Cover
Cover - shares | 6 Months Ended | |
Jul. 31, 2022 | Aug. 26, 2022 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40531 | |
Entity Registrant Name | SENTINELONE, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 99-0385461 | |
Entity Address, Address Line One | 444 Castro Street, Suite 400 | |
Entity Address, City or Town | Mountain View | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94041 | |
City Area Code | (855) | |
Local Phone Number | 868-3733 | |
Title of 12(b) Security | Class A common stock, par value $0.0001 | |
Trading Symbol | S | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Current Fiscal Year End Date | --01-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Central Index Key | 0001583708 | |
Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 205,756,251 | |
Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 75,159,338 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 269,493 | $ 1,669,304 |
Short-term investments | 949,883 | 374 |
Accounts receivable, net | 106,380 | 101,491 |
Deferred contract acquisition costs, current | 30,894 | 27,546 |
Prepaid expenses and other current assets | 33,348 | 18,939 |
Total current assets | 1,389,998 | 1,817,654 |
Property and equipment, net | 33,031 | 24,918 |
Operating lease right-of-use assets | 25,270 | 23,884 |
Deferred contract acquisition costs, non-current | 44,429 | 41,022 |
Intangible assets, net | 159,677 | 15,807 |
Goodwill | 540,308 | 108,193 |
Restricted cash, non-current | 64,207 | 2,747 |
Other assets | 8,174 | 7,956 |
Total assets | 2,265,094 | 2,042,181 |
Current liabilities: | ||
Accounts payable | 14,469 | 9,944 |
Accrued liabilities | 31,913 | 22,657 |
Accrued payroll and benefits | 38,576 | 61,150 |
Operating lease liabilities, current | 4,004 | 4,613 |
Deferred revenue, current | 244,207 | 182,957 |
Total current liabilities | 333,169 | 281,321 |
Deferred revenue, non-current | 100,844 | 79,062 |
Operating lease liabilities, non-current | 25,261 | 24,467 |
Other liabilities | 66,004 | 6,543 |
Total liabilities | 525,278 | 391,393 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Preferred stock; $0.0001 par value; 50,000,000 shares authorized as of July 31, 2022 and January 31, 2022, and no shares issued and outstanding as of July 31, 2022 and January 31, 2022 | 0 | 0 |
Additional paid-in capital | 2,549,614 | 2,271,980 |
Accumulated other comprehensive income (loss) | (2,013) | 454 |
Accumulated deficit | (807,813) | (621,673) |
Total stockholders’ equity | 1,739,816 | 1,650,788 |
Total liabilities and stockholders’ equity | 2,265,094 | 2,042,181 |
Class A | ||
Stockholders’ equity: | ||
Common stock, value, issued | 20 | 16 |
Class B | ||
Stockholders’ equity: | ||
Common stock, value, issued | $ 8 | $ 11 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jul. 31, 2022 | Jan. 31, 2022 |
Preferred stock, par or stated value per share (in USD per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A | ||
Common stock, par or stated value per share (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,500,000,000 | 1,500,000,000 |
Common stock, shares, issued (in shares) | 205,329,881 | 162,666,515 |
Common stock, shares, outstanding (in shares) | 205,329,881 | 162,666,515 |
Class B | ||
Common stock, par or stated value per share (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares, issued (in shares) | 75,246,506 | 107,785,100 |
Common stock, shares, outstanding (in shares) | 75,246,506 | 107,785,100 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Income Statement [Abstract] | ||||
Revenue | $ 102,505 | $ 45,750 | $ 180,760 | $ 83,145 |
Cost of revenue | 36,261 | 18,788 | 63,400 | 37,071 |
Gross profit | 66,244 | 26,962 | 117,360 | 46,074 |
Operating expenses: | ||||
Research and development | 54,989 | 31,037 | 100,870 | 58,857 |
Sales and marketing | 79,000 | 40,970 | 139,641 | 77,150 |
General and administrative | 40,447 | 22,110 | 75,337 | 38,834 |
Total operating expenses | 174,436 | 94,117 | 315,848 | 174,841 |
Loss from operations | (108,192) | (67,155) | (198,488) | (128,767) |
Interest income | 3,222 | 21 | 4,309 | 44 |
Interest expense | (607) | (479) | (612) | (782) |
Other income (expense), net | 427 | (373) | 136 | (966) |
Loss before provision for income taxes | (105,150) | (67,986) | (194,655) | (130,471) |
Provision for income taxes | (8,844) | 177 | (8,515) | 326 |
Net loss | $ (96,306) | $ (68,163) | $ (186,140) | $ (130,797) |
Net loss per share attributable to Class A and Class B common stockholders, basic (in USD per share) | $ (0.35) | $ (0.57) | $ (0.68) | $ (1.59) |
Net loss per share attributable to Class A and Class B common stockholders, diluted (in USD per share) | $ (0.35) | $ (0.57) | $ (0.68) | $ (1.59) |
Weighted-average shares used in computing net loss per share attributable to Class A and Class B common stockholders, basic (in shares) | 277,417,227 | 120,520,061 | 273,424,105 | 82,394,440 |
Weighted-average shares used in computing net loss per share attributable to Class A and Class B common stockholders, diluted (in shares) | 277,417,227 | 120,520,061 | 273,424,105 | 82,394,440 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (96,306) | $ (68,163) | $ (186,140) | $ (130,797) |
Other comprehensive income (loss): | ||||
Change in unrealized losses on investments | (1,230) | 0 | (2,467) | 0 |
Foreign currency translation adjustments | 0 | 100 | 0 | 290 |
Total comprehensive loss | $ (97,536) | $ (68,063) | $ (188,607) | $ (130,507) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Class A and Class B Common Stock Class A and Class B Common Stock |
Shares, beginning of period (in shares) at Jan. 31, 2021 | 167,058,113 | ||||
Balance, beginning of period at Jan. 31, 2021 | $ 621,139 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering (in shares) | (167,058,113) | ||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | $ (621,139) | ||||
Shares, end of period (in shares) at Jul. 31, 2021 | 0 | ||||
Balance, end of period at Jul. 31, 2021 | $ 0 | ||||
Shares, beginning of period (in shares) at Jan. 31, 2021 | 39,242,316 | ||||
Balance, beginning of period at Jan. 31, 2021 | (320,536) | $ 29,869 | $ 165 | $ (350,572) | $ 2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering (in shares) | 169,787,200 | ||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | 621,139 | 621,129 | $ 10 | ||
Issuance of common stock upon initial public offering and private placement, net of underwriting discounts and commissions (in shares) | 41,678,568 | ||||
Issuance of common stock upon initial public offering and private placement, net of underwriting discounts and commissions | 1,380,960 | 1,380,956 | $ 4 | ||
Issuance of common stock upon exercise of stock options (in shares) | 4,625,342 | ||||
Issuance of common stock upon exercise of options | 5,827 | 5,827 | |||
Vesting of early exercised stock options | 544 | ||||
Issuance of common stock upon exercise of warrants (in shares) | 940,953 | ||||
Vesting of early exercised stock options | 554 | 554 | |||
Issuance of common stock and awards assumed in connection with acquisition (in shares) | 7,277,214 | ||||
Issuance of common stock assumed in connection with acquisition | 120,319 | 120,318 | $ 1 | ||
Issuance of restricted stock awards (in shares) | 1,315,099 | ||||
Stock-based compensation | 37,712 | 37,712 | |||
Issuance of stock for services provided (in shares) | 20,000 | ||||
Issuance of restricted stock for services provided | 500 | 500 | |||
Other comprehensive income (loss) | 0 | ||||
Foreign currency translation adjustments | 290 | 290 | |||
Net loss | (130,797) | (130,797) | |||
Shares, end of period (in shares) at Jul. 31, 2021 | 264,886,692 | ||||
Balance, end of period at Jul. 31, 2021 | $ 1,715,968 | 2,196,865 | 455 | (481,369) | $ 17 |
Shares, beginning of period (in shares) at Apr. 30, 2021 | 167,058,113 | ||||
Balance, beginning of period at Apr. 30, 2021 | $ 621,139 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering (in shares) | (167,058,113) | ||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | $ (621,139) | ||||
Shares, end of period (in shares) at Jul. 31, 2021 | 0 | ||||
Balance, end of period at Jul. 31, 2021 | $ 0 | ||||
Shares, beginning of period (in shares) at Apr. 30, 2021 | 50,504,590 | ||||
Balance, beginning of period at Apr. 30, 2021 | (245,874) | 166,974 | 355 | (413,206) | $ 3 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering (in shares) | 169,787,200 | ||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | 621,139 | 621,129 | $ 10 | ||
Issuance of common stock upon initial public offering and private placement, net of underwriting discounts and commissions (in shares) | 41,678,568 | ||||
Issuance of common stock upon initial public offering and private placement, net of underwriting discounts and commissions | 1,380,960 | 1,380,956 | $ 4 | ||
Issuance of common stock upon exercise of stock options (in shares) | 1,975,381 | ||||
Issuance of common stock upon exercise of options | 2,617 | 2,617 | |||
Issuance of common stock upon exercise of warrants (in shares) | 940,953 | ||||
Vesting of early exercised stock options | 537 | 537 | |||
Stock-based compensation | 24,152 | 24,152 | |||
Issuance of restricted stock for services provided | 500 | 500 | |||
Other comprehensive income (loss) | 0 | ||||
Foreign currency translation adjustments | 100 | 100 | |||
Net loss | (68,163) | (68,163) | |||
Shares, end of period (in shares) at Jul. 31, 2021 | 264,886,692 | ||||
Balance, end of period at Jul. 31, 2021 | $ 1,715,968 | 2,196,865 | 455 | (481,369) | $ 17 |
Shares, beginning of period (in shares) at Jan. 31, 2022 | 0 | ||||
Balance, beginning of period at Jan. 31, 2022 | $ 0 | ||||
Shares, end of period (in shares) at Jul. 31, 2022 | 0 | ||||
Balance, end of period at Jul. 31, 2022 | $ 0 | ||||
Shares, beginning of period (in shares) at Jan. 31, 2022 | 270,451,615 | ||||
Balance, beginning of period at Jan. 31, 2022 | 1,650,788 | 2,271,980 | 454 | (621,673) | $ 27 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock options (in shares) | 3,369,153 | ||||
Issuance of common stock upon exercise of options | 8,381 | 8,381 | |||
Vesting of restricted stock units (in shares) | 317,854 | ||||
Issuance of common stock under employee purchase plan (in shares) | 405,534 | ||||
Issuance of common stock under employee purchase plan | 8,682 | 8,682 | |||
Vesting of early exercised stock options | 18 | 18 | |||
Issuance of common stock and awards assumed in connection with acquisition (in shares) | 6,032,231 | ||||
Issuance of common stock assumed in connection with acquisition | 186,333 | 186,332 | $ 1 | ||
Stock-based compensation | 74,221 | 74,221 | |||
Other comprehensive income (loss) | (2,467) | (2,467) | |||
Foreign currency translation adjustments | 0 | ||||
Net loss | (186,140) | (186,140) | |||
Shares, end of period (in shares) at Jul. 31, 2022 | 280,576,387 | ||||
Balance, end of period at Jul. 31, 2022 | $ 1,739,816 | 2,549,614 | (2,013) | (807,813) | $ 28 |
Shares, beginning of period (in shares) at Apr. 30, 2022 | 0 | ||||
Balance, beginning of period at Apr. 30, 2022 | $ 0 | ||||
Shares, end of period (in shares) at Jul. 31, 2022 | 0 | ||||
Balance, end of period at Jul. 31, 2022 | $ 0 | ||||
Shares, beginning of period (in shares) at Apr. 30, 2022 | 272,496,624 | ||||
Balance, beginning of period at Apr. 30, 2022 | 1,597,242 | 2,309,505 | (783) | (711,507) | $ 27 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock options (in shares) | 1,350,556 | ||||
Issuance of common stock upon exercise of options | 3,291 | 3,291 | |||
Vesting of restricted stock units (in shares) | 291,442 | ||||
Issuance of common stock under employee purchase plan (in shares) | 405,534 | ||||
Issuance of common stock under employee purchase plan | 8,682 | 8,682 | |||
Issuance of common stock and awards assumed in connection with acquisition (in shares) | 6,032,231 | ||||
Issuance of common stock assumed in connection with acquisition | 186,333 | 186,332 | $ 1 | ||
Stock-based compensation | 41,804 | 41,804 | |||
Other comprehensive income (loss) | (1,230) | (1,230) | |||
Foreign currency translation adjustments | 0 | ||||
Net loss | (96,306) | (96,306) | |||
Shares, end of period (in shares) at Jul. 31, 2022 | 280,576,387 | ||||
Balance, end of period at Jul. 31, 2022 | $ 1,739,816 | $ 2,549,614 | $ (2,013) | $ (807,813) | $ 28 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | $ (186,140) | $ (130,797) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 10,794 | 3,637 |
Amortization of deferred contract acquisition costs | 32,532 | 9,087 |
Non-cash operating lease costs | 1,609 | 1,408 |
Stock-based compensation expense | 72,631 | 34,830 |
Other | (1,619) | 105 |
Changes in operating assets and liabilities, net of effects of acquisition | ||
Accounts receivable | 480 | (10,339) |
Prepaid expenses and other assets | (9,151) | (11,190) |
Deferred contract acquisition costs | (39,287) | (16,477) |
Accounts payable | 6,094 | (5,108) |
Accrued liabilities | 4,148 | 6,559 |
Accrued payroll and benefits | (23,669) | 6,864 |
Operating lease liabilities | (2,737) | (1,919) |
Deferred revenue | 31,285 | 37,707 |
Other liabilities | (8,447) | 2,842 |
Net cash used in operating activities | (111,477) | (72,791) |
CASH FLOW FROM INVESTING ACTIVITIES: | ||
Purchases of property and equipment | (4,101) | (1,685) |
Purchases of intangible assets | (194) | 0 |
Capitalization of internal-use software | (6,028) | (2,852) |
Purchases of short-term investments | (1,243,594) | 0 |
Maturities of short-term investments | 291,845 | 0 |
Cash paid for acquisition, net of cash and restricted cash acquired | (281,032) | (3,449) |
Net cash used in investing activities | (1,243,104) | (7,986) |
CASH FLOW FROM FINANCING ACTIVITIES: | ||
Payments of deferred offering costs | (186) | (5,068) |
Repayment of debt | 0 | (20,000) |
Proceeds from exercise of stock options | 8,382 | 5,827 |
Proceeds from issuance of common stock under the employee stock purchase plan | 8,682 | 0 |
Proceeds from initial public offering and private placement, net of underwriting discounts and commissions | 0 | 1,388,563 |
Net cash provided by financing activities | 16,878 | 1,369,322 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 1,146 |
NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (1,337,703) | 1,289,691 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH–Beginning of period | 1,672,051 | 399,112 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH–End of period | 334,348 | 1,688,803 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest paid | 8 | 403 |
Income taxes paid (refunded), net of payments | (69) | 74 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Stock-based compensation capitalized as internal-use software | 1,590 | 2,882 |
Property and equipment purchased but not yet paid | 836 | 93 |
Internal-use software capitalized but not yet paid | 383 | 0 |
Vesting of early exercised stock options | 18 | 544 |
Deferred offering costs accrued but not yet paid | 0 | 2,535 |
Issuance of common stock and assumed equity awards in connection with acquisition | 186,332 | 120,319 |
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | $ 0 | $ 621,139 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jul. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | ORGANIZATION AND DESCRIPTION OF BUSINESSBusinessSentinelOne, Inc. (SentinelOne, we, our, or us) was incorporated in January 2013 in the State of Delaware. On March 29, 2021, we amended our certificate of incorporation to change our name from Sentinel Labs, Inc. to SentinelOne, Inc. We are a cybersecurity provider that delivers an artificial intelligence-powered platform to enable autonomous cybersecurity defense. Our headquarters is located in Mountain View, California with various other global office locations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), and applicable rules and regulations of the Securities and Exchange Commission, (SEC), regarding interim financial reporting. 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. Therefore, these condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2022 filed with the SEC on April 7, 2022. In management’s opinion, the accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which reflect all normal recurring adjustments necessary to present fairly the results for the interim periods, but are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. Principles of Consolidation The condensed consolidated financial statements include the accounts of SentinelOne and our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ from these estimates, and such differences could be material to our condensed consolidated financial statements. There have been no material changes in our use of estimates during the six months ended July 31, 2022, as compared to the use of estimates disclosed in our Annual Report on Form 10-K for the fiscal year ended January 31, 2022 filed with the SEC on April 7, 2022. Significant Accounting Policies There have been no material changes to our significant accounting policies as compared to the significant accounting policies described in our Annual Report on Form 10-K filed with the SEC on April 7, 2022. Segment and Geographic Information We have a single operating and reportable segment. Our chief operating decision maker (CODM) is our Chief Executive Officer. The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and assessing financial performance. For information regarding our revenue by geography, see Note 3. Cash, Cash Equivalents, and Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash to the total of these amounts shown in the condensed consolidated statements of cash flows (in thousands): As of July 31, As of January 31 2022 2022 Cash and cash equivalents $ 269,493 $ 1,669,304 Restricted cash, current 648 — Restricted cash, non-current 64,207 2,747 $ 334,348 $ 1,672,051 Recently Adopted Accounting Pronouncement s In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customer |
Revenue and Contract Balances
Revenue and Contract Balances | 6 Months Ended |
Jul. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Contract Balances | REVENUE AND CONTRACT BALANCES Disaggregation of Revenue The following table summarizes revenue by geography based on the shipping address of end customers for the periods presented (in thousands, except percentages): Three Months Ended July 31, 2022 Three Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue United States $ 68,392 67 % $ 31,207 68 % International 34,113 33 14,543 32 Total $ 102,505 100 % $ 45,750 100 % Six Months Ended July 31, 2022 Six Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue United States $ 120,948 67 % $ 57,383 69 % International 59,812 33 25,762 31 Total $ 180,760 100 % $ 83,145 100 % No single country other than the United States represented 10% or more of our revenue during the three and six months ended July 31, 2022 and 2021. The following table summarizes revenue by sales channel for the periods presented (in thousands, except percentages): Three Months Ended July 31, 2022 Three Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue Channel partners $ 92,785 91 % $ 42,126 92 % Direct customers 9,720 9 3,624 8 Total $ 102,505 100 % $ 45,750 100 % Six Months Ended July 31, 2022 Six Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue Channel partners $ 164,237 91 % $ 76,238 92 % Direct customers 16,523 9 6,907 8 Total $ 180,760 100 % $ 83,145 100 % Contract Balances Contract assets consist of unbilled accounts receivable, which arise when a right to consideration for our performance under the customer contract occurs before invoicing the customer. The amount of unbilled accounts receivable included within accounts receivable, net on the condensed consolidated balance sheets was $7.1 million and $1.5 million as of July 31, 2022 and January 31, 2022, respectively. Contract liabilities consist of deferred revenue, which represents invoices billed in advance of performance under a contract. Deferred revenue is recognized as revenue over the contractual period. The deferred revenue balance was $345.1 million and $262.0 million as of July 31, 2022 and January 31, 2022, respectively. We recognized revenue of $55.4 million and $24.5 million during the three months ended July 31, 2022 and 2021, respectively, and $115.4 million and $53.6 million during the six months ended July 31, 2022 and 2021, respectively, that was included in the corresponding contract liability balance at the beginning of the period. Remaining Performance Obligations Our contracts with customers typically range from one As of July 31, 2022, our remaining performance obligations were $444.7 million, of which we expect to recognize 84% as revenue over the next 24 months, with the remainder to be recognized thereafter. We periodically review deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. We did not recognize any impairment of deferred contract acquisition costs during the three and six months ended July 31, 2022 and 2021. |
Cash and Cash Equivalents, Inve
Cash and Cash Equivalents, Investments and Fair Value Measurements | 6 Months Ended |
Jul. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Cash and Cash Equivalents, Investments and Fair Value Measurements | CASH AND CASH EQUIVALENTS, INVESTMENTS, AND FAIR VALUE MEASUREMENTS The following table summarizes information about our cash and cash equivalents, and short-term investments by investment category (in thousands): As of July 31, 2022 Fair Value Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Assets Cash and cash equivalents: Cash $ 34,662 $ — $ — $ 34,662 Money market funds Level 1 224,854 — — 224,854 Corporate notes and bonds Level 2 5,001 — (2) 4,999 U.S. agency securities Level 2 4,982 — (4) 4,978 Total cash and cash equivalents $ 269,499 $ — $ (6) $ 269,493 Short-term investments: — Commercial paper Level 2 452,520 — (1,278) 451,242 Corporate notes and bonds Level 2 34,276 — (168) 34,108 U.S. agency securities Level 2 91,380 4 (309) 91,075 U.S. Treasury securities Level 1 374,167 37 (746) 373,458 Total short-term investments $ 952,343 $ 41 $ (2,501) $ 949,883 Liabilities Other liabilities Indemnity Escrow Level 2 $ 61,264 $ — $ (3,022) 1 $ 58,242 Total other liabilities $ 61,264 $ — $ (3,022) $ 58,242 _______________________ (1) Represents imputed interest As of July 31, 2022, we determined that the declines in the market value of our investment portfolio were not driven by credit related factors. During the three and six months ended July 31, 2022 and 2021, we did not recognize any losses on our investments due to credit related factors. As of July 31, 2022, the aggregate fair value of our cash equivalents and short-term investments approximated amortized cost and, as such, there were no unrealized gains or losses, either individually or in the aggregate. The following table summarizes the respective fair value and the classification by level within the fair value hierarchy (in thousands): As of January 31, 2022 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 1,641,642 $ — $ — $ 1,641,642 Short-term investments: Certificates of deposit — 374 — 374 Total assets measured and recorded at fair value $ 1,641,642 $ 374 $ — $ 1,642,016 |
Acquisitions
Acquisitions | 6 Months Ended |
Jul. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | ACQUISITIONS On May 3, 2022, we acquired 100% of the issued and outstanding equity securities (the Acquisition) of Attivo Networks, Inc. (Attivo), an identity security and lateral movement protection company. Attivo expands our coverage of critical attack surfaces. Identity is an adjacent security solution that complements our core endpoint solution. The Acquisition closed on May 3, 2022 and has been accounted for as a business combination in accordance with ASC Topic 805, Business Combinations . We had post-combination expense with a fair value of $32.9 million that was not included in the total purchase consideration, which is comprised of 307,396 of restricted common stock with an aggregate fair value of $10.0 million, and 378,828 assumed options with an aggregate fair value of $11.5 million. Restricted common stock and assumed options will be recognized as stock-based compensation expense. In addition, in connection with the acquisition, certain employees who were promised compensation related to their previous employment agreements will be paid $11.4 million in cash based on continued employment which will be recognized on a straight-line basis as acquisition-related compensation costs. All post-combination expense is expected to be recognized through May 2026. Post-combination compensation expense is subject to adjustment based on continuing service obligations to the Company of certain stockholders of Attivo. In connection with the Acquisition, we also granted restricted stock units (RSUs) and performance share units (PSUs) under our 2021 Equity Incentive Plan. For further details refer to Note 7. Stock-Based Compensation. The following table presents the preliminary allocation of purchase consideration recorded on our condensed consolidated balance sheet as of the acquisition date (in thousands): Amount Consideration Cash $ 348,917 Common Stock (6,032,231 shares) (1) 185,885 Fair value of total consideration transferred $ 534,802 Cash and cash equivalents $ 8,836 Accounts receivable 4,867 Prepaid expense and other current assets 3,880 Operating lease right-of-use assets 260 Intangible assets 151,900 Accrued liabilities (4,270) Accrued payroll and benefits (1,113) Operating lease liabilities (259) Deferred revenue (51,746) Other liabilities (2,357) Deferred tax liability (7,310) Total identifiable net assets 102,688 Goodwill 432,114 Total purchase consideration $ 534,802 (1) Consideration calculated using the fair value of the Company’s common stock The estimates and assumptions regarding the fair value of certain tangible assets acquired and liabilities assumed, the valuation of intangible assets acquired, income taxes, and goodwill are subject to change as we obtain additional information during the measurement period, which usually lasts for up to one year from the acquisition date. The excess of the purchase price over the fair value of net tangible and intangible assets acquired has been assigned to goodwill. Goodwill represents the future benefits resulting from the acquisition that will enhance the value of our product for both new and existing customers and strengthen our competitive position. Goodwill is not deductible for tax purposes. The following table sets forth the preliminary amounts allocated to the intangible assets identified and their estimated useful lives as of the date of acquisition: Fair Value Useful Life (in thousands) (in years) Customer relationships $ 77,600 10 Developed technology 63,200 5 Backlog 11,100 2 Total intangible assets acquired $ 151,900 The preliminary fair value assigned to customer relationships was determined using the multi-period excess earnings method of the income approach. The fair value assigned to developed technology was determined using the relief from royalty method under the income approach. The fair value assigned to backlog was determined using the multi-period excess earnings method of the income approach. The intangible assets acquired are expected to be amortized over their useful lives on a straight-line basis. Aside from $61.0 million, net, within restricted cash on the condensed consolidated balance sheet, held in an indemnity escrow expected to be paid out within 15 months of the Acquisition, there are no other contingent consideration or cash consideration expected to be paid out subsequent to the Acquisition. The indemnity escrow is carried at fair value within other liabilities in our condensed consolidated balance sheet. The results of operations of Attivo have been included in our condensed consolidated financial statements from the date of the Acquisition. We have incurred $3.3 million and $5.5 million of transaction expenses in connection with the Acquisition during the three and six months ended July 31, 2022, respectively. $1.0 million and $3.2 million of these costs were recorded as general and administrative expenses in our condensed consolidated statements of operations during the three and six months ended July 31, 2022, respectively, with the remainder allocated to purchase price consideration. Our consolidated statements of operations from the date of the Acquisition to the period ended July 31, 2022 includes revenue and net loss of Attivo of $9.3 million and $(9.3) million, respectively. The following unaudited supplemental pro forma financial information is provided for informational purposes only and summarizes our combined results of operations as if the Acquisition occurred on February 1, 2021 (in thousands): Three Months Ended July 31, Six Months Ended July 31, 2022 2021 2022 2021 Revenue $ 102,706 $ 52,741 $ 188,264 $ 96,279 Net loss $ (100,853) $ (82,240) $ (208,032) $ (154,714) The unaudited supplemental pro forma results reflect certain adjustments for the amortization of acquired intangible assets, recognition of stock-based compensation, acquisition-related transaction expenses, and acquisition-related compensation costs. Such pro forma amounts are not necessarily indicative of the results that actually would have occurred had the Acquisition been completed on the date indicated, nor is it indicative of our future operating results. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jul. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | INTANGIBLE ASSETS Intangible assets, net consisted of the following (in thousands): As of July 31, As of January 31, 2022 2022 Developed technology $ 78,700 $ 15,500 Customer relationship 79,100 1,500 Backlog 11,100 — Non-compete agreements 650 650 Trademarks 150 150 Patents 1,288 1,094 Total finite-lived intangible assets 170,988 18,894 Accumulated amortization - developed technology (6,447) (2,165) Accumulated amortization - customer relationship (3,060) (734) Accumulated amortization - backlog (1,397) — Accumulated amortization - non-compete agreements (319) (212) Accumulated amortization - trademarks (111) (73) Accumulated amortization - patents (232) (158) Less: total accumulated amortization (11,566) (3,342) Total finite-lived intangible assets, net $ 159,422 $ 15,552 Indefinite-lived intangible assets - domain names 255 255 Total intangible assets, net $ 159,677 $ 15,807 Amortization expense of intangible assets was $7.3 million and $0.9 million for the three months ended July 31, 2022 and 2021, respectively, and $8.0 million and $1.6 million for the six months ended July 31, 2022 and 2021, respectively. As of July 31, 2022, estimated future amortization expense is as follows (in thousands): Fiscal Year Ending January 31, Remainder of 2023 $ 14,788 2024 28,532 2025 24,187 2026 22,753 2027 22,753 Thereafter 46,409 Total $ 159,422 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jul. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION Stock-Based Compensation Expense The components of stock-based compensation expense recognized in the condensed consolidated statements of operations consisted of the following (in thousands): Three Months Ended July 31, Six Months Ended July 31, 2022 2021 2022 2021 Cost of revenue $ 2,399 $ 840 $ 4,247 $ 1,223 Research and development 13,495 8,823 23,958 15,962 Sales and marketing 9,715 3,905 16,811 5,952 General and administrative 15,392 7,825 27,615 11,693 Total $ 41,001 $ 21,393 $ 72,631 $ 34,830 Restricted Stock Units A summary of our RSU activity is as follows: Number of Shares Weighted-Average Grant Date Fair Value Outstanding as of January 31, 2022 1,770,304 $ 52.51 Granted 7,464,181 $ 33.76 Released (317,854) $ 40.74 Forfeited (214,093) $ 42.51 Outstanding as of July 31, 2022 8,702,538 $ 37.12 As of July 31, 2022, we had unrecognized stock-based compensation expense related to unvested RSUs of $289.3 million that is expected to be recognized on ratably over a weighted-average period of 3.4 years. Stock Options A summary of our stock option activity is as follows: Number of Options Weighted-Average Exercise Price Outstanding as of January 31, 2022 42,422,473 $ 4.30 Granted — $ — Exercised (3,369,153) $ 2.49 Forfeited (717,964) $ 5.40 Assumed options from Attivo acquisition 378,828 $ 1.31 Outstanding as of July 31, 2022 38,714,184 $ 4.41 Expected to vest as of July 31, 2022 38,714,184 $ 4.41 Vested and exercisable as of July 31, 2022 20,030,216 $ 3.04 As of July 31, 2022, we had unrecognized stock-based compensation expense related to unvested options of $134.1 million that is expected to be recognized on ratably over a weighted-average period of 2.4 years. Milestone Options In March 2021, we granted options to purchase 1,404,605 shares of Class B common stock subject to service-based, performance-based, and market-based vesting conditions to our Chief Executive Officer and Chief Financial Officer under the 2013 Plan. These stock options will vest 100% upon the occurrence of our initial public offering (IPO) (the performance-based vesting condition) and the achievement of certain milestone events and our share price targets (the market-based vesting conditions), subject to the executive’s continued service to us from the grant date through the milestone events. For these options, we used a Monte Carlo simulation to determine the fair value at the grant date and the implied service period. During the three and six months ended July 31, 2022, we recorded $0.9 million and $1.8 million, respectively, of stock-based compensation expense related to these milestone options. During the three and six months ended July 31, 2021, we recorded $1.2 million of stock-based compensation expense. As of July 31, 2022, we had unrecognized stock-based compensation expense related to these milestone options of $14.5 million that is expected to be recognized over the remaining vesting period of 4.1 years. Performance Share Units In connection with the acquisition of Attivo, we granted 71,003 shares of performance share units (PSUs) subject to service-based and performance-based vesting conditions. These PSUs will vest 100% upon the achievement of certain financial performance and integration milestone events, subject to the employees’ continued service to us from the grant date through the milestone events or target dates. During the three and six months ended July 31, 2022, we recorded $0.2 million of stock-based compensation expense related to these PSUs. As of July 31, 2022, we had unrecognized stock-based compensation expense related to these PSUs of $1.4 million that is expected to be recognized over the remaining vesting period of 1.4 years. Restricted Common Stock In connection with the acquisition of Attivo, restricted common stock was issued to Attivo employees. See Note 5, Acquisitions , in the notes to our condensed consolidated financial statements for more information regarding these restricted common stock. In connection with the acquisition of Scalyr, Inc. (Scalyr), we issued 1,315,099 shares of restricted common stock with a fair value of $14.59 per share at the time of grant, that vest over a period of two years. During the three and six months ended July 31, 2022, we recorded $2.1 million and $4.2 million, respectively, of stock-based compensation expense related to restricted common stock in connection with our acquisition of Scalyr. During the three and six ended July 31, 2021, we recorded $3.1 million and $5.5 million, respectively, of stock-based compensation expense. As of July 31, 2022, we had unrecognized stock-based compensation expense related to this restricted common stock of $4.4 million that is expected to be recognized over the remaining vesting period of 0.5 years. Employee Stock Purchase Plan (ESPP) The Company recognized stock-based compensation expense related to ESPP of $3.8 million and $6.5 million, respectively, during the three and six months ended July 31, 2022. The Company recognized stock-based compensation expense related to ESPP of $1.0 million during both the three and six months ended July 31, 2021. During the three months ended July 31, 2022 we recorded $0.2 million in expense related to modification of our ESPP as a result of the decrease in our stock price which triggered a reset of the ESPP offering period in accordance with our plan. We expect to record a total of $1.3 million in expense related to this modification through the second quarter of 2024. Attivo Acquisition In connection with the Acquisition, we granted 539,795 shares of restricted stock units (RSUs) under our 2021 Equity Incentive Plan that will vest over a period of 3 years contingent on continued employment of certain Attivo employees, for which stock-based compensation expense will be recognized ratably over the vesting period. Attivo Equity Incentive Plan In connection with our acquisition of Attivo Networks which closed in May 2022, we assumed unvested stock options that were granted under the Attivo 2011 Equity Incentive Plan ("Attivo Plan"). We do not intend to grant any additional shares under the Attivo Plan and the Attivo Plan will continue to govern the terms and conditions of the outstanding awards previously granted thereunder. Any shares underlying stock options that are expired, |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES We compute our tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusting for discrete items arising in that quarter. We had an effective tax rate of 8.4% and (0.3)% for the three months ended July 31, 2022 and 2021, respectively, and 4.4% and (0.2)% for the six months ended July 31, 2022 and 2021, respectively. We have incurred U.S. operating losses and have minimal profits or offsetting loss carryforwards in certain foreign jurisdictions. We compute our tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date income from recurring operations and adjusting for discrete items arising in that quarter. In connection with the Attivo business combination, we recorded a net deferred tax liability primarily attributable to identifiable acquired intangibles. This net deferred tax liability is considered an additional source of income to support the realizability of the Company's deferred tax asset, and as a result we released a portion of the valuation allowance and recorded a one-time discrete tax benefit of $9.7 million for the three and six months ended July 31, 2022 |
Net Loss Per Share Attributable
Net Loss Per Share Attributable To Common Stockholders | 6 Months Ended |
Jul. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents to the extent they are dilutive. For purposes of this calculation, stock options, restricted common stock, RSUs, PSUs, ESPP, and early exercised stock options are considered to be common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive for all periods presented. The rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting, conversion, and transfer rights. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis to each class of common stock and the resulting basic and diluted net loss per share attributable to common stockholders are, therefore, the same for both Class A and Class B common stock on both an individual and combined basis. Basic and diluted net loss per share attributable to common stockholders was as follows (in thousands, except share and per share data): Three Months Ended July 31, Six Months Ended July 31, 2022 2021 2022 2021 Numerator: Net loss attributable to Class A and Class B common stockholders $ (96,306) $ (68,163) $ (186,140) $ (130,797) Denominator: Weighted-average shares used in computing net loss per share attributable to Class A and Class B common stockholders, basic and diluted 277,417,227 120,520,061 273,424,105 82,394,440 Net loss per share attributable to Class A and Class B common stockholders, basic and diluted $ (0.35) $ (0.57) $ (0.68) $ (1.59) The following potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders because their inclusion would have been anti-dilutive: As of July 31, 2022 2021 Stock options 38,316,073 48,385,470 Shares subject to repurchase 298,374 63,492 RSUs and PSUs 1,343,582 346,483 ESPP 109,217 85,827 Restricted common stock 405,620 1,315,099 Contingently issuable shares 1,317,079 1,317,079 Total 41,789,945 51,513,450 |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jul. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Legal Contingencies From time to time, we may be a party to various legal proceedings and subject to claims in the ordinary course of business. BlackBerry Litigation Starting in October 2019, BlackBerry Corp. and its subsidiary Cylance, Inc. (BlackBerry) filed a total of nine proceedings (seven lawsuits and two arbitrations) against us and certain former BlackBerry employees who joined our company. In these proceedings, BlackBerry alleges that it has viable legal claims as a result of its former employees joining us. Many of these proceedings have now been dismissed. The status of each of the currently pending proceedings is discussed below. We have defended against these claims and expect to continue to defend against these claims. BlackBerry Corp., et al. v. Coulter, et al. On October 17, 2019, BlackBerry commenced an action captioned BlackBerry Corp., et al. v. Coulter, et al., No. 953-10-19 (Vt. Super. Ct.) (Vermont Action) against Chris Coulter, an employee on our Vigilance services team. On October 23, 2019, BlackBerry filed an amended complaint that added us as a defendant. The amended complaint asserts claims against us for conspiracy, tortious interference with contract, aiding and abetting breach of fiduciary duties, and misappropriation of trade secrets. The court entered a preliminary injunction order enjoining Mr. Coulter from working for us through February 2021. As a result of the court’s order, Mr. Coulter chose to seek other employment and is no longer employed by us. On January 15, 2021, the court entered an order narrowing the scope of the case and limiting the claims against us in order to avoid conflict with a similar action that was previously filed in California and was dismissed. The Vermont Action is currently pending. On October 25, 2019, BlackBerry commenced an action captioned BlackBerry Corp., et al v. Coulter, et al., No. 2019-0854-JTL (Del. Ch.) against Mr. Coulter and us in Delaware Chancery Court. The court stayed this case pending resolution of the Vermont Action, and on February 7, 2020, BlackBerry voluntarily dismissed without prejudice all claims against Mr. Coulter and us. On December 3, 2019, BlackBerry initiated a largely duplicative action in arbitration solely against Mr. Coulter administered by JAMS, an alternative dispute resolution provider. That arbitration action, however, was dismissed on or about March 30, 2021, with JAMS informing us that they had closed their files on this matter on April 30, 2021. BlackBerry Corp., et al. v. Page, et al. On November 18, 2019, BlackBerry commenced an action captioned BlackBerry Corp., et al. v. Page, et al., No. 2019-CP-07-2552 (S.C. Cir. Ct.) against Barnaby Page, a go-to-market employee, and us, in a South Carolina state court. The complaint asserts claims against us for aiding and abetting breach of fiduciary duties, tortious interference with contract, and misappropriation of trade secrets. Following initial discovery, on August 27, 2020, we and Mr. Page filed a joint motion for judgment on the pleadings. Following initial discovery, the parties agreed to stipulate to a dismissal of this lawsuit without prejudice, and a dismissal order was entered by the court on January 31, 2022. Blackberry Corp. et al. v. Sentinel Labs, Inc., et al. On January 16, 2020, BlackBerry commenced the action captioned, BlackBerry Corp., et al. v. Sentinel Labs, Inc., et al., No. 20CV361950 (Cal. Super. Ct. Santa Clara Cnty.) (Current California Action), against us and unnamed “Doe” defendants, asserting claims against us for trade secret misappropriation and unfair business practices. We filed counterclaims that, in part, seek to invalidate any agreements allegedly supporting BlackBerry’s claims against its former employees. On December 14, 2020, we filed a motion requesting that BlackBerry sufficiently identify any trade secrets it alleges we misappropriated in accordance with California law. On February 12, 2021, the court granted that motion in part, including striking BlackBerry’s expert testimony, and limiting the scope of discovery to customer lists and sales-related information. On March 15, 2021, BlackBerry re-filed a statement identifying its trade secrets to pursue broader claims and discovery. In response, on April 5, 2021, we again filed a motion requesting that BlackBerry sufficiently identify any trade secrets under California law. On June 2, 2021, the court granted the motion in our favor, absent a few discrete areas permitted by the court. On July 2, 2021, Blackberry filed its third amended trade secret identification. In response, on July 16, 2021, we submitted a motion challenging these claims. In its third trade secret statement, in response to our motion again challenging the sufficiency of its trade secret disclosures, Blackberry voluntarily dropped various claims. The parties are currently in the early stages of discovery over the revised trade secret disclosures approved by the court on August 31, 2021. We continue to litigate this action, including actively pursuing our counterclaims against them. BlackBerry Corp., et al. v. Quinn, et al. On February 17, 2020, BlackBerry commenced the action captioned BlackBerry Corp., et al. v. Quinn, et al., No. D-1-GN-20-00096 (Tex. Civ. Ct. – Travis Cnty.) against Sean Quinn, a go-to-market employee, and us, in Texas state court. On August 8, 2020, we and Mr. Quinn moved to stay or dismiss the case in light of the overlapping issues between this case and the Current California Action. On September 21, 2020, the court stayed this case pending resolution of the Current California Action. This lawsuit remains stayed and is pending in abeyance before the Texas court. BlackBerry Corp., et al. v. Kaylan Brown Coulter. On or about April 7, 2022, BlackBerry commenced an action captioned BlackBerry Corp., et al. v. Kaylan Brown Coulter, No. 22-cv-01249 (Vt. Super. Ct.) (Brown-Coulter Action) against Kaylan Brown Coulter, the wife of Chris Coulter (referenced above), alleging breach of non-disclosure and non-solicitation agreements, breach of covenant of good faith and fair dealing, breach of fiduciary duties, and civil conspiracy. While this is part of the same series of lawsuits by BlackBerry, we were not named in this action. On May 6, 2022, Ms. Brown-Coulter removed the case to the United States District Court for the District of Vermont, No. 5:22-cv-98 (D. Vt.). Shortly thereafter, on May 13, 2022, Ms. Brown-Coulter filed a motion to dismiss all claims under Federal Rule of Civil Procedure 12(b)(6). This motion is currently pending before the court. We have not recorded any accruals for loss contingencies associated with these legal proceedings, determined that an unfavorable outcome is probable, or determined that the amount or range of any possible loss is reasonably estimable. We believe that there are no other pending or threatened legal proceedings that are likely to have a material adverse effect on our condensed consolidated financial statements. Warranties and Indemnification Our services are generally warranted to deliver and operate in a manner consistent with general industry standards that are reasonably applicable and materially conform with our documentation under normal use and circumstances. Our contracts generally include certain provisions for indemnifying customers against liabilities if our products or services infringe a third party’s intellectual property rights. We also offer a limited warranty to certain customers, subject to certain conditions, to cover certain costs incurred by the customer in case of a cybersecurity breach. We have entered into an insurance policy to cover our potential liability arising from this limited warranty arrangement. We have not incurred any material costs related to such obligations and have not accrued any liabilities related to such obligations in the condensed consolidated financial statements as of July 31, 2022 and January 31, 2022. |
Employee Benefit Plan
Employee Benefit Plan | 6 Months Ended |
Jul. 31, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | EMPLOYEE BENEFIT PLAN Our U.S. employees participate in a 401(k) defined contribution plan sponsored by us. Contributions to the plan are discretionary. There were $0.9 million and $1.4 million, respectively, matching contributions for the three and six months ended July 31, 2022, and no matching contributions by us for the three and six months ended July 31, 2021. Israeli Severance Pay Israeli labor law generally requires payment of severance pay upon dismissal of an employee or upon termination of employment in certain other circumstances. Pursuant to Section 14 of the Severance Compensation Act, 1963 (Section 14), all of our employees in Israel are entitled to monthly deposits made in their name with insurance companies, at a rate of 8.33% of their monthly salary. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP), and applicable rules and regulations of the Securities and Exchange Commission, (SEC), regarding interim financial reporting. 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. Therefore, these condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2022 filed with the SEC on April 7, 2022. In management’s opinion, the accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which reflect all normal recurring adjustments necessary to present fairly the results for the interim periods, but are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the accounts of SentinelOne and our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. These estimates are based on management’s knowledge about current events and expectations about actions we may undertake in the future. Actual results could differ from these estimates, and such differences could be material to our condensed consolidated financial statements. There have been no material changes in our use of estimates during the six months ended July 31, 2022, as compared to the use of estimates disclosed in our Annual Report on Form 10-K for the fiscal year ended January 31, 2022 filed with the SEC on April 7, 2022. Significant Accounting Policies |
Segment and Geographic Information | Segment and Geographic InformationWe have a single operating and reportable segment. Our chief operating decision maker (CODM) is our Chief Executive Officer. The CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and assessing financial performance. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncement s In October 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customer |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and restricted cash to the total of these amounts shown in the condensed consolidated statements of cash flows (in thousands): As of July 31, As of January 31 2022 2022 Cash and cash equivalents $ 269,493 $ 1,669,304 Restricted cash, current 648 — Restricted cash, non-current 64,207 2,747 $ 334,348 $ 1,672,051 |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and restricted cash to the total of these amounts shown in the condensed consolidated statements of cash flows (in thousands): As of July 31, As of January 31 2022 2022 Cash and cash equivalents $ 269,493 $ 1,669,304 Restricted cash, current 648 — Restricted cash, non-current 64,207 2,747 $ 334,348 $ 1,672,051 |
Revenue and Contract Balances (
Revenue and Contract Balances (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Scheduel of Revenue from External Customers by Geographic Areas | The following table summarizes revenue by geography based on the shipping address of end customers for the periods presented (in thousands, except percentages): Three Months Ended July 31, 2022 Three Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue United States $ 68,392 67 % $ 31,207 68 % International 34,113 33 14,543 32 Total $ 102,505 100 % $ 45,750 100 % Six Months Ended July 31, 2022 Six Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue United States $ 120,948 67 % $ 57,383 69 % International 59,812 33 25,762 31 Total $ 180,760 100 % $ 83,145 100 % |
Schedule of Disaggregation of Revenue | The following table summarizes revenue by sales channel for the periods presented (in thousands, except percentages): Three Months Ended July 31, 2022 Three Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue Channel partners $ 92,785 91 % $ 42,126 92 % Direct customers 9,720 9 3,624 8 Total $ 102,505 100 % $ 45,750 100 % Six Months Ended July 31, 2022 Six Months Ended July 31, 2021 Amount % of Revenue Amount % of Revenue Channel partners $ 164,237 91 % $ 76,238 92 % Direct customers 16,523 9 6,907 8 Total $ 180,760 100 % $ 83,145 100 % |
Cash and Cash Equivalents, In_2
Cash and Cash Equivalents, Investments and Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets Measured on Recurring Basis | The following table summarizes information about our cash and cash equivalents, and short-term investments by investment category (in thousands): As of July 31, 2022 Fair Value Level Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Assets Cash and cash equivalents: Cash $ 34,662 $ — $ — $ 34,662 Money market funds Level 1 224,854 — — 224,854 Corporate notes and bonds Level 2 5,001 — (2) 4,999 U.S. agency securities Level 2 4,982 — (4) 4,978 Total cash and cash equivalents $ 269,499 $ — $ (6) $ 269,493 Short-term investments: — Commercial paper Level 2 452,520 — (1,278) 451,242 Corporate notes and bonds Level 2 34,276 — (168) 34,108 U.S. agency securities Level 2 91,380 4 (309) 91,075 U.S. Treasury securities Level 1 374,167 37 (746) 373,458 Total short-term investments $ 952,343 $ 41 $ (2,501) $ 949,883 Liabilities Other liabilities Indemnity Escrow Level 2 $ 61,264 $ — $ (3,022) 1 $ 58,242 Total other liabilities $ 61,264 $ — $ (3,022) $ 58,242 _______________________ (1) Represents imputed interest The following table summarizes the respective fair value and the classification by level within the fair value hierarchy (in thousands): As of January 31, 2022 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 1,641,642 $ — $ — $ 1,641,642 Short-term investments: Certificates of deposit — 374 — 374 Total assets measured and recorded at fair value $ 1,641,642 $ 374 $ — $ 1,642,016 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table presents the preliminary allocation of purchase consideration recorded on our condensed consolidated balance sheet as of the acquisition date (in thousands): Amount Consideration Cash $ 348,917 Common Stock (6,032,231 shares) (1) 185,885 Fair value of total consideration transferred $ 534,802 Cash and cash equivalents $ 8,836 Accounts receivable 4,867 Prepaid expense and other current assets 3,880 Operating lease right-of-use assets 260 Intangible assets 151,900 Accrued liabilities (4,270) Accrued payroll and benefits (1,113) Operating lease liabilities (259) Deferred revenue (51,746) Other liabilities (2,357) Deferred tax liability (7,310) Total identifiable net assets 102,688 Goodwill 432,114 Total purchase consideration $ 534,802 (1) Consideration calculated using the fair value of the Company’s common stock |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table sets forth the preliminary amounts allocated to the intangible assets identified and their estimated useful lives as of the date of acquisition: Fair Value Useful Life (in thousands) (in years) Customer relationships $ 77,600 10 Developed technology 63,200 5 Backlog 11,100 2 Total intangible assets acquired $ 151,900 |
Business Acquisition, Pro Forma Information | The following unaudited supplemental pro forma financial information is provided for informational purposes only and summarizes our combined results of operations as if the Acquisition occurred on February 1, 2021 (in thousands): Three Months Ended July 31, Six Months Ended July 31, 2022 2021 2022 2021 Revenue $ 102,706 $ 52,741 $ 188,264 $ 96,279 Net loss $ (100,853) $ (82,240) $ (208,032) $ (154,714) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets, net consisted of the following (in thousands): As of July 31, As of January 31, 2022 2022 Developed technology $ 78,700 $ 15,500 Customer relationship 79,100 1,500 Backlog 11,100 — Non-compete agreements 650 650 Trademarks 150 150 Patents 1,288 1,094 Total finite-lived intangible assets 170,988 18,894 Accumulated amortization - developed technology (6,447) (2,165) Accumulated amortization - customer relationship (3,060) (734) Accumulated amortization - backlog (1,397) — Accumulated amortization - non-compete agreements (319) (212) Accumulated amortization - trademarks (111) (73) Accumulated amortization - patents (232) (158) Less: total accumulated amortization (11,566) (3,342) Total finite-lived intangible assets, net $ 159,422 $ 15,552 Indefinite-lived intangible assets - domain names 255 255 Total intangible assets, net $ 159,677 $ 15,807 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of July 31, 2022, estimated future amortization expense is as follows (in thousands): Fiscal Year Ending January 31, Remainder of 2023 $ 14,788 2024 28,532 2025 24,187 2026 22,753 2027 22,753 Thereafter 46,409 Total $ 159,422 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Components of Stock-based Compensation Expense | The components of stock-based compensation expense recognized in the condensed consolidated statements of operations consisted of the following (in thousands): Three Months Ended July 31, Six Months Ended July 31, 2022 2021 2022 2021 Cost of revenue $ 2,399 $ 840 $ 4,247 $ 1,223 Research and development 13,495 8,823 23,958 15,962 Sales and marketing 9,715 3,905 16,811 5,952 General and administrative 15,392 7,825 27,615 11,693 Total $ 41,001 $ 21,393 $ 72,631 $ 34,830 |
Schedule of Nonvested Restricted Stock Shares Activity | A summary of our RSU activity is as follows: Number of Shares Weighted-Average Grant Date Fair Value Outstanding as of January 31, 2022 1,770,304 $ 52.51 Granted 7,464,181 $ 33.76 Released (317,854) $ 40.74 Forfeited (214,093) $ 42.51 Outstanding as of July 31, 2022 8,702,538 $ 37.12 |
Schedule of Share-based Payment Arrangement, Option, Activity | A summary of our stock option activity is as follows: Number of Options Weighted-Average Exercise Price Outstanding as of January 31, 2022 42,422,473 $ 4.30 Granted — $ — Exercised (3,369,153) $ 2.49 Forfeited (717,964) $ 5.40 Assumed options from Attivo acquisition 378,828 $ 1.31 Outstanding as of July 31, 2022 38,714,184 $ 4.41 Expected to vest as of July 31, 2022 38,714,184 $ 4.41 Vested and exercisable as of July 31, 2022 20,030,216 $ 3.04 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable To Common Stockholders (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic and diluted net loss per share attributable to common stockholders was as follows (in thousands, except share and per share data): Three Months Ended July 31, Six Months Ended July 31, 2022 2021 2022 2021 Numerator: Net loss attributable to Class A and Class B common stockholders $ (96,306) $ (68,163) $ (186,140) $ (130,797) Denominator: Weighted-average shares used in computing net loss per share attributable to Class A and Class B common stockholders, basic and diluted 277,417,227 120,520,061 273,424,105 82,394,440 Net loss per share attributable to Class A and Class B common stockholders, basic and diluted $ (0.35) $ (0.57) $ (0.68) $ (1.59) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders because their inclusion would have been anti-dilutive: As of July 31, 2022 2021 Stock options 38,316,073 48,385,470 Shares subject to repurchase 298,374 63,492 RSUs and PSUs 1,343,582 346,483 ESPP 109,217 85,827 Restricted common stock 405,620 1,315,099 Contingently issuable shares 1,317,079 1,317,079 Total 41,789,945 51,513,450 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 269,493 | $ 1,669,304 | ||
Restricted cash, current | 648 | 0 | ||
Restricted cash, non-current | 64,207 | 2,747 | ||
Cash, cash equivalents, restricted cash and restricted cash equivalents | $ 334,348 | $ 1,672,051 | $ 1,688,803 | $ 399,112 |
Revenue and Contract Balances -
Revenue and Contract Balances - Disaggregation of Revenue by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 102,505 | $ 45,750 | $ 180,760 | $ 83,145 |
Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 100% | 100% | 100% | 100% |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 68,392 | $ 31,207 | $ 120,948 | $ 57,383 |
United States | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 67% | 68% | 67% | 69% |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 34,113 | $ 14,543 | $ 59,812 | $ 25,762 |
International | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 33% | 32% | 33% | 31% |
Revenue and Contract Balances_2
Revenue and Contract Balances - Disaggregation of Revenue by Type of Customer (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 102,505 | $ 45,750 | $ 180,760 | $ 83,145 |
% of Revenue | 100% | 100% | 100% | 100% |
Channel partners | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 92,785 | $ 42,126 | $ 164,237 | $ 76,238 |
% of Revenue | 91% | 92% | 91% | 92% |
Direct customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 9,720 | $ 3,624 | $ 16,523 | $ 6,907 |
% of Revenue | 9% | 8% | 9% | 8% |
Revenue and Contract Balances_3
Revenue and Contract Balances - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2022 | |
Disaggregation of Revenue [Line Items] | |||||
Unbilled receivables, current | $ 7,100,000 | $ 7,100,000 | $ 1,500,000 | ||
Contract with customer, liability | 345,100,000 | 345,100,000 | $ 262,000,000 | ||
Contract with customer, liability, revenue recognized | 55,400,000 | $ 24,500,000 | 115,400,000 | $ 53,600,000 | |
Revenue, remaining performance obligation, amount | 444,700,000 | 444,700,000 | |||
Capitalized contract cost, impairment loss | $ 0 | $ 0 | $ 0 | $ 0 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-08-01 | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue, remaining performance obligation, percentage | 84% | 84% | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 24 months | 24 months | |||
Minimum | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer, contract term | 1 year | ||||
Maximum | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue from contract with customer, contract term | 3 years |
Cash and Cash Equivalents, In_3
Cash and Cash Equivalents, Investments and Fair Value Measurements - Schedule of Investments (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Cash and cash equivalents: | ||
Amortized Cost | $ 269,493 | $ 1,669,304 |
Short-term investments: | ||
Amortized Cost | 952,343 | |
Gross Unrealized Gains | 41 | |
Gross Unrealized Losses | (2,501) | |
Estimated Fair Value | 949,883 | |
Other liabilities | ||
Amortized Cost | 61,264 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (3,022) | |
Estimated Fair Value | 58,242 | |
Cash | ||
Cash and cash equivalents: | ||
Amortized Cost | 34,662 | |
Estimated Fair Value | 34,662 | |
Money market funds | ||
Cash and cash equivalents: | ||
Estimated Fair Value | 1,641,642 | |
Cash and Cash Equivalents | ||
Cash and cash equivalents: | ||
Amortized Cost | 269,499 | |
Gross Unrealized Losses | (6) | |
Estimated Fair Value | 269,493 | |
Level 1 | U.S. Treasury securities | ||
Short-term investments: | ||
Amortized Cost | 374,167 | |
Gross Unrealized Gains | 37 | |
Gross Unrealized Losses | (746) | |
Estimated Fair Value | 373,458 | |
Level 1 | Money market funds | ||
Cash and cash equivalents: | ||
Amortized Cost | 224,854 | |
Estimated Fair Value | 224,854 | 1,641,642 |
Level 2 | Indemnity Escrow | ||
Other liabilities | ||
Amortized Cost | 61,264 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (3,022) | |
Estimated Fair Value | 58,242 | |
Level 2 | Commercial paper | ||
Short-term investments: | ||
Amortized Cost | 452,520 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (1,278) | |
Estimated Fair Value | 451,242 | |
Level 2 | Corporate notes and bonds | ||
Short-term investments: | ||
Amortized Cost | 34,276 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (168) | |
Estimated Fair Value | 34,108 | |
Level 2 | U.S. agency securities | ||
Short-term investments: | ||
Amortized Cost | 91,380 | |
Gross Unrealized Gains | 4 | |
Gross Unrealized Losses | (309) | |
Estimated Fair Value | 91,075 | |
Level 2 | Money market funds | ||
Cash and cash equivalents: | ||
Estimated Fair Value | $ 0 | |
Level 2 | Corporate notes and bonds | ||
Cash and cash equivalents: | ||
Amortized Cost | 5,001 | |
Gross Unrealized Losses | (2) | |
Estimated Fair Value | 4,999 | |
Level 2 | U.S. agency securities | ||
Cash and cash equivalents: | ||
Amortized Cost | 4,982 | |
Gross Unrealized Losses | (4) | |
Estimated Fair Value | $ 4,978 |
Cash and Cash Equivalents, In_4
Cash and Cash Equivalents, Investments and Fair Value Measurements - Narratives (Details) | 6 Months Ended |
Jul. 31, 2022 USD ($) | |
Fair Value Disclosures [Abstract] | |
Debt securities, available-for-sale, unrealized gain (loss) | $ 0 |
Cash and Cash Equivalents, In_5
Cash and Cash Equivalents, Investments and Fair Value Measurements - Fair Value of Hierarchy (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Short-term investments: | ||
Certificates of deposit | $ 949,883 | $ 374 |
Total assets measured and recorded at fair value | 1,642,016 | |
Certificates of deposit | ||
Short-term investments: | ||
Certificates of deposit | 374 | |
Money market funds | ||
Cash equivalents: | ||
Estimated Fair Value | 1,641,642 | |
Level 1 | ||
Short-term investments: | ||
Total assets measured and recorded at fair value | 1,641,642 | |
Level 1 | Certificates of deposit | ||
Short-term investments: | ||
Certificates of deposit | 0 | |
Level 1 | Money market funds | ||
Cash equivalents: | ||
Estimated Fair Value | $ 224,854 | 1,641,642 |
Level 2 | ||
Short-term investments: | ||
Total assets measured and recorded at fair value | 374 | |
Level 2 | Certificates of deposit | ||
Short-term investments: | ||
Certificates of deposit | 374 | |
Level 2 | Money market funds | ||
Cash equivalents: | ||
Estimated Fair Value | 0 | |
Level 3 | ||
Short-term investments: | ||
Total assets measured and recorded at fair value | 0 | |
Level 3 | Certificates of deposit | ||
Short-term investments: | ||
Certificates of deposit | 0 | |
Level 3 | Money market funds | ||
Cash equivalents: | ||
Estimated Fair Value | $ 0 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
May 03, 2022 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2022 | |
Business Acquisition [Line Items] | ||||||
Stock-based compensation expense | $ 41,001 | $ 21,393 | $ 34,830 | $ 72,631 | ||
Restricted cash, non-current | 64,207 | 64,207 | $ 2,747 | |||
General and administrative | ||||||
Business Acquisition [Line Items] | ||||||
Stock-based compensation expense | 15,392 | $ 7,825 | 11,693 | $ 27,615 | ||
Attivo | ||||||
Business Acquisition [Line Items] | ||||||
Percentage of voting interests acquired | 100% | |||||
Stock-based compensation expense | $ 32,900 | |||||
Assumed options from Attivo acquisition (in shares) | 378,828 | |||||
Assumed options from Attivo acquisition, fair value | $ 11,500 | |||||
Business combination, compensation related costs | 11,400 | |||||
Restricted cash, non-current | $ 61,000 | |||||
Release term for Holdback Shares and cash | 15 months | |||||
Business combination, acquisition related costs | 3,300 | 5,500 | ||||
Revenue of acquiree since acquisition date | 9,300 | |||||
Loss of acquiree since acquisition date | (9,300) | |||||
Attivo | General and administrative | ||||||
Business Acquisition [Line Items] | ||||||
Business combination, acquisition related costs | $ 1,000 | $ 3,200 | ||||
Attivo | Restricted common stock | ||||||
Business Acquisition [Line Items] | ||||||
Restricted common stock acquired (in shares) | 307,396 | |||||
Restricted common stock acquired, fair value | $ 10,000 |
Acquisitions - Assets Acquired
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | May 03, 2022 | Jul. 31, 2022 | Jan. 31, 2022 |
Business Acquisition [Line Items] | |||
Goodwill | $ 540,308 | $ 108,193 | |
Attivo | |||
Business Acquisition [Line Items] | |||
Cash payments for business acquisition | $ 348,917 | ||
Assumed options from Attivo acquisition (in shares) | 6,032,231 | ||
Consideration transferred, equity interests | $ 185,885 | ||
Aggregate consideration transferred | 534,802 | ||
Cash and cash equivalents | 8,836 | ||
Accounts receivable | 4,867 | ||
Prepaid expense and other current assets | 3,880 | ||
Operating lease right-of-use assets | 260 | ||
Intangible assets | 151,900 | ||
Accrued liabilities | (4,270) | ||
Accrued payroll and benefits | (1,113) | ||
Operating lease liabilities | (259) | ||
Deferred revenue | (51,746) | ||
Other liabilities | (2,357) | ||
Deferred tax liability | (7,310) | ||
Total identifiable net assets | 102,688 | ||
Goodwill | 432,114 | ||
Total purchase consideration | $ 534,802 |
Acquisitions - Intangible Asset
Acquisitions - Intangible Assets (Details) - Attivo $ in Thousands | May 03, 2022 USD ($) |
Business Acquisition [Line Items] | |
Fair Value | $ 151,900 |
Customer relationships | |
Business Acquisition [Line Items] | |
Fair Value | $ 77,600 |
Useful Life | 10 years |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value | $ 63,200 |
Useful Life | 5 years |
Backlog | |
Business Acquisition [Line Items] | |
Fair Value | $ 11,100 |
Useful Life | 2 years |
Acquisitions - Pro Forma (Detai
Acquisitions - Pro Forma (Details) - Attivo - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 102,706 | $ 52,741 | $ 188,264 | $ 96,279 |
Net loss | $ (100,853) | $ (82,240) | $ (208,032) | $ (154,714) |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | $ 170,988 | $ 18,894 |
Less: total accumulated amortization | (11,566) | (3,342) |
Total finite-lived intangible assets, net | 159,422 | 15,552 |
Indefinite-lived intangible assets - domain names | 255 | 255 |
Intangible assets, net | 159,677 | 15,807 |
Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | 78,700 | 15,500 |
Less: total accumulated amortization | (6,447) | (2,165) |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | 79,100 | 1,500 |
Less: total accumulated amortization | (3,060) | (734) |
Backlog | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | 11,100 | 0 |
Less: total accumulated amortization | (1,397) | 0 |
Non-compete agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | 650 | 650 |
Less: total accumulated amortization | (319) | (212) |
Trademarks | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | 150 | 150 |
Less: total accumulated amortization | (111) | (73) |
Patents | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Total finite-lived intangible assets | 1,288 | 1,094 |
Less: total accumulated amortization | $ (232) | $ (158) |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 7.3 | $ 0.9 | $ 8 | $ 1.6 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2023 | $ 14,788 | |
2024 | 28,532 | |
2025 | 24,187 | |
2026 | 22,753 | |
2027 | 22,753 | |
Thereafter | 46,409 | |
Total finite-lived intangible assets, net | $ 159,422 | $ 15,552 |
Stock-Based Compensation - Comp
Stock-Based Compensation - Components of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 41,001 | $ 21,393 | $ 34,830 | $ 72,631 |
Cost of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 2,399 | 840 | 1,223 | 4,247 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 13,495 | 8,823 | 15,962 | 23,958 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 9,715 | 3,905 | 5,952 | 16,811 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 15,392 | $ 7,825 | $ 11,693 | $ 27,615 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units (Details) - Restricted Stock Units (RSUs) | 6 Months Ended |
Jul. 31, 2022 $ / shares shares | |
Number of Shares | |
Outstanding, beginning of period (in shares) | shares | 1,770,304 |
Granted (in shares) | shares | 7,464,181 |
Released (in shares) | shares | (317,854) |
Forfeited (in shares) | shares | (214,093) |
Outstanding, end of period (in shares) | shares | 8,702,538 |
Weighted-Average Grant Date Fair Value | |
Outstanding, beginning of period (in USD per share) | $ / shares | $ 52.51 |
Granted (in USD per share) | $ / shares | 33.76 |
Released (in USD per share) | $ / shares | 40.74 |
Forfeited (in USD per share) | $ / shares | 42.51 |
Outstanding, end of period (in USD per share) | $ / shares | $ 37.12 |
Stock-Based Compensation - Re_2
Stock-Based Compensation - Restricted Stock Units and Stock Options Narrative (Details) $ in Thousands | 6 Months Ended |
Jul. 31, 2022 USD ($) | |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Cost not yet recognized amount | $ 289,300 |
Cost not yet recognized, period for recognition | 3 years 4 months 24 days |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Cost not yet recognized amount | $ 134,100 |
Cost not yet recognized, period for recognition | 2 years 4 months 24 days |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options (Details) - Stock options - $ / shares | 6 Months Ended |
Jul. 31, 2022 | |
Number of Options | |
Outstanding, beginning of period (in shares) | 42,422,473 |
Granted (in shares) | 0 |
Exercised (in shares) | (3,369,153) |
Forfeited (in shares) | (717,964) |
Assumed options from Attivo acquisition (in shares) | 378,828 |
Outstanding, end of period (in shares) | 38,714,184 |
Expected to vest (in shares) | 38,714,184 |
Vested and exercisable, Number (in shares) | 20,030,216 |
Weighted-Average Exercise Price | |
Outstanding, beginning of period (in USD per share) | $ 4.30 |
Granted (in USD per share) | 0 |
Exercised (in USD per share) | 2.49 |
Forfeited (in USD per share) | 5.40 |
Assumed options from Attivo acquisition (in USD per share) | 1.31 |
Outstanding, end of period (in USD per share) | 4.41 |
Expected to vest (in USD per shares) | 4.41 |
Vested and exercisable, Weighted average (in USD per share) | $ 3.04 |
Stock-Based Compensation - Mile
Stock-Based Compensation - Milestone Options Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment arrangement, expense | $ 41,001 | $ 21,393 | $ 34,830 | $ 72,631 | |
Milestone Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 1,404,605 | ||||
Vesting percentage | 100% | ||||
Share-based payment arrangement, expense | 900 | $ 1,200 | 1,800 | $ 1,200 | |
Cost not yet recognized, amount | $ 14,500 | $ 14,500 | |||
Cost not yet recognized, period for recognition | 4 years 1 month 6 days |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Share Units Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
May 03, 2022 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 41,001 | $ 21,393 | $ 34,830 | $ 72,631 | |
Attivo | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 32,900 | ||||
Performance share units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | 200 | 200 | |||
Cost not yet recognized amount | $ 1,400 | $ 1,400 | |||
Cost not yet recognized, period for recognition | 1 year 4 months 24 days | ||||
Performance share units | Attivo | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 71,003 | ||||
Vesting percentage | 100% |
Stock-Based Compensation - Re_3
Stock-Based Compensation - Restricted Common Stock Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Feb. 06, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment arrangement, expense | $ 41,001 | $ 21,393 | $ 34,830 | $ 72,631 | |
Restricted common stock | Scalyr | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted (in shares) | 1,315,099 | ||||
Shares granted, fair value (in USD per share) | $ 14.59 | ||||
Award vesting period | 2 years | ||||
Share-based payment arrangement, expense | 2,100 | $ 3,100 | 4,200 | $ 5,500 | |
Cost not yet recognized amount | $ 4,400 | $ 4,400 | |||
Cost not yet recognized, period for recognition | 6 months |
Stock-Based Compensation - Empl
Stock-Based Compensation - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 27 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2024 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment arrangement, expense | $ 41,001 | $ 21,393 | $ 34,830 | $ 72,631 | |
ESPP | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment arrangement, expense | 3,800 | $ 1,000 | $ 6,500 | $ 1,000 | |
Share-based payment arrangement, plan modification, incremental cost | $ 200 | ||||
ESPP | Forecast | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment arrangement, plan modification, incremental cost | $ 1,300 |
Stock-Based Compensation - Atti
Stock-Based Compensation - Attivo Acquisition Narrative (Details) - Restricted Stock Units (RSUs) | 6 Months Ended |
Jul. 31, 2022 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted (in shares) | 7,464,181 |
Attivo | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted (in shares) | 539,795 |
Award vesting period | 3 years |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate reconciliation, percent | 8.40% | (0.30%) | 4.40% | (0.20%) |
Discrete tax benefit | $ 9.7 | $ 9.7 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable To Common Stockholders - Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Numerator: | ||||
Net loss | $ (96,306) | $ (68,163) | $ (186,140) | $ (130,797) |
Denominator: | ||||
Weighted-average shares used in computing net loss per share attributable to Class A and Class B common stockholders, basic (in shares) | 277,417,227 | 120,520,061 | 273,424,105 | 82,394,440 |
Weighted-average shares used in computing net loss per share attributable to Class A and Class B common stockholders, diluted (in shares) | 277,417,227 | 120,520,061 | 273,424,105 | 82,394,440 |
Net loss per share attributable to Class A and Class B common stockholders, basic (in USD per share) | $ (0.35) | $ (0.57) | $ (0.68) | $ (1.59) |
Net loss per share attributable to Class A and Class B common stockholders, diluted (in USD per share) | $ (0.35) | $ (0.57) | $ (0.68) | $ (1.59) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable To Common Stockholders - Anti-dilutive Securities Excluded from the Diluted Calculation (Details) - shares | 6 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 41,789,945 | 51,513,450 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 38,316,073 | 48,385,470 |
Shares subject to repurchase | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 298,374 | 63,492 |
RSUs and PSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,343,582 | 346,483 |
ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 109,217 | 85,827 |
Restricted common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 405,620 | 1,315,099 |
Contingently issuable shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,317,079 | 1,317,079 |
Commitment and Contingencies (D
Commitment and Contingencies (Details) - BlackBerry Litigation | 1 Months Ended |
Oct. 31, 2019 arbitration claim lawsuit | |
Loss Contingencies [Line Items] | |
Loss contingency, new claims filed, number | claim | 9 |
Loss contingency, number of lawsuits | lawsuit | 7 |
Loss contingency, number of arbitrations | arbitration | 2 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||||
Defined contribution plan, cost | $ 900,000 | $ 0 | $ 1,400,000 | $ 0 |
Israel | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance costs | $ 1,000,000 | $ 1,000,000 | $ 2,000,000 | $ 1,800,000 |