Pivotal Software 10-Q 13 Sep 18 2019 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Aug. 03, 2018	Aug. 31, 2018
Entity Registrant Name	Pivotal Software, Inc.
Entity Central Index Key	1,574,135
Document Type	10-Q
Document Period End Date	Aug. 3, 2018
Amendment Flag	false
Current Fiscal Year End Date	--02-01
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Fiscal Year Focus	2,019
Document Fiscal Period Focus	Q2
Common stock
Entity Common Stock, Shares Outstanding		257,385,436
Class A common stock
Entity Common Stock, Shares Outstanding		81,871,164
Class B common stock
Entity Common Stock, Shares Outstanding		175,514,272

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Aug. 03, 2018	Feb. 02, 2018
Current assets:
Cash and cash equivalents	$ 671,708	$ 73,012
Accounts receivable, less allowance for doubtful accounts of $3,431 and $3,264 as of August 3, 2018 and February 2, 2018, respectively	132,443	210,677
Due from Parent	1,531	31,096
Deferred sales commissions, current	35,594	38,937
Other assets, current	15,698	13,012
Total current assets	856,974	366,734
Property, plant and equipment, net	28,772	31,985
Intangible assets, net	21,752	26,651
Goodwill	696,226	696,226
Deferred income taxes	561	463
Deferred sales commissions, noncurrent	23,960	24,890
Other assets, noncurrent	4,834	6,448
Total assets	1,633,079	1,153,397
Current liabilities:
Accounts payable	16,477	17,214
Due to Parent	11,576	15,451
Accrued expenses	46,935	64,251
Income taxes payable	1,312	1,748
Deferred revenue, current	244,727	260,341
Other liabilities, current	6,704	1,109
Total current liabilities	327,731	360,114
Deferred revenue, noncurrent	61,882	57,126
Deferred income taxes	131	427
Debt, noncurrent		20,000
Other liabilities, noncurrent	8,520	7,931
Total liabilities	398,264	445,598
Commitments and contingencies (Note 14)
Redeemable convertible preferred stock		1,248,327
Stockholders' equity (deficit):
Additional paid-in capital	2,436,568	595,113
Accumulated deficit	(1,210,722)	(1,142,600)
Accumulated other comprehensive income	5,720	5,554
Total Pivotal stockholders' equity (deficit)	1,234,140	(541,240)
Non-controlling interest	675	712
Total stockholders' equity (deficit)	1,234,815	(540,528)
Total liabilities, redeemable convertible preferred stock and stockholders' equity (deficit)	1,633,079	1,153,397
Class A common stock
Stockholders' equity (deficit):
Common stock	819	43
Class B common stock
Stockholders' equity (deficit):
Common stock	$ 1,755	$ 650

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Aug. 03, 2018	Feb. 02, 2018
Condensed Consolidated Balance Sheets
Accounts receivable, allowance for doubtful accounts	$ 3,431	$ 3,264

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Revenue:
Total revenue	$ 164,408	$ 126,010	$ 320,143	$ 247,220
Cost of revenue:
Total cost of revenue	61,234	56,344	120,525	115,377
Gross Profit	103,174	69,666	199,618	131,843
Operating expenses:
Sales and marketing	70,550	52,875	139,688	105,032
Research and development	47,001	39,661	91,429	79,679
General and administrative	21,025	15,364	37,433	33,777
Total operating expenses	138,576	107,900	268,550	218,488
Loss from operations	(35,402)	(38,234)	(68,932)	(86,645)
Other income, net	237	1,910	546	2,631
Loss before provision for (benefit from) income taxes	(35,165)	(36,324)	(68,386)	(84,014)
Provision for (benefit from) income taxes	437	(822)	(227)	2,832
Net loss	(35,602)	(35,502)	(68,159)	(86,846)
Less: Net loss (income) attributable to non-controlling interest	(5)	118	37	(84)
Net loss attributable to Pivotal	$ (35,607)	$ (35,384)	$ (68,122)	$ (86,930)
Net loss per share attributable to common stockholders, basic and diluted	$ (0.14)	$ (0.52)	$ (0.38)	$ (1.28)
Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted	257,240	68,330	181,404	68,142
Subscription
Revenue:
Total revenue	$ 97,494	$ 64,566	$ 187,615	$ 117,989
Cost of revenue:
Total cost of revenue	8,105	7,618	16,234	15,116
Services
Revenue:
Total revenue	66,914	61,444	132,528	129,231
Cost of revenue:
Total cost of revenue	$ 53,129	$ 48,726	$ 104,291	$ 100,261

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Condensed Consolidated Statements of Comprehensive Loss
Net loss	$ (35,602)	$ (35,502)	$ (68,159)	$ (86,846)
Foreign currency translation adjustments	5	(717)	166	(861)
Comprehensive loss	(35,597)	(36,219)	(67,993)	(87,707)
Less: Net loss (income) attributable to the non-controlling interest	(5)	118	37	(84)
Comprehensive loss attributable to Pivotal	$ (35,602)	$ (36,101)	$ (67,956)	$ (87,791)

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017
Cash flows from operating activities:
Net loss	$ (68,159)	$ (86,846)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	9,354	11,073
Stock-based compensation expense	29,805	11,409
Provision for doubtful accounts	619
Deferred income taxes	(405)	209
Gain on sale of investment	(3,234)
Other	1,461	855
Changes in assets and liabilities
Accounts receivable	76,340	13,764
Due from Parent	(236)
Deferred sales commissions	4,272	3,024
Other assets	(2,457)	(3,746)
Accounts payable	(547)	4,640
Due to Parent	(3,185)	(23,128)
Deferred revenue	(10,554)	(7,774)
Accrued expenses	(16,213)	13,468
Other liabilities	5,959	2,086
Net cash provided by (used in) operating activities	22,820	(60,966)
Cash flows from investing activities:
Additions to property, plant and equipment	(4,052)	(8,458)
Proceeds from sale of investment	3,234
Net cash used in investing activities	(818)	(8,458)
Cash flows from financing activities:
Proceeds from the initial public offering, net of issuance costs paid	544,674
Proceeds from the issuance of common stock	9,424	3,935
Contribution from DellEMC	41,277	25,800
Borrowings on credit facility	15,000
Repayments on credit facility	(35,000)
Net cash provided by financing activities	575,375	29,735
Effect of exchange rate changes on cash and cash equivalents	1,319	(1,798)
Net increase (decrease) in cash and cash equivalents	598,696	(41,487)
Cash and cash equivalents at beginning of period	73,012	133,873
Cash and cash equivalents at end of period	$ 671,708	$ 92,386

Overview and Basis of Presentat

Overview and Basis of Presentation	6 Months Ended
	Aug. 03, 2018
Overview and Basis of Presentation
Overview and Basis of Presentation	1. Overview and Basis of Presentation Company and Background Pivotal Software, Inc. and its consolidated subsidiaries (“Pivotal,” “we,” “us,” “our” and the “Company”) provide a leading cloud-native application platform, Pivotal Cloud Foundry (“PCF”), and differentiated services, Pivotal Labs (“Labs”). Our leading software platform and differentiated services enable enterprises to adopt modern software and development methodologies that transform their products and the economics of their business. We help make software development and operations a strategic advantage for our customers to revolutionize the experiences they offer their own customers, drive new sources of revenue and improve the speed and cost of business operations. We were incorporated in the State of Delaware on April 1, 2013. Reverse Stock Split In April 2018, the Company’s board of directors (the “board of directors”) and stockholders approved an amendment to the Company’s amended and restated certificate of incorporation effecting a 1-for-2 reverse stock split of the Company’s issued and outstanding shares of common stock and preferred stock. The reverse split was effected on April 6, 2018. The par values of the common stock and redeemable convertible preferred stock were not adjusted as a result of the reverse stock split. All issued and outstanding share and per share amounts included in the accompanying unaudited condensed consolidated financial statements have been adjusted to reflect this reverse stock split for all periods presented. Fiscal Years Our fiscal year is the 52- or 53-week period ending on the Friday nearest January 31. Our 2018 fiscal year (“fiscal 2018”) ended on February 2, 2018 and our 2019 fiscal year (“fiscal 2019”) ends on February 1, 2019. Initial Public Offering On April 19, 2018, we commenced an initial public offering (“IPO”), which closed on April 24, 2018. As part of the IPO, we issued and sold 38,667,000 shares Class A common stock, which included 5,550,000 shares sold pursuant to the exercise by the underwriters’ option to purchase additional shares at a public offering price of $15.00 per share. We received net proceeds of $548.1 million from the IPO, after underwriters’ discounts and commissions and before deducting offering costs of approximately $3.7 million, of which $0.3 million is accrued as of August 3, 2018. Prior to the completion of the IPO, all shares of Series A and C-1 redeemable convertible preferred stock then outstanding were converted into 110,466,653 shares of Class B common stock on a one-to-one basis and all shares of Series B and C redeemable convertible preferred stock then outstanding were converted into 37,412,396 shares of Class A common stock on a one-to-one basis. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the results of Pivotal Software, Inc. and its wholly-owned and majority-owned subsidiaries. The condensed consolidated balance sheet as of February 2, 2018 included herein was derived from the audited financial statements as of that date. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of our management, the information contained herein reflects all adjustments necessary for a fair presentation of Pivotal’s results of operations, financial position and cash flows for the periods presented. All such adjustments are of a normal, recurring nature. The results of operations for the periods presented in this report are not necessarily indicative of results to be expected for the full fiscal year 2019. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements filed pursuant to Rule 424(b) under the Securities Act of 1933 on April 20, 2018 (the “Prospectus”). Following the acquisition of EMC Corporation by Dell Technologies Inc. (“Dell Technologies”) in September 2016 our majority stockholder became Dell Technologies. DellEMC and VMware, Inc. (“VMware”), which is also a majority-owned subsidiary of Dell Technologies, are collectively referred to as the “Parent” in these notes to the condensed consolidated financial statements. “DellEMC” refers to EMC Corporation, the wholly-owned subsidiary of Dell Inc. and the indirect wholly-owned subsidiary of Dell Technologies that directly and indirectly holds shares of our Class B common stock, whether before or after its acquisition by Dell Technologies. Our results of operations and financial position are consolidated with Dell Technologies’ financial statements. Our financial information includes estimates and allocations of certain corporate functions provided to us by DellEMC. These estimates and allocations of costs are considered reasonable by our management. Our historical results are not necessarily indicative of what our results of operations, financial position, cash flows or costs and expenses would have been, or will be in future periods, had we transacted with a third party during the periods presented. For fiscal 2018 and the fiscal 2019 period prior to the IPO, we did not file separate U.S. tax returns as we were included in the tax grouping of other Dell Technologies entities for U.S. federal tax purposes and for most U.S. state tax jurisdictions. As of the date of the completion of our IPO, April 24, 2018, we no longer qualify for inclusion in the Dell Technologies U.S federal consolidated tax return. Our federal deconsolidation from Dell Technologies reduces the amount of benefit or expense we receive from the tax sharing agreement in prospective periods to the benefit or expense that Dell Technologies realizes from our inclusion in their unitary state returns. See Note 10 and 13 for more information.

Significant Accounting Policies

Significant Accounting Policies	6 Months Ended
	Aug. 03, 2018
Significant Accounting Policies
Significant Accounting Policies	2. Significant Accounting Policies Consolidation The condensed consolidated financial statements and accompanying notes are prepared in accordance with GAAP and include our accounts and the accounts of our majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Estimates are revised as additional information becomes available. In the condensed consolidated statements of operations, estimates are used, but are not limited to, when accounting for revenue arrangements, income taxes and the related valuation allowance and the valuation of common stock options. In the condensed consolidated balance sheets, estimates are used in, but are not limited to, the determination of the valuation and recoverability of assets, such as accounts receivable, fixed assets, deferred sales commissions, goodwill and other identifiable intangible assets, and estimates are used in determining the reported amounts of liabilities, including the impact of contingencies, all of which also impact the condensed consolidated statements of operations. Actual results could differ from these estimates and such differences could be material to our condensed consolidated financial position and results of operations. Significant Accounting Policies There have been no changes to the Company’s significant accounting policies described in the Company’s Prospectus. Recently Adopted Accounting Pronouncements Statement of Cash Flows —In August 2016,the Financial Accounting Standards Board (“the FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” The update was issued with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230 and other topics. The adoption of this pronouncement was effective beginning with our fiscal 2019 period and had no effect on our financial position, results of operations or liquidity. Income Taxes —In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory (Topic 740) , ” which requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Prior to the issuance of this ASU, existing guidance prohibited the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset had been sold to an outside party. The adoption of this pronouncement was effective beginning with our fiscal 2019 period and it had no effect on our financial position, results of operations or liquidity. Business Combinations —In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business,” which clarifies when transactions should be accounted for as acquisitions (or disposals) of assets or business. The adoption of this pronouncement was effective beginning with our fiscal 2019, including interim periods within that fiscal year, and it had no effect on our financial position, results of operations or liquidity. Compensation—Stock Compensation— In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting.” The update provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting under Topic 718. The adoption of this pronouncement was effective beginning with our fiscal 2019 period and it had no effect on our financial position, results of operations or liquidity. Compensation—Stock Compensation— In June 2018, the FASB issued ASU No. 2018-07, “Stock-based Compensation: Improvements to Nonemployee Share-based Payment Accounting,” which amends the existing accounting standards for share-based payments to nonemployees. This ASU aligns much of the guidance on measuring and classifying nonemployee awards with that of awards to employees. Under the new guidance, the measurement of nonemployee equity awards is fixed on the grant date. The early adoption of this pronouncement was effective beginning with our fiscal 2019 period and it had no effect on our financial position, results of operations or liquidity. Recently Issued Accounting Pronouncements Leases —In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which requires lessees to recognize most lease liabilities on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. The update states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. The update is effective for annual and interim periods beginning with our fiscal 2020, and early adoption is permitted. We continue to evaluate the impact of this guidance on our consolidated financial statements and related disclosures, but expect that most of our operating lease commitments will be subject to the new standard and recognized as operating lease liabilities and right-of-use assets upon adoption. Intangibles—Goodwill and Other —In January 2017, the FASB issued ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” ASU 2017-04 eliminates Step 2 of the goodwill impairment test, which required us to determine the implied fair value of goodwill by allocating the reporting unit’s fair value to each of its assets and liabilities as if the reporting unit was acquired in a business acquisition. Instead, the updated guidance requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of the reporting unit to its carrying value, and recognizing a non-cash impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value with the loss not exceeding the total amount of goodwill allocated to that reporting unit. The updated guidance is effective for our annual and interim periods beginning with fiscal 2021, with early adoption permitted, and will be applied on a prospective basis. We do not expect that the adoption of this guidance will have a material impact on our consolidated financial statements.

Deferred Sales Commissions

Deferred Sales Commissions	6 Months Ended
	Aug. 03, 2018
Deferred Sales Commissions
Deferred Sales Commissions	3. Deferred Sales Commissions Deferred sales commissions, current and noncurrent, were $59.6 million and $63.8 million as of August 3, 2018 and February 2, 2018, respectively. Amortization expense for these deferred commissions costs was $11.8 million for both the three month periods ended August 3, 2018 and August 4, 2017, respectively and was $24.4 million and $23.2 million for the six months ended August 3, 2018 and August 4, 2017, respectively. We defer commissions costs related to acquiring new customers and expanding sales to existing customers over the estimated customer life. We defer commissions costs related to customer renewals over the contract term. There was no impairment loss related to the commissions costs capitalized for the periods presented.

Property, Plant and Equipment

Property, Plant and Equipment	6 Months Ended
	Aug. 03, 2018
Property, Plant and Equipment
Property, Plant and Equipment	4. Property, Plant and Equipment Property, plant and equipment consist of the following (in thousands): August 3, February 2, 2018 2018 Furniture and fixtures $ $ Equipment Software Leasehold improvements Total property, plant and equipment Accumulated depreciation ) ) Property, plant and equipment, net $ $ For the three months ended August 3, 2018 and August 4, 2017, depreciation expense was $2.9 million and $2.8 million, respectively, and for the six months ended August 3, 2018 and August 4, 2017, depreciation expense was $5.9 million and $5.2 million, respectively.

Intangible Assets

Intangible Assets	6 Months Ended
	Aug. 03, 2018
Intangible Assets
Intangible Assets	5. Intangible Assets Intangible assets, excluding goodwill, consist of the following (in thousands): August 3, 2018 Gross Accumulated Net Book Purchased technology $ $ ) $ Trademarks and tradenames ) Customer relationships and customer lists ) Other ) — Intangible Assets $ $ ) $ February 2, 2018 Gross Accumulated Net Book Purchased technology $ $ ) $ Trademarks and tradenames ) Customer relationships and customer lists ) Other ) — Intangible Assets $ $ ) $ For the three months ended August 3, 2018 and August 4, 2017, amortization expense was $1.7 million and $2.9 million, respectively, and for the six months ended August 3, 2018 and August 4, 2017, amortization expense was $3.4 million and $5.8 million, respectively. During the three months ended on August 3, 2018 we impaired certain purchased technology assets for a total amount of $1.5 million. As of August 3, 2018, future expected amortization expense of intangible assets is expected to be as follows (in thousands): Fiscal Year Amortization Remainder of 2019 $ 2020 2021 2022 2023 Thereafter

Accrued Expenses

Accrued Expenses	6 Months Ended
	Aug. 03, 2018
Accrued Expenses
Accrued Expenses	6. Accrued Expenses Accrued expenses consist of the following (in thousands): August 3, February 2, 2018 2018 Accrued salaries and benefits $ $ Accrued commissions Other Accrued expenses $ $

Fair Value of Financial Assets

Fair Value of Financial Assets and Liabilities	6 Months Ended
	Aug. 03, 2018
Fair Value of Financial Assets and Liabilities
Fair Value of Financial Assets and Liabilities	7. Fair Value of Financial Assets and Liabilities Our estimate of fair value for financial assets and financial liabilities is based on the framework established in the fair value accounting guidance. The framework is based on the inputs used in valuation, gives the highest priority to quoted prices in active markets and requires that observable inputs be used in the valuations when available. Management determines fair value using the following hierarchy: · Level 1—Quoted prices in active markets for identical assets or liabilities. · Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. · Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Our cash and cash equivalents of $671.7 million and $73.0 million as of August 3, 2018 and February 2, 2018, respectively, are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. Our cash equivalents include money market funds of $557.5 million and $0 as of August 3, 2018 and February 2, 2018, respectively.

Debt

Debt	6 Months Ended
	Aug. 03, 2018
Debt
Debt	8. Debt On September 8, 2017, we entered into a credit agreement and related security agreement with Silicon Valley Bank and certain other banks named therein for a senior secured revolving loan facility in an aggregate principal amount not to exceed $100.0 million (the “Revolving Facility”). Borrowings under the Revolving Facility are secured by our tangible assets. Our borrowing capacity under the Revolving Facility is based on subscription revenue. The Revolving Facility has a maturity date of September 8, 2020, unless it is terminated by us or an event of default has occurred prior to such date. The Revolving Facility limits our and our subsidiaries’ ability to, among other things: incur additional indebtedness; incur liens or guarantee obligations; pay dividends or make other distributions; make acquisitions and other investments; dispose of assets; and engage in transactions with affiliates except on an arms-length basis. Any borrowings under the Revolving Facility may be drawn, at our option, as Eurodollar or Alternate Base Rate (“ABR”) loans. ABR loans bear interest at a rate equal to the greatest of (i) the prime rate, (ii) the federal funds rate plus 0.50% and (iii) 3.00%, in each case plus a margin ranging from 0% to 0.50%. Eurodollar loans bear interest at a rate equal to an adjusted LIBOR rate plus a margin ranging from 3.00% to 3.50%. The margins on outstanding borrowings are determined based on our average daily usage of the Revolving Facility. In addition, we are obligated to pay an unused commitment fee and other fees. We have the option to repay any borrowings under the Revolving Facility prior to maturity without penalty. The Revolving Facility contains customary representations and warranties that require us to comply with certain covenants, including financial covenants relating to our operating performance and liquidity. We were in compliance with these financial covenants as of August 3, 2018. We may also request, subject to certain conditions, increases in the commitments under the Revolving Facility in an aggregate amount of up to $50.0 million on the same maturity, pricing and other terms applicable to the then-existing commitments under the Revolving Facility. There can be no assurance that such increases will be available. During the three months ended May 4, 2018, we borrowed $15.0 million under the Revolving Facility, which was in addition to the $20.0 million that was already outstanding as of February 2, 2018, and then repaid the total outstanding balance of $35.0 million on the Revolving Facility by April 2018. During the three months ended August 3, 2018, we did not draw down on the Revolving Facility. As of August 3, 2018, no amounts were outstanding under the Revolving Facility.

Unearned Revenue and Performanc

Unearned Revenue and Performance Obligations	6 Months Ended
	Aug. 03, 2018
Unearned Revenue and Performance Obligations
Unearned Revenue and Performance Obligations	9. Unearned Revenue and Performance Obligations Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. During the three months ended August 3, 2018 and August 4, 2017 we recognized revenue of $104.8 million and $62.9 million, respectively, and during the six months ended August 3, 2018 and August 4, 2017 we recognized revenue of $176.5 million and $122.3 million, respectively, which was included in the corresponding deferred revenue balance at the beginning of the reporting periods presented. We receive payments from customers based upon contractual billing schedules; accounts receivable are recorded when the right to consideration becomes unconditional. We generally bill our customers annually in advance, although for our multi-year contracts, some customers prefer to pay the full multi-year contract amount in advance. Payment terms on invoiced amounts are typically 30 to 90 days. Contract assets include amounts related to our contractual right to consideration for both completed and partially completed performance obligations that may not have been invoiced; such amounts have been insignificant to date. Remaining Performance Obligations The typical contract term for subscription contracts is one to three years, while the contract term for professional services is generally less than twelve months. Our contracts are non-cancelable over the contractual term. As of August 3, 2018, the aggregate amount of the transaction price allocated to billed and unbilled remaining performance obligations for subscriptions and services for which revenue has not yet been recognized was approximately $790 million. We expect to recognize approximately 50% of the transaction price as subscription or services revenue over the next 12 months and the remainder thereafter. As of February 2, 2018, the aggregate amount of the transaction price allocated to billed and unbilled remaining performance obligations for subscriptions and services for which revenue had not yet been recognized was approximately $820 million.

Income Taxes

Income Taxes	6 Months Ended
	Aug. 03, 2018
Income Taxes
Income Taxes	10. Income Taxes As a result of the IPO, we are no longer included in the Dell Technologies U.S. federal tax return. Our federal deferred tax assets and liabilities previously calculated on a separate return basis have been adjusted to reflect only the actual carryforward items which Pivotal has on its separate federal tax return. We continue to present on a separate return basis the deferred tax assets and liabilities for those states where we file unitary returns with the Dell Technologies group. As of February 2, 2018, we had gross federal net operating loss carryforwards of $627.8 million which were removed in April 2018 due to the federal deconsolidation from Dell Technologies. A full valuation allowance was recorded against U.S. federal, state and certain foreign deferred tax assets because we determined that it was more likely than not that those deferred tax assets would not be realized. As of August 3, 2018, we have a net deferred tax asset of $0.4 million. For the three months ended August 3, 2018 and August 4, 2017, the income tax provision (benefit) was $0.4 million and $(0.8) million, respectively, and for the six months ended August 3, 2018 and August 4, 2017, the income tax provision (benefit) was $(0.2) million and $2.8 million, respectively. Our quarterly provision is primarily due to foreign taxes due in profitable jurisdictions.

Common Stock and Stock-Based Aw

Common Stock and Stock-Based Awards	6 Months Ended
	Aug. 03, 2018
Common Stock and Stock-Based Awards
Common Stock and Stock-Based Awards	11. Common Stock and Stock-Based Awards As of August 3, 2018, we had 4,000,000,000 shares of Class A common stock authorized, of which 81,871,164 shares were issued and outstanding, and 500,000,000 shares of Class B common stock authorized, of which 175,514,272 shares were issued and outstanding. Both Class A common stock and Class B common stock have a par value of $0.01 per share. As of August 3, 2018, we had reserved 74,890,957 shares of common stock available for future equity award grants under our equity incentive plans and for future issuance upon exercise of any outstanding stock options and upon vesting of restricted stock units. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. Stock Options Stock options generally vest over 48 months as follows: (i) 25% vest 12 months from the date of grant, and (ii) the remaining 75% vest on a monthly basis over the remaining term. The fair value of each stock option granted during fiscal 2019 was estimated on the date of grant using the Black-Scholes option pricing model. The following table reflects our stock option activity during the six months ended August 3, 2018 (in thousands): Number of Shares Weighted-Average Options outstanding at February 2, 2018 $ Granted $ Exercised ) $ Forfeited ) $ Expired / cancelled ) $ Options outstanding at August 3, 2018 $ As of August 3, 2018, there was $80.9 million of unrecognized compensation cost related to the unvested options, which is expected to be recognized over the remaining vesting period. Restricted Stock Units The Company granted 0.3 million and 8.7 million Restricted Stock Units (“RSUs”) with an aggregate fair value of $7.4 million and $133.2 million in the three and six months ended August 3, 2018, respectively, of which all are substantially unvested and outstanding as of August 3, 2018. RSUs awarded under the 2018 Equity Incentive Plan will generally vest over four years. The vesting is contingent on the employees’ continued service through such date. RSUs are generally subject to forfeiture if employment terminates prior to the vesting date. We expense the cost of the RSUs, which is determined to be the fair market value of the shares of common stock underlying the RSUs on the date of grant, ratably over the period during which the vesting restrictions lapse. The following table reflects our RSU activity during the three and six months ended August 3, 2018 (in thousands): Number of Weighted- RSUs outstanding at February 2, 2018 — $ — Granted $ Forfeited — $ — RSUs outstanding at May 4, 2018 $ Granted $ Forfeited ) $ RSUs outstanding at August 3, 2018 $ For the three and six months ended August 3, 2018, stock-based compensation expense associated with RSUs was $8.4 million and $9.8 million, respectively. As of August 3, 2018, there was $122.1 million of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over the remaining vesting period. Employee Stock Purchase Plan Our Employee Stock Purchase Plan (the “ESPP”) became effective upon our IPO. The ESPP initially reserved and authorized the issuance of up to a total of 2,800,000 shares of Class A common stock to participating employees. Eligible employees may elect to participate in the ESPP in accordance with the enrollment procedures, upon which the employee authorizes payroll deductions from his or her paycheck on each payroll date during the offering period in an amount equal to at least 1% of his or her compensation, but not more than the contribution limit. The contribution limit for each offering period is the lesser of (i) 15% of an eligible employee’s compensation for the offering period or (ii) $7,500. Except for the initial offering period, the ESPP provides for 6-month offering periods commencing on January 11 or July 11 and ending on July 10 or January 10 of each year. The initial offering period under the ESPP commenced on April 20, 2018 and will end on January 10, 2019. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of our stock on the offering date or (2) the fair market value of our stock on the purchase date. For the three and six months ended August 3, 2018, stock-based compensation expense associated with the ESPP was $1.0 million and $1.2 million, respectively. As of August 3, 2018, there was $1.9 million of unrecognized stock-based compensation expense related to the ESPP that is expected to be recognized over the remaining term of the initial offering period. Stock-Based Compensation Expense The following table summarizes the components of total equity stock-based compensation expense included in our condensed consolidated financial statements for each of the periods presented (in thousands): Three Months Ended Six Months Ended August 3, August 4, August 3, August 4, 2018 2017 2018 2017 Cost of revenue - subscription $ $ $ $ Cost of revenue - services Sales and marketing Research and development General and administrative Total stock-based compensation expense $ $ $ $ The expense related to awards previously granted by DellEMC and VMware to certain of our employees was $0.3 million and $0.1 million for the three months ended August 3, 2018 and August 4, 2017, respectively, and was $0.6 million and $0.2 million for the six months ended August 3, 2018 and August 4, 2017, respectively.

Net Loss per Share

Net Loss per Share	6 Months Ended
	Aug. 03, 2018
Net Loss per Share
Net Loss per Share	12. Net Loss per Share Basic loss per share is based on the weighted-average effect of all common shares issued and outstanding and is calculated by dividing net loss attributable to common stockholders by the weighted-average shares outstanding during the period. The following table sets forth basic and diluted earnings (loss) per share for each of the periods presented (in thousands, except per share amounts): Three Months Ended Six Months Ended August 3, August 4, August 3, August 4, 2018 2017 2018 2017 Numerator: Net loss attributable to common stockholders $ ) $ ) $ ) $ ) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted Net loss per share attributable to common stockholders, basic and diluted $ ) $ ) $ ) $ ) Since we were in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands): August 3, August 4, 2018 2017 Shares subject to outstanding common stock options Conversion of convertible preferred stock — Unvested RSUs issued and outstanding — Shares committed under the ESPP — Total

Related Party Transactions

Related Party Transactions	6 Months Ended
	Aug. 03, 2018
Related Party Transactions
Related Party Transactions	13. Related Party Transactions DellEMC and VMware Agency Arrangements Dell, including DellEMC and VMware, are our customers. Since our formation, we have also entered into agency arrangements with DellEMC and VMware that enable our sales team to sell our subscriptions and services leveraging the DellEMC and VMware enterprise relationships and end customer contracts. These transactions result in DellEMC or VMware invoicing customers and collecting on our behalf. In exchange, we pay an agency fee, which is based on a percentage of the invoiced contract amounts, for their services. Such percentage ranged from 1.5% to 5% for the six months ended August 3, 2018 and August 4, 2017, respectively. In aggregate, we paid DellEMC and VMware $2.1 million and $1.6 million for the three months ended August 3, 2018 and August 4, 2017, respectively, and $5.7 million and $2.9 million for the six months ended August 3, 2018 and August 4, 2017, respectively, which was deferred and amortized to sales and marketing expense over the term of the underlying customer arrangements. Sales of our Products and Services to DellEMC and VMware From time to time, we have sold our software products and professional, software support and other services to DellEMC and VMware for their internal use. Revenue recognized for sales of our products and services to DellEMC was $3.1 million and $2.5 million for the three months ended August 3, 2018 and August 4, 2017, respectively, and was $6.8 million and $4.8 million for the six months ended August 3, 2018 and August 4, 2017, respectively. Revenue recognized for sales of our products and services to VMware was $0.3 million and $0.4 million for the three months ended August 3, 2018 and August 4, 2017, respectively, and was $0.8 million and $1.3 million for the six months ended August 3, 2018 and August 4, 2017, respectively. DellEMC and VMware Transition Services and Employee Matters Agreements We and DellEMC engage in several ongoing related party transactions which resulted in costs to us. DellEMC acts as a paying agent for certain of our expenses including payments to vendors and other expenses such as payroll. Pursuant to ongoing shared services and employee matters agreements, we are charged by DellEMC for certain management and administrative services, including routine management, administration, finance and accounting based upon estimates and allocations. Additionally, in certain geographic regions where we do not have an established legal entity, we contract with DellEMC subsidiaries for support services. We are charged for overhead items such as facilities and IT systems for our employees that work from DellEMC office locations. The costs incurred by DellEMC on our behalf related to these employees are charged to us with a markup. These costs are included as expenses in our consolidated statements of operations and primarily include salaries, benefits, travel and rent. These expenses are charged to us on the basis of direct usage when identifiable, with the remainder charged primarily on the basis of headcount or other measures. Management believes the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by us during the periods presented. Charges received from DellEMC for the three months ended August 3, 2018 and August 4, 2017 were $7.6 million and $28.1 million, respectively, and for the six months ended August 3, 2018 and August 4, 2017 were $16.2 million and $61.9 million, respectively. Dell Technologies Tax Sharing Agreement Pursuant to a tax sharing agreement Pivotal has historically received payments from Dell Technologies for the tax benefits derived from the inclusion of our losses in certain Dell Technologies U.S federal and state group returns. As of a result of stock issued during our IPO, Pivotal no longer qualifies for inclusion in the Dell Technologies U.S federal consolidated tax return. This reduces the amount of benefit or expense we receive from the tax sharing agreement in prospective periods to the benefit or expense that Dell Technologies realizes from our inclusion in their unitary state returns. As of August 3, 2018, the tax sharing agreement receivable of $0.2 million is included in the due from Parent and additional paid in capital financial statement lines. Other Related Party Transactions Through September 6, 2018, certain of our directors are executives of companies that are our customers. Subsequent to this date only one of our directors is an executive of a company that is our customer. Revenue recognized from sales of subscriptions and services to General Electric Company was $2.9 million and $2.6 million for the three months ended August 3, 2018 and August 4, 2017, respectively, and was $5.9 million and $5.6 million for the six months ended August 3, 2018 and August 4, 2017, respectively. Revenue recognized from sales of subscriptions and services to Ford Motor Company was $3.3 million and $12.2 million for the three months ended August 3, 2018 and August 4, 2017, respectively, and was $6.9 million and $23.0 million for the six months ended August 3, 2018 and August 4, 2017, respectively. We had outstanding accounts receivable balances from General Electric Company of $2.3 million and $4.2 million as of August 3, 2018 and February 2, 2018, respectively. We had outstanding accounts receivable balances from Ford Motor Company of $2.7 million and $3.2 million as of August 3, 2018 and February 2, 2018, respectively.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Aug. 03, 2018
Commitments and Contingencies
Commitments and Contingencies	14. Commitments and Contingencies Leases We lease office and equipment under various non-cancelable operating leases, which generally contain renewal options, free rent periods and escalation clauses. Minimum commitments under non-cancelable operating lease agreements, net of sublease income, as of August 3, 2018 are as follows (in thousands): Fiscal Year Amount Remainder of 2019 $ 2020 - 2021 2022 - 2023 Thereafter Total minimum lease payments $ Litigation From time to time, we are involved in legal proceedings and subject to claims arising in the ordinary course of our business. Although the results of litigation and claims cannot be predicted with certainty, we currently believe that the resolution of these ordinary course matters will not have a material adverse effect on our business, operating results, financial condition or cash flows. Even if any particular litigation is not resolved in a manner that is adverse to our interests, such litigation can have a negative impact on us because of defense and settlement costs, diversion of management resources from our business and other factors. Warranties and Indemnification Our software is generally warranted to perform substantially in accordance with the subscription agreement. Our contracts generally include provisions for indemnifying customers against liabilities if our services infringe or misappropriate a third party’s intellectual property rights. Costs and liabilities incurred as a result of warranties and indemnification obligations were not material during the periods presented and no liability has been recognized relating to these obligations.

Segment and Geographic Informat

Segment and Geographic Information	6 Months Ended
	Aug. 03, 2018
Segment and Geographic Information
Segment and Geographic Information	15. Segment and Geographic Information The following table summarizes revenue by geography based on the sold-to location of our customers that purchase subscriptions and services (in thousands): Three Months Ended Six Months Ended August 3, 2018 August 4, 2017 August 3, 2018 August 4, 2017 Amount Percentage of Amount Percentage of Amount Percentage of Amount Percentage of United States $ % $ % $ % $ % International % % % % Total $ % $ % $ % $ %

Significant Accounting Polici22

Significant Accounting Policies (Policies)	6 Months Ended
	Aug. 03, 2018
Significant Accounting Policies
Consolidation	Consolidation The condensed consolidated financial statements and accompanying notes are prepared in accordance with GAAP and include our accounts and the accounts of our majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
Accounting Estimates	Accounting Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Estimates are revised as additional information becomes available. In the condensed consolidated statements of operations, estimates are used, but are not limited to, when accounting for revenue arrangements, income taxes and the related valuation allowance and the valuation of common stock options. In the condensed consolidated balance sheets, estimates are used in, but are not limited to, the determination of the valuation and recoverability of assets, such as accounts receivable, fixed assets, deferred sales commissions, goodwill and other identifiable intangible assets, and estimates are used in determining the reported amounts of liabilities, including the impact of contingencies, all of which also impact the condensed consolidated statements of operations. Actual results could differ from these estimates and such differences could be material to our condensed consolidated financial position and results of operations.
Significant Accounting Policies	Significant Accounting Policies There have been no changes to the Company’s significant accounting policies described in the Company’s Prospectus.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements Statement of Cash Flows —In August 2016,the Financial Accounting Standards Board (“the FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” The update was issued with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230 and other topics. The adoption of this pronouncement was effective beginning with our fiscal 2019 period and had no effect on our financial position, results of operations or liquidity. Income Taxes —In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory (Topic 740) , ” which requires entities to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Prior to the issuance of this ASU, existing guidance prohibited the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset had been sold to an outside party. The adoption of this pronouncement was effective beginning with our fiscal 2019 period and it had no effect on our financial position, results of operations or liquidity. Business Combinations —In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business,” which clarifies when transactions should be accounted for as acquisitions (or disposals) of assets or business. The adoption of this pronouncement was effective beginning with our fiscal 2019, including interim periods within that fiscal year, and it had no effect on our financial position, results of operations or liquidity. Compensation—Stock Compensation— In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting.” The update provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting under Topic 718. The adoption of this pronouncement was effective beginning with our fiscal 2019 period and it had no effect on our financial position, results of operations or liquidity. Compensation—Stock Compensation— In June 2018, the FASB issued ASU No. 2018-07, “Stock-based Compensation: Improvements to Nonemployee Share-based Payment Accounting,” which amends the existing accounting standards for share-based payments to nonemployees. This ASU aligns much of the guidance on measuring and classifying nonemployee awards with that of awards to employees. Under the new guidance, the measurement of nonemployee equity awards is fixed on the grant date. The early adoption of this pronouncement was effective beginning with our fiscal 2019 period and it had no effect on our financial position, results of operations or liquidity.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements Leases —In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which requires lessees to recognize most lease liabilities on their balance sheets but recognize the expenses on their income statements in a manner similar to current practice. The update states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. The update is effective for annual and interim periods beginning with our fiscal 2020, and early adoption is permitted. We continue to evaluate the impact of this guidance on our consolidated financial statements and related disclosures, but expect that most of our operating lease commitments will be subject to the new standard and recognized as operating lease liabilities and right-of-use assets upon adoption. Intangibles—Goodwill and Other —In January 2017, the FASB issued ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” ASU 2017-04 eliminates Step 2 of the goodwill impairment test, which required us to determine the implied fair value of goodwill by allocating the reporting unit’s fair value to each of its assets and liabilities as if the reporting unit was acquired in a business acquisition. Instead, the updated guidance requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of the reporting unit to its carrying value, and recognizing a non-cash impairment charge for the amount by which the carrying value exceeds the reporting unit’s fair value with the loss not exceeding the total amount of goodwill allocated to that reporting unit. The updated guidance is effective for our annual and interim periods beginning with fiscal 2021, with early adoption permitted, and will be applied on a prospective basis. We do not expect that the adoption of this guidance will have a material impact on our consolidated financial statements.

Property, Plant and Equipment (

Property, Plant and Equipment (Tables)	6 Months Ended
	Aug. 03, 2018
Property, Plant and Equipment
Schedule of property, plant and equipment	Property, plant and equipment consist of the following (in thousands): August 3, February 2, 2018 2018 Furniture and fixtures $ $ Equipment Software Leasehold improvements Total property, plant and equipment Accumulated depreciation ) ) Property, plant and equipment, net $ $

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
	Aug. 03, 2018
Intangible Assets
Schedule of intangible assets, excluding goodwill	Intangible assets, excluding goodwill, consist of the following (in thousands): August 3, 2018 Gross Accumulated Net Book Purchased technology $ $ ) $ Trademarks and tradenames ) Customer relationships and customer lists ) Other ) — Intangible Assets $ $ ) $ February 2, 2018 Gross Accumulated Net Book Purchased technology $ $ ) $ Trademarks and tradenames ) Customer relationships and customer lists ) Other ) — Intangible Assets $ $ ) $
Schedule of future expected amortization expense of intangible assets	As of August 3, 2018, future expected amortization expense of intangible assets is expected to be as follows (in thousands): Fiscal Year Amortization Remainder of 2019 $ 2020 2021 2022 2023 Thereafter

Accrued Expenses (Tables)

Accrued Expenses (Tables)	6 Months Ended
	Aug. 03, 2018
Accrued Expenses
Schedule of accrued expenses	Accrued expenses consist of the following (in thousands): August 3, February 2, 2018 2018 Accrued salaries and benefits $ $ Accrued commissions Other Accrued expenses $ $

Common Stock and Stock-Based 26

Common Stock and Stock-Based Awards (Tables)	6 Months Ended
	Aug. 03, 2018
Common Stock and Stock-Based Awards
Summary of stock option activity	The following table reflects our stock option activity during the six months ended August 3, 2018 (in thousands): Number of Shares Weighted-Average Options outstanding at February 2, 2018 $ Granted $ Exercised ) $ Forfeited ) $ Expired / cancelled ) $ Options outstanding at August 3, 2018 $
Summary of Restricted Stock Units	The following table reflects our RSU activity during the three and six months ended August 3, 2018 (in thousands): Number of Weighted- RSUs outstanding at February 2, 2018 — $ — Granted $ Forfeited — $ — RSUs outstanding at May 4, 2018 $ Granted $ Forfeited ) $ RSUs outstanding at August 3, 2018 $
Schedule of stock-based compensation expense	The following table summarizes the components of total equity stock-based compensation expense included in our condensed consolidated financial statements for each of the periods presented (in thousands): Three Months Ended Six Months Ended August 3, August 4, August 3, August 4, 2018 2017 2018 2017 Cost of revenue - subscription $ $ $ $ Cost of revenue - services Sales and marketing Research and development General and administrative Total stock-based compensation expense $ $ $ $

Net Loss per Share (Tables)

Net Loss per Share (Tables)	6 Months Ended
	Aug. 03, 2018
Net Loss per Share
Schedule of basic and diluted earnings (loss) per share	The following table sets forth basic and diluted earnings (loss) per share for each of the periods presented (in thousands, except per share amounts): Three Months Ended Six Months Ended August 3, August 4, August 3, August 4, 2018 2017 2018 2017 Numerator: Net loss attributable to common stockholders $ ) $ ) $ ) $ ) Denominator: Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted Net loss per share attributable to common stockholders, basic and diluted $ ) $ ) $ ) $ )
Schedule of potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive	Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands): August 3, August 4, 2018 2017 Shares subject to outstanding common stock options Conversion of convertible preferred stock — Unvested RSUs issued and outstanding — Shares committed under the ESPP — Total

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Aug. 03, 2018
Commitments and Contingencies
Schedule of minimum commitments under non-cancelable operating lease agreements, net of sublease income	Minimum commitments under non-cancelable operating lease agreements, net of sublease income, as of August 3, 2018 are as follows (in thousands): Fiscal Year Amount Remainder of 2019 $ 2020 - 2021 2022 - 2023 Thereafter Total minimum lease payments $

Segment and Geographic Inform29

Segment and Geographic Information (Tables)	6 Months Ended
	Aug. 03, 2018
Segment and Geographic Information
Summary of revenue by geography based on the sold-to location of our customers that purchase subscriptions and services	The following table summarizes revenue by geography based on the sold-to location of our customers that purchase subscriptions and services (in thousands): Three Months Ended Six Months Ended August 3, 2018 August 4, 2017 August 3, 2018 August 4, 2017 Amount Percentage of Amount Percentage of Amount Percentage of Amount Percentage of United States $ % $ % $ % $ % International % % % % Total $ % $ % $ % $ %

Overview and Basis of Present30

Overview and Basis of Presentation - Reverse Stock Split (Details)	Apr. 06, 2018
Overview and Basis of Presentation
Stock conversion ratio	0.50

Overview and Basis of Present31

Overview and Basis of Presentation - Fiscal Years (Details)	6 Months Ended
	Aug. 03, 2018
Minimum
Fiscal Year Duration (in days)	364 days
Maximum
Fiscal Year Duration (in days)	371 days

Overview and Basis of Present32

Overview and Basis of Presentation - Initial Public Offering (Details) $ / shares in Units, $ in Millions	Apr. 24, 2018USD ($)$ / sharesshares	Apr. 06, 2018	Aug. 03, 2018USD ($)shares
Initial Public Offering
Initial public offering issuance costs unpaid | $			$ 0.3
Stock conversion ratio		0.50
IPO
Initial Public Offering
Net proceeds from IPO | $	$ 548.1
Class A common stock
Initial Public Offering
Conversion of stock (in shares)	37,412,396
Stock conversion ratio	1
Shares outstanding (in shares)			81,871,164
Class A common stock | IPO
Initial Public Offering
Stock issued and sold (in shares)	38,667,000
Offering costs | $	$ 3.7
Class A common stock | Underwriters' option
Initial Public Offering
Stock issued and sold (in shares)	5,550,000
Offering price (per share) | $ / shares	$ 15
Class B common stock
Initial Public Offering
Conversion of stock (in shares)	110,466,653
Stock conversion ratio	1
Shares outstanding (in shares)			175,514,272

Deferred Sales Commissions (Det

Deferred Sales Commissions (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017	Feb. 02, 2018
Deferred Sales Commissions
Deferred sales commissions, current and noncurrent	$ 59.6		$ 59.6		$ 63.8
Amortization expense for deferred commissions costs	$ 11.8	$ 11.8	24.4	$ 23.2
Impairment loss on deferred sales commission costs capitalized			$ 0		$ 0

Property, Plant and Equipment34

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017	Feb. 02, 2018
Property, Plant and Equipment
Property, plant and equipment	$ 69,637		$ 69,637		$ 68,903
Accumulated depreciation	(40,865)		(40,865)		(36,918)
Property, plant and equipment, net	28,772		28,772		31,985
Depreciation expense	2,900	$ 2,800	5,900	$ 5,200
Furniture and fixtures
Property, Plant and Equipment
Property, plant and equipment	7,096		7,096		5,961
Equipment
Property, Plant and Equipment
Property, plant and equipment	18,621		18,621		19,723
Software
Property, Plant and Equipment
Property, plant and equipment	6,181		6,181		5,423
Leasehold improvements
Property, Plant and Equipment
Property, plant and equipment	$ 37,739		$ 37,739		$ 37,796

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017	Feb. 02, 2018
Intangible assets, excluding goodwill
Gross Carrying Amount	$ 159,023		$ 159,023		$ 161,648
Accumulated Amortization	(137,271)		(137,271)		(134,997)
Net Book Value	21,752		21,752		26,651
Amortization expense	1,700	$ 2,900	3,400	$ 5,800
Purchased technology
Intangible assets, excluding goodwill
Gross Carrying Amount	87,573		87,573		90,198
Accumulated Amortization	(86,845)		(86,845)		(87,153)
Net Book Value	728		728		3,045
Asset impairment	1,500
Trademarks and tradenames
Intangible assets, excluding goodwill
Gross Carrying Amount	12,900		12,900		12,900
Accumulated Amortization	(10,946)		(10,946)		(10,291)
Net Book Value	1,954		1,954		2,609
Customer relationships and customer lists
Intangible assets, excluding goodwill
Gross Carrying Amount	55,800		55,800		55,800
Accumulated Amortization	(36,730)		(36,730)		(34,803)
Net Book Value	19,070		19,070		20,997
Other
Intangible assets, excluding goodwill
Gross Carrying Amount	2,750		2,750		2,750
Accumulated Amortization	$ (2,750)		$ (2,750)		$ (2,750)

Intangible Assets - Amortizatio

Intangible Assets - Amortization expense (Details) $ in Thousands	Aug. 03, 2018USD ($)
Expected amortization expense of intangible assets
Remainder of 2019	$ 3,070
2,020	4,425
2,021	2,496
2,022	1,809
2,023	1,791
Thereafter	$ 8,161

Accrued Expenses (Details)

Accrued Expenses (Details) - USD ($) $ in Thousands	Aug. 03, 2018	Feb. 02, 2018
Accrued Expenses
Accrued salaries and benefits	$ 27,786	$ 30,389
Accrued commissions	5,903	16,619
Other	13,246	17,243
Accrued expenses	$ 46,935	$ 64,251

Fair Value of Financial Asset38

Fair Value of Financial Assets and Liabilities (Details) - Level 1 - USD ($) $ in Millions	Aug. 03, 2018	Feb. 02, 2018
Fair Value of Financial Assets and Liabilities
Cash and cash equivalents	$ 671.7	$ 73
Money market funds
Fair Value of Financial Assets and Liabilities
Cash and cash equivalents	$ 557.5	$ 0

Debt (Details)

Debt (Details) - USD ($) $ in Thousands	Sep. 08, 2017	Apr. 30, 2018	May 04, 2018	Aug. 03, 2018	Feb. 02, 2018
Debt
Repayment of credit facility				$ 35,000
Revolving Facility
Debt
Maximum borrowing capacity	$ 100,000
Additional borrowing capacity	$ 50,000
Proceeds from lines of credit			$ 15,000
Amount outstanding				$ 0	$ 20,000
Repayment of credit facility		$ 35,000
Federal funds rate | Revolving Facility
Debt
Percentage points added to reference rate	0.50%
Base rate | Revolving Facility
Debt
Interest rate	3.00%
Base rate | Revolving Facility | Minimum
Debt
Percentage points added to reference rate	0.00%
Base rate | Revolving Facility | Maximum
Debt
Percentage points added to reference rate	0.50%
Libor rate | Revolving Facility | Minimum
Debt
Percentage points added to reference rate	3.00%
Libor rate | Revolving Facility | Maximum
Debt
Percentage points added to reference rate	3.50%

Unearned Revenue and Performa40

Unearned Revenue and Performance Obligations (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Deferred Revenue
Recognized revenue	$ 104.8	$ 62.9	$ 176.5	$ 122.3
Minimum
Deferred Revenue
Payment terms on invoiced amounts (in days)			P30D
Maximum
Deferred Revenue
Payment terms on invoiced amounts (in days)			P90D

Unearned Revenue and Performa41

Unearned Revenue and Performance Obligations - Remaining Performance Obligations (Details) - USD ($) $ in Millions	6 Months Ended
	Aug. 03, 2018	Feb. 02, 2018
Remaining Performance Obligations
Billed and unbilled remaining performance obligation	$ 790	$ 820
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-08-03
Remaining Performance Obligations
Percentage of remaining performance obligation expected to be recognized in period	50.00%
Duration of expected recognition period for remaining performance obligation	12 months
Minimum | Subscription
Remaining Performance Obligations
Contract Term (in years)	1 year
Maximum | Subscription
Remaining Performance Obligations
Contract Term (in years)	3 years
Maximum | Services
Remaining Performance Obligations
Contract Term (in years)	1 year

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017	Feb. 02, 2018
Income Taxes
Operating loss carryforwards					$ 627,800
Net deferred tax asset	$ 400		$ 400
Income tax provision (benefit)	$ 437	$ (822)	$ (227)	$ 2,832

Common Stock and Stock-Based 43

Common Stock and Stock-Based Awards (Details)	Aug. 03, 2018Vote$ / sharesshares
Common Stock
Common stock available for future equity award grants	74,890,957
Class A common stock
Common Stock
Shares authorized (in shares)	4,000,000,000
Shares issued (in shares)	81,871,164
Shares outstanding (in shares)	81,871,164
Common stock, Par value | $ / shares	$ 0.01
Number of votes the share holders are entitled | Vote	1
Class B common stock
Common Stock
Shares authorized (in shares)	500,000,000
Shares issued (in shares)	175,514,272
Shares outstanding (in shares)	175,514,272
Common stock, Par value | $ / shares	$ 0.01
Number of votes the share holders are entitled | Vote	10

Common Stock and Stock-Based 44

Common Stock and Stock-Based Awards - Stock Options (Details) - Shares subject to outstanding common stock options	6 Months Ended
	Aug. 03, 2018
Stock Options
Vesting period	48 months
12 months from the date of grant
Stock Options
Vesting percentage (as a percent)	25.00%
On a monthly basis over the remaining term
Stock Options
Vesting percentage (as a percent)	75.00%

Common Stock and Stock-Based 45

Common Stock and Stock-Based Awards - Stock Options - Activity (Details) - Shares subject to outstanding common stock options - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	6 Months Ended
	Aug. 03, 2018
Stock Options
Options outstanding at Feb 2, 2018	54,388
Granted	2,808
Exercised	(1,493)
Forfeited	(967)
Expired/cancelled	(269)
Options outstanding at August 3, 2018	54,467
Weighted Average Exercise Price
Outstanding at February 2, 2018 (in dollars per share)	$ 7.82
Granted (in dollars per share)	13.99
Exercised (in dollars per share)	6.31
Forfeited (in dollars per share)	9.05
Expired / cancelled (in dollars per share)	6.99
Outstanding at August 3, 2018 (in dollars per share)	$ 8.15
Unrecognized compensation costs related to unvested options
Unrecognized compensation costs	$ 80.9

Common Stock and Stock-Based 46

Common Stock and Stock-Based Awards - Restricted Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended			6 Months Ended
	Aug. 03, 2018	May 04, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Stock Options
Stock-based compensation expense	$ 19,044		$ 5,402	$ 29,805	$ 11,409
Unvested RSUs issued and outstanding
Stock Options
Granted	300			8,700
Aggregate fair value	$ 7,400			$ 133,200
Vesting period				4 years
Stock-based compensation expense	8,400			$ 9,800
Unrecognized compensation costs	$ 122,100			$ 122,100
Restricted Stock
Number of Restricted Stock Units, Beginning balance	8,388
Granted		8,388		267
Forfeited				(58)
Number of Restricted Stock Units, Ending balance	8,597	8,388		8,597
Weighted- Average Grant Fair Value
Weighted-Average Grant Fair Value, Beginning balance (in dollars per share)	$ 15
Granted (in dollars per share)		$ 15		$ 27.84
Forfeited (in dollars per share)				15
Weighted-Average Grant Fair Value, Ending balance (in dollars per share)	$ 15.40	$ 15		$ 15.40

Common Stock and Stock-Based 47

Common Stock and Stock-Based Awards - Employee Stock Purchase Plan (Details) - USD ($)	Apr. 24, 2018	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Common Stock and Stock-Based Awards
Stock-based compensation expense		$ 19,044,000	$ 5,402,000	$ 29,805,000	$ 11,409,000
Shares committed under the ESPP
Common Stock and Stock-Based Awards
Minimum amount of gross pay the employee may contribute (in percent)	1.00%
Maximum amount of gross pay the employee may contribute (in percent)	15.00%
Maximum amount of gross pay the employee may contribute	$ 7,500
Offering Period (in months)	6 months
Percentage of fair market value on offering date or purchase date eligible employees may purchase shares (in percent)	85.00%
Stock-based compensation expense		1,000,000		1,200,000
Unrecognized compensation costs		$ 1,900,000		$ 1,900,000
Shares committed under the ESPP | Class A common stock
Common Stock and Stock-Based Awards
Shares reserved and authorized (in shares)	2,800,000

Common Stock and Stock-Based 48

Common Stock and Stock-Based Awards - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Stock Options
Stock-based compensation expense	$ 19,044	$ 5,402	$ 29,805	$ 11,409
DellEMC & VMware
Stock Options
Stock-based compensation expense	300	100	600	200
Cost of revenue | Subscription
Stock Options
Stock-based compensation expense	411	87	638	180
Cost of revenue | Services
Stock Options
Stock-based compensation expense	4,188	1,186	6,477	2,505
Sales and marketing
Stock Options
Stock-based compensation expense	5,688	1,697	9,259	3,352
Research and development
Stock Options
Stock-based compensation expense	5,386	1,372	8,250	3,084
General and administrative
Stock Options
Stock-based compensation expense	$ 3,371	$ 1,060	$ 5,181	$ 2,288

Net Loss per Share (Details)

Net Loss per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Numerator:
Net loss attributable to common stockholders	$ (35,607)	$ (35,384)	$ (68,122)	$ (86,930)
Denominator:
Weighted average shares used in computing net loss per share attributable to common stockholders, basic and diluted (in shares)	257,240	68,330	181,404	68,142
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share)	$ (0.14)	$ (0.52)	$ (0.38)	$ (1.28)

Net Loss per Share - Antidiluti

Net Loss per Share - Antidilutive Securities Excluded from Computation of Earnings, Per Share (Details) - shares shares in Thousands	6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017
Antidilutive Securities Excluded from Computation of Earnings, Per Share
Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive	63,865	187,755
Shares subject to outstanding common stock options
Antidilutive Securities Excluded from Computation of Earnings, Per Share
Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive	54,467	39,876
Conversion of convertible preferred stock
Antidilutive Securities Excluded from Computation of Earnings, Per Share
Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive		147,879
Unvested RSUs issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings, Per Share
Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive	8,597
Shares committed under the ESPP
Antidilutive Securities Excluded from Computation of Earnings, Per Share
Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive	801

Related Party Transactions - De

Related Party Transactions - DellEMC and VMware Agency Arrangements (Details) - DellEMC & VMware - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Related Party Transactions
Due to related party	$ 2.1	$ 1.6	$ 5.7	$ 2.9
Minimum
Related Party Transactions
Agency fee (as a percent)			1.50%	1.50%
Maximum
Related Party Transactions
Agency fee (as a percent)			5.00%	5.00%

Related Party Transactions - Sa

Related Party Transactions - Sales of our Products and Services to DellEMC and Vmware (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
DellEMC
Related Party Transactions
Revenue recognized from related party	$ 3.1	$ 2.5	$ 6.8	$ 4.8
VMware
Related Party Transactions
Revenue recognized from related party	$ 0.3	$ 0.4	$ 0.8	$ 1.3

Related Party Transactions - 53

Related Party Transactions - DellEMC and VMware Transition Services and Employee Matters Agreements (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
DellEMC
Related Party Transactions
Charges received from related party	$ 7.6	$ 28.1	$ 16.2	$ 61.9

Related Party Transactions - 54

Related Party Transactions - Dell Technologies Tax Sharing Agreement (Details) - USD ($) $ in Thousands	Aug. 03, 2018	Feb. 02, 2018
Related Party Transactions
Due from Parent	$ 1,531	$ 31,096
Dell Technologies
Related Party Transactions
Due from Parent	$ 200

Related Party Transactions - Ot

Related Party Transactions - Other Related Party Transactions (Details) - Directors who are executives of companies which are customers - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017	Feb. 02, 2018
General Electric Company
Related Party Transactions
Revenue recognized from related party	$ 2.9	$ 2.6	$ 5.9	$ 5.6
Account receivable balances from related party	2.3		2.3		$ 4.2
Ford Motor Company
Related Party Transactions
Revenue recognized from related party	3.3	$ 12.2	6.9	$ 23
Account receivable balances from related party	$ 2.7		$ 2.7		$ 3.2

Commitments and Contingencies -

Commitments and Contingencies - Leases (Details) $ in Thousands	Aug. 03, 2018USD ($)
Minimum commitments under non-cancelable operating lease agreements, net of sublease income:
Remainder of 2019	$ 11,470
2020 - 2021	40,554
2022 - 2023	36,205
Thereafter	59,036
Total minimum lease payments	$ 147,265

Commitments and Contingencies57

Commitments and Contingencies - Warranties and Indemnification (Details) $ in Millions	6 Months Ended
	Aug. 03, 2018USD ($)
Commitments and Contingencies
Liabilities recognized for warranty and indemnification	$ 0

Segment and Geographic Inform58

Segment and Geographic Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2018	Aug. 04, 2017	Aug. 03, 2018	Aug. 04, 2017
Segment and Geographic Information
Total revenue	$ 164,408	$ 126,010	$ 320,143	$ 247,220
Total revenues (as a percent)	100.00%	100.00%	100.00%	100.00%
United States
Segment and Geographic Information
Total revenue	$ 128,096	$ 99,334	$ 247,752	$ 192,168
Total revenues (as a percent)	78.00%	79.00%	77.00%	78.00%
International
Segment and Geographic Information
Total revenue	$ 36,312	$ 26,676	$ 72,391	$ 55,052
Total revenues (as a percent)	22.00%	21.00%	23.00%	22.00%