (5) |
Plan shares expired or canceled (in shares) | shares | (2) |
Ending balance (in shares) | shares | 16 |
Outstanding Stock Options, Vested or expected to vest (in shares) | shares | 16 |
Outstanding Stock Options, Exercisable (in shares) | shares | 11 |
Options Outstanding Weighted-Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 175.23 |
Exercised (in dollars per share) | $ / shares | 131.66 |
Plan shares expired or canceled (in dollars per share) | $ / shares | 204.09 |
Ending balance (in dollars per share) | $ / shares | 183.84 |
Weighted-Average Exercise Price, Vested or expected to vest (in dollars per share) | $ / shares | 183.01 |
Weighted-Average Exercise Price, Exercisable (in dollars per share) | $ / shares | $ 172.98 |
Aggregate Intrinsic Value | |
Balance | $ | $ 480 |
Vested or expected to vest | $ | 474 |
Exercisable | $ | $ 407 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Restricted Stock Activity (Details) $ / shares in Units, shares in Millions, $ in Millions | 9 Months Ended |
Oct. 31, 2023 USD ($) $ / shares shares | |
Restricted stock | |
Restricted Stock Outstanding | |
Beginning balance (in shares) | 29 |
Granted (in shares) | 13 |
Canceled (in shares) | (5) |
Vested and converted to shares (in shares) | (10) |
Ending balance (in shares) | 28 |
Expected to vest (in shares) | 25 |
Restricted Stock Outstanding, Weighted-Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 204.62 |
Granted (in dollars per share) | $ / shares | 193.57 |
Canceled (in dollars per share) | $ / shares | 201.87 |
Vested and converted to shares (in dollars per share) | $ / shares | 203.80 |
Ending balance (in dollars per share) | $ / shares | $ 199.88 |
Restricted Stock Outstanding, Aggregate Intrinsic Value | |
Aggregate Intrinsic Value, Outstanding | $ | $ 5,807 |
Aggregate Intrinsic Value, Expected to vest | $ | $ 4,974 |
Performance shares | |
Restricted Stock Outstanding | |
Granted (in shares) | 1 |
Restricted Stock Outstanding, Weighted-Average Exercise Price | |
Granted (in dollars per share) | $ / shares | $ 193.09 |
Stockholders' Equity - Share-_2
Stockholders' Equity - Share-based Payment Arrangement Expensed and Capitalized, Amount (Details) $ in Millions | Oct. 31, 2023 USD ($) |
Share-Based Payment Arrangement [Abstract] | |
Remaining three months of fiscal 2024 | $ 697 |
Fiscal 2025 | 2,234 |
Fiscal 2026 | 1,618 |
Fiscal 2027 | 796 |
Thereafter | 151 |
Total stock-based compensation expense | $ 5,496 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Feb. 28, 2023 | Oct. 31, 2023 | Jul. 31, 2023 | Apr. 30, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | Aug. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock repurchased | $ 1,947 | $ 1,913 | $ 2,144 | $ 1,743 | ||||
Share Repurchase Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Authorized amount of stock repurchase | $ 20,000 | $ 10,000 | ||||||
Increased authorized amount of stock repurchase | $ 10,000 | |||||||
Share Repurchase Program | Common Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock repurchased (in shares) | 9 | 11 | 29 | 11 | ||||
Common stock repurchased | $ 1,900 | $ 1,700 | $ 6,000 | $ 1,700 | ||||
Average stock repurchased price (in dollars per share) | $ 209.33 | $ 152.66 | $ 201.95 | $ 152.66 | ||||
Common stock authorized repurchase amount | $ 10,000 | $ 10,000 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 263 | $ 265 | $ 615 | $ 321 |
Income before provision for income taxes | $ 1,487 | $ 475 | $ 3,305 | $ 627 |
Effective tax rate | 19% | 51% |
Net Income Per Share - Reconcil
Net Income Per Share - Reconciliation of Denominator Used in Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2023 | Jul. 31, 2023 | Apr. 30, 2023 | Oct. 31, 2022 | Jul. 31, 2022 | Apr. 30, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Numerator: | ||||||||
Net income | $ 1,224 | $ 1,267 | $ 199 | $ 210 | $ 68 | $ 28 | $ 2,690 | $ 306 |
Denominator: | ||||||||
Weighted-average shares outstanding for basic earnings per share (in shares) | 972 | 997 | 976 | 995 | ||||
Dilutive effect of employee stock awards (in shares) | 9 | 3 | 9 | 6 | ||||
Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share (in shares) | 981 | 1,000 | 985 | 1,001 |
Net Income Per Share - Shares E
Net Income Per Share - Shares Excluded from Diluted Earnings Per Share (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2023 | Oct. 31, 2022 | |
Employee stock awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded (in shares) | 12 | 44 | 16 | 37 |
Legal Proceedings and Claims (D
Legal Proceedings and Claims (Details) | 1 Months Ended |
Sep. 30, 2019 lawsuit | |
Slack Litigation | |
Loss Contingencies [Line Items] | |
Number of claims filed | 7 |