What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2024-06-14 compared with 2023-06-16 · 256 added, 223 removed, 870 unchanged (36% of the section changed)

5 unchanged sentences

Consolidated Statements of Operations

Consolidated Statements of Comprehensive Loss

Consolidated Statements of Comprehensive Income ( Loss )

Consolidated Statements of Shareholders’ Equity

5 unchanged sentences

We have audited the accompanying consolidated balance sheets of Elastic N.V.

and its subsidiaries (the “Company”) as of April 30, 2023 and 2022, and the related consolidated statements of operations, of comprehensive loss, of shareholders' equity and of cash flows for each of the three years in the period ended April 30, 2023, including the related notes (collectively referred to as the “consolidated financial statements”).

and its subsidiaries (the “Company”) as of April 30, 2024 and 2023, and the related consolidated statements of operations, of comprehensive income (loss), of shareholders' equity and of cash flows for each of the three years in the period ended April 30, 2024, including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of April 30, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

77 unchanged sentences

Shareholders’ equity:

Convertible preference shares, € 0.01 par value;

Preference shares, € 0.01 par value;

165,000,000 shares authorized, 0 shares issued and outstanding as of April 30, 2024 and April 30, 2023

3 unchanged sentences

Treasury stock ( 369 ) ( 369 )

( 369 ) ( 369 )

Additional paid-in capital 1,750,729 1,471,584

27 unchanged sentences

Loss before income taxes ( 122,756 ) ( 216,877 ) ( 197,789 )

Provision for income taxes 19,284 6,059 7,720

Net loss $ ( 236,161 ) $ ( 203,848 ) $ ( 129,434 )

Net loss per share attributable to ordinary shareholders, basic and diluted $ ( 2.47 ) $ ( 2.20 ) $ ( 1.48 )

Weighted-average shares used to compute net loss per share attributable to ordinary shareholders, basic and diluted

(Benefit from) provision for income taxes ( 184,476 ) 19,284 6,059

Net income (loss) $ 61,720 $ ( 236,161 ) $ ( 203,848 )

Net earnings (loss) per share attributable to ordinary shareholders

$ 0.62 $ ( 2.47 ) $ ( 2.20 )

$ 0.59 $ ( 2.47 ) $ ( 2.20 )

Weighted-average shares used to compute net earnings (loss) per share attributable to ordinary shareholders

Basic 99,646,231 95,729,844 92,547,145

Diluted 103,980,132 95,729,844 92,547,145

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

Consolidated Statements of Comprehensive Loss

Consolidated Statements of Comprehensive Income (Loss)

(in thousands)

1 unchanged sentence

2024 2023 2022

Net loss $ ( 236,161 ) $ ( 203,848 ) $ ( 129,434 )

Net income (loss) $ 61,720 $ ( 236,161 ) $ ( 203,848 )

Other comprehensive loss:

Unrealized loss on available-for-sale securities ( 71 ) — —

Unrealized loss on available-for-sale securities, net of taxes ( 1,728 ) ( 71 ) —

Foreign currency translation adjustments 105 ( 1,814 ) ( 10,025 )

Other comprehensive loss ( 1,623 ) ( 1,885 ) ( 10,025 )

Total comprehensive loss $ ( 238,046 ) $ ( 213,873 ) $ ( 136,162 )

Total comprehensive income (loss) $ 60,097 $ ( 238,046 ) $ ( 213,873 )

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

10 unchanged sentences

Balances as of April 30, 2021 90,533,985 $ 948 $ ( 369 ) $ 1,071,675 $ ( 8,105 ) $ ( 613,318 ) $ 450,831

Cumulative-effect adjustment from adoption of ASU 2016-13 — — — — — 367 367

Fair value of replacement equity awards attributable to pre-acquisition service — — — 1,266 — — 1,266

Issuance of ordinary shares upon exercise of stock options 2,563,287 29 — 36,381 — — 36,410

Issuance of ordinary shares upon release of restricted stock units 1,077,642 13 — ( 13 ) — — —

Reclassification of liability-classified awards — — — 2,703 — — 2,703

Stock-based compensation — — — 140,799 — — 140,799

2 unchanged sentences

Balances as of April 30, 2022 94,174,914 990 ( 369 ) 1,250,108 ( 18,130 ) ( 817,166 ) 415,433

Fair value of replacement equity awards attributable to pre-acquisition service — — — 1,266 — — 1,266

Issuance of ordinary shares upon exercise of stock options 1,127,036 12 — 17,459 — — 17,471

6 unchanged sentences

Issuance of ordinary shares upon release of restricted stock units 2,701,448 28 — ( 28 ) — — —

Issuance of ordinary shares under employee stock purchase plan 345,165 4 — 19,131 — — 19,135

Stock-based compensation — — — 239,137 — — 239,137

Net loss — — — — — ( 236,161 ) ( 236,161 )

Net income — — — — — 61,720 61,720

Other comprehensive loss — — — — ( 1,623 ) — ( 1,623 )

6 unchanged sentences

Cash flows from operating activities

Net loss $ ( 236,161 ) $ ( 203,848 ) $ ( 129,434 )

Adjustments to reconcile net loss to cash provided by operating activities:

Net income (loss) $ 61,720 $ ( 236,161 ) $ ( 203,848 )

Adjustments to reconcile net income (loss) to cash provided by operating activities:

Depreciation and amortization 17,999 20,233 19,728

4 unchanged sentences

Asset impairment charges — 6,242 —

Stock-based compensation expense, net of amounts capitalized 204,039 140,612 93,680

Stock-based compensation expense 239,137 204,039 140,612

Deferred income taxes ( 217,195 ) ( 2,007 ) ( 2,430 )

Foreign currency transaction (gain) loss ( 1,386 ) 1,984 ( 9,507 )

Foreign currency transaction loss (gain)

1,930 ( 1,386 ) 1,984

Other ( 34 ) 44 98

Changes in operating assets and liabilities:

Changes in operating assets and liabilities, net of impact of business acquisitions:

Accounts receivable, net ( 63,519 ) ( 46,353 ) ( 62,187 )

12 unchanged sentences

Purchases of marketable securities ( 536,833 ) ( 270,268 ) —

Maturities and redemptions of marketable securities 271,423 — —

Capitalization of internal-use software — — ( 4,932 )

Other — — 2,711

Net cash used in investing activities ( 287,960 ) ( 272,952 ) ( 127,271 )

1 unchanged sentence

Proceeds from the issuance of debt — — 575,000

Proceeds from issuance of ordinary shares under employee stock purchase plan

Proceeds from issuance of ordinary shares upon exercise of stock options

3 unchanged sentences

Effect of exchange rate changes on cash, cash equivalents, and restricted cash ( 4,407 ) 2,822 ( 20,599 )

Net increase (decrease) in cash, cash equivalents, and restricted cash ( 216,997 ) 459,929 104,319

Net (decrease) increase in cash, cash equivalents, and restricted cash ( 103,551 ) ( 216,997 ) 459,929

Cash, cash equivalents, and restricted cash, beginning of period 646,640 863,637 403,708

2 unchanged sentences

Cash paid for interest $ 25,063 $ 24,136 $ 12,995

Cash paid (refunds) for income taxes, net $ 11,581 $ 3,979 $ ( 423 )

Cash paid for income taxes, net $ 24,219 $ 11,581 $ 3,979

Cash paid for operating lease liabilities $ 14,000 $ 13,136 $ 10,101

Supplemental disclosures of non-cash investing and financing information

Property and equipment included in accounts payable $ 121 $ 150 $ 10

Changes in property and equipment included in accounts payable $ 398 $ 121 $ 150

Operating lease right-of-use assets for new lease obligations $ 11,539 $ 10,902 $ 8,992

4 unchanged sentences

Summary of Significant Accounting Policies

Revenue and Remaining Performance Obligations

Fair Value Measurements

3 unchanged sentences

Equity Incentive Plans

Net Loss Per Share Attributable to Ordinary Shareholders

Net Earnings (Loss) Per Share Attributable to Ordinary Shareholders

Employee Benefit Plans

2 unchanged sentences

Organization and Description of Business

(“Elastic” or the “Company”) was incorporated under the laws of the Netherlands in 2012.

(individually and together with its consolidated subsidiaries, “Elastic” or the “Company”) was incorporated under the laws of the Netherlands in 2012.

The Company created the Elastic Stack, a powerful set of software products that ingest and store data from any source and in any format, and perform search, analysis, and visualization on that data.

2 unchanged sentences

Search, Observability, and Security.

The Elastic Stack and the Company’s solutions are designed to run in public or private clouds, in hybrid environments, or in multi-cloud environments.

The Elastic Stack and the Company’s solutions are designed to run across hybrid clouds, public or private clouds, and multi-cloud environments.

Summary of Significant Accounting Policies

8 unchanged sentences

GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period.

Such estimates include, but are not limited to, allocation of revenue between recognized and deferred amounts, deferred contract acquisition costs, allowance for credit losses, valuation of stock-based compensation, fair value of ordinary shares in periods prior to the Company’s initial public offering, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, whether an arrangement is or contains a lease, discount rate used for operating leases, and valuation allowance for deferred income taxes.

Such estimates and assumptions include, but are not limited to, standalone selling price (“SSP”) for each distinct performance obligation included in customer contracts with multiple performance obligations, the period of benefit for deferred contract acquisition costs, allowance for credit losses, valuation of stock-based compensation, fair value of ordinary shares in periods prior to the Company’s initial public offering, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, whether an arrangement is or contains a lease, discount rate used for operating leases, and valuation allowance for deferred income taxes.

The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events.

14 unchanged sentences

Gains or losses from foreign currency re-measurement and settlements are included in other income (expense), net in the consolidated statement of operations.

For the years ended April 30, 2023, 2022 and 2021, the Company recognized a re-measurement loss of $ 0.4 million, a loss of $ 3.6 million, and a gain of $ 7.7 million, respectively.

For the years ended April 30, 2024, 2023, and 2022, the Company recognized re-measurement losses of $ 3.4 million, $ 0.4 million, and $ 3.6 million, respectively.

For subsidiaries where the functional currency is other than the U.S.

1 unchanged sentence

The Company records translation gains and losses in accumulated other comprehensive loss as a component of shareholders’ equity in the consolidated balance sheet.

Comprehensive Loss

The Company’s comprehensive loss includes net loss, unrealized gains and losses on available-for-sale debt securities, and foreign currency translation adjustments.

Other Comprehensive Loss

The Company’s other comprehensive loss includes net income (loss), unrealized loss on available-for-sale securities, net of taxes, and foreign currency translation adjustments.

Cash, Cash Equivalents and Restricted Cash

11 unchanged sentences

The Company determines the appropriate classification of its investments at the time of purchase and reevaluates such designation at each balance sheet date.

The Company has classified and accounted for its marketable securities as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, including prior to maturity.

The Company has classified and accounted for its marketable securities as available-for-sale debt securities as the Company may sell these securities at any time for use in its current operations or for other purposes, including prior to maturity.

As a result, the Company has classified its marketable securities within current assets on the consolidated balance sheets.

Available-for-sale securities are recorded at fair value each reporting period.

Premiums and discounts are amortized or accreted over the life of the related available-for-sale security as an adjustment to yield using the effective interest method.

Available-for-sale debt securities are recorded at fair value each reporting period.

Premiums and discounts are amortized or accreted over the life of the related available-for-sale debt security as an adjustment to yield using the effective interest method.

Interest income is recognized when earned.

1 unchanged sentence

Realized gains and losses are determined based on the specific identification method and are reported in other income (expense), net in the consolidated statements of operations.

The Company periodically evaluates its marketable securities to assess whether an investment’s fair value is less than its amortized cost basis and if the decline in the fair value is attributable to a credit loss.

Declines in fair value judged to be related to credit loss are reported in other income (expense), net in the consolidated statements of operations.

For available-for-debt securities in an unrealized loss position, the Company first assesses whether it intends to sell the security or it is more likely than not that the Company will be required to sell the security before the recovery of its entire amortized cost basis.

If either of these criteria is met, the security’s amortized cost basis is written down to fair value through other income (expense), net in the consolidated statements of operations.

If neither of these criteria are met, the Company evaluates whether the decline in fair value below amortized cost is due to credit or non-credit related factors.

In making this assessment, the Company considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and any adverse conditions specifically related to the security, among other factors.

Credit related unrealized losses are recognized as an allowance for expected credit losses of available-for-sale securities on the consolidated balance sheets with a corresponding charge in other income (expense), net in the consolidated statements of operations.

Non-credit related unrealized losses are included in accumulated other comprehensive income (loss).

Fair Value of Financial Instruments

5 unchanged sentences

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company’s financial instruments consist of cash equivalents, marketable securities, accounts receivable, accounts payable, and accrued liabilities.

The Company’s financial instruments consist of cash equivalents, marketable securities, mutual fund investments held in a rabbi trust, accounts receivable, accounts payable, and accrued liabilities.

Cash equivalents are stated at amortized cost, which approximates fair value at the balance sheet dates, due to the short period of time to maturity.

Marketable securities are recorded at fair value.

Marketable securities and mutual fund investments are recorded at fair value.

Accounts receivable, accounts payable and accrued liabilities are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date.

8 unchanged sentences

Management performs ongoing credit evaluations of customers and maintains allowances for potential credit losses on customers’ accounts when deemed necessary.

One customer, a channel partner, accounted for 12 % of net accounts receivable as of April 30, 2023.

No customer represented 10% or more of net accounts receivable as of April 30, 2022.

No customer accounted for more than 10% of the Company’s total revenue for the years ended April 30, 2023, 2022 and 2021.

Accounts Receivable, Unbilled Accounts Receivable and Allowance for Credit Losses

7 unchanged sentences

The allowance for credit losses reflects the Company’s best estimate of probable losses inherent in the Company’s receivables portfolio.

As of April 30, 2023 and 2022, the allowance for credit losses was $ 3.4 million and $ 2.7 million, respectively.

Activity related to the Company’s allowance for credit losses for the years ended April 30, 2023, 2022 and 2021 was as follows (in thousands):

Year Ended April 30,

2023 2022 2021

Beginning balance $ 2,700 $ 2,344 $ 1,247

Cumulative-effect adjustment from adoption of ASU 2016-13 — — ( 367 )

Bad debt expense 2,722 2,980 5,095

Accounts written off ( 2,013 ) ( 2,624 ) ( 3,631 )

Ending balance $ 3,409 $ 2,700 $ 2,344

Unbilled accounts receivable represents amounts for which the Company has recognized revenue, pursuant to the Company’s revenue recognition policy, for fulfilled obligations, but not yet billed.

The unbilled accounts receivable balance was $ 2.2 million and $ 9.2 million as of April 30, 2023 and 2022, respectively.

Capitalized Software Development and Implementation Costs

8 unchanged sentences

These costs are amortized on a straight-line basis over the expected life of the service contract, including consideration of the reasonably certain renewal periods, and are presented in the same income statement line items as the service for the related hosting arrangement.

The Company did not capitalize any costs during the year ended April 30, 2023 and capitalized $ 5.1 million of such costs in the year ended April 30, 2022, and these costs are recorded in other assets, non-current on the consolidated balance sheets.

Amortization expense for the fiscal years ended April 30, 2023 and 2022 was $ 1.2 million and $ 0.2 million, respectively.

No amortization expense related to capitalized implementation costs was recorded during the fiscal year ended April 30, 2021 as the underlying implementation activities were not complete.

The Company did not capitalize any costs during the years ended April 30, 2024 and 2023.

All previously capitalized costs are recorded in other assets, non-current on the consolidated balance sheet.

Property and Equipment

17 unchanged sentences

When the Company acquires a business, the Company allocates the purchase price, which is the sum of the consideration provided and may consist of cash, equity or a combination of the two, in a business combination to the identifiable assets and liabilities of the acquired business at their estimated respective fair values.

The Company recognizes and measures contract assets and contract liabilities acquired in a business combination on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers.

The excess of the purchase price over the amount allocated to the identifiable assets and liabilities, if any, is recorded as goodwill.

2 unchanged sentences

During the measurement period, the Company may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill.

Upon the conclusion of the measurement period, any subsequent adjustments are recorded to other income, net in the consolidated statement of operations.

Upon the conclusion of the measurement period, any subsequent adjustments are recorded to other income (expense), net in the consolidated statement of operations.

When the Company issues stock-based or cash awards to an acquired company’s shareholders, the Company evaluates whether the awards are consideration or compensation for post-acquisition services.

31 unchanged sentences

The Company also generates revenue from services, which consist of consulting and training.

Under ASC 606, Revenue from Contracts with Customers, the Company recognizes revenue when its customer obtains control of promised goods or services in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services.

Under ASC 606, the Company recognizes revenue when its customer obtains control of promised goods or services in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services.

The Company’s contracts include varying terms and conditions, and identifying and evaluating the impact of these terms and conditions on revenue recognition requires significant judgment.

18 unchanged sentences

If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation.

For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative standalone selling price (‘SSP”).

For contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation based on a relative SSP.

The SSP is determined based on the prices at which the Company separately sells these products assuming the majority of these prices fall within a pricing range.

38 unchanged sentences

Stock-Based Compensation

Compensation expense related to stock awards issued to employees, including stock options and restricted stock units (“RSU”), is measured at the fair value on the date of the grant and recognized over the requisite service period.

Compensation expense related to stock awards issued to employees and directors, including stock options and restricted stock units (“RSUs”) and performance share units (“PSUs”) is measured at the fair value on the date of the grant and recognized over the requisite service period.

The fair value of stock options and purchase rights issued to employees under the 2022 Employee Stock Purchase Plan (“2022 ESPP”) is estimated on the date of the grant using the Black-Scholes option-pricing model.

The fair value of RSUs is estimated on the date of the grant based on the fair value of the Company’s underlying ordinary shares.

Compensation expense for stock options and RSUs is recognized on a straight-line basis over the requisite service period.

The fair value of RSUs and PSUs is estimated on the date of the grant based on the fair value of the Company’s underlying ordinary shares.

Compensation expense for stock options and RSUs is recognized on a straight-line basis over the requisite service period and over the six-month offering period in the case of the 2022 ESPP.

Compensation expense relating to PSUs is recognized using the accelerated attribution method over the requisite service period when it is probable that the performance condition will be satisfied.

The Company recognizes forfeitures as they occur.

2 unchanged sentences

To the extent that the debt is outstanding, these amounts are reflected in the consolidated balance sheets as direct deductions from the carrying amount of the outstanding borrowings.

Net Loss per Share Attributable to Ordinary Shareholders

The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of ordinary shares outstanding during the period, less shares subject to repurchase.

Diluted net loss per share is computed by giving effect to all potentially dilutive ordinary share equivalents outstanding for the period, including stock options, restricted stock units, and ESPP shares.

Net Earnings (Loss) Per Share Attributable to Ordinary Shareholders

The Company calculates basic net earnings (loss) per share by dividing the net income (loss) by the weighted-average number of ordinary shares outstanding during the period, less shares subject to repurchase.

Diluted net earnings (loss) per share is computed by giving effect to all potentially dilutive ordinary share equivalents outstanding for the period, including stock options, RSUs, and ESPP shares.

Treasury Shares

8 unchanged sentences

These foreign jurisdictions may have different statutory rates than the Netherlands.

The Company records a provision for (benefit from) income taxes for the anticipated tax consequences of the reported results of operations using the asset and liability method.

The Company records a (benefit from) provision for income taxes for the anticipated tax consequences of the reported results of operations using the asset and liability method.

Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and the tax basis of assets and liabilities, as well as for operating losses and tax credit carryforwards.

9 unchanged sentences

The Company makes adjustments to its reserves when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate.

To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for (benefit from) income taxes in the period in which such determination is made.

To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the (benefit from) provision for income taxes in the period in which such determination is made.

Recently Adopted Accounting Pronouncements

Equity Awards:

In May 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No.

2021-04, Earnings Per Share (Topic 260), Debt—Modifications and Extinguishments (Subtopic 470-50), Compensation—Stock Compensation (Topic 718), and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40):

Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU No.

2021-04”) , which clarifies the accounting for modifications or exchanges of a freestanding equity-classified written call option that is not within the scope of another topic.

This guidance addresses how an entity should treat, measure the effect of, and recognize the effect of a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange.

The Company adopted ASU No.

2021-04 on May 1, 2022.

The Company’s adoption of this ASU did not have a material impact on its consolidated financial statements.

New Accounting Pronouncements Not Yet Adopted

Acquisitions:

In October 2021, the FASB issued ASU No.

In October 2021, the Financial Accounting Standards Board (“FASB”) issued ASU No.

2021-08, Business Combinations (Topic 805):

2 unchanged sentences

GAAP, the resulting acquired contract assets and liabilities should generally be consistent with the acquiree’s financial statements.

The new guidance becomes effective for the Company for the fiscal year ending April 30, 2024.

The Company adopted ASU No.

2021-08 on May 1, 2023.

The Company’s adoption of this ASU did not have a material impact on its consolidated financial statements.

New Accounting Pronouncements Not Yet Adopted

Income Taxes:

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures, requiring enhancements and further transparency to certain income tax disclosures.

The new guidance requires consistent categories and greater disaggregation of information in the tax rate reconciliation and information about income taxes paid disaggregated by jurisdiction.

The guidance becomes effective for the Company for the fiscal year ending April 30, 2026.

Early adoption is permitted.

The Company does not expect the adoption of the new accounting standard to have a material impact on its consolidated financial statements.

Revenue and Remaining Performance Obligations

Upon adoption, the guidance may be applied prospectively or retrospectively.

The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements.

Segment Reporting:

In November 2023, the FASB issued ASU No.

2023-07, S egment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , which provides updates to qualitative and quantitative reportable segment disclosure requirements, including enhanced disclosures about significant segment expenses and increased interim disclosure requirements, among others.

The guidance becomes effective for the Company for fiscal years beginning after April 30, 2024 and interim periods within fiscal years beginning after April 30, 2025.

Early adoption is permitted.

Upon adoption, the guidance should be applied retrospectively.

The Company is currently evaluating the impact of adopting this standard on its consolidated financial statements.

Disaggregation of Revenue

9 unchanged sentences

Total revenue $ 1,267,321 100 % $ 1,068,989 100 % $ 862,374 100 %

For the years ended April 30, 2023 and 2022, license revenue from the Company’s other subscription revenue was less than 10% of total revenue.

For the year ended April 30, 2021, license revenue from the Company’s other subscription revenue was 11 % of total revenue.

Concentration of Credit Risk

One customer, a channel partner, accounted for 13 % and 12 % of net accounts receivable as of April 30, 2024 and April 30, 2023, respectively.

The same customer accounted for 11 % of total revenue during the year ended April 30, 2024.

No customer accounted for 10% or more of the Company’s total revenue for the years ended April 30, 2023 and 2022.

Deferred Revenue

The Company recognized revenue of $ 522.8 million, $ 430.7 million, and $ 354.4 million during the years ended April 30, 2024, 2023, and 2022, respectively, that was included in the deferred revenue balance at the beginning of each of the respective periods .

Unbilled Accounts Receivable

Unbilled accounts receivable is recorded as part of accounts receivable, net in the Company’s consolidated balance sheets.

As of April 30, 2024 and April 30, 2023, unbilled accounts receivable was $ 2.5 million and $ 2.2 million, respectively .

Remaining Performance Obligations

1 unchanged sentence

As of April 30, 2024, the Company expects to recognize approximately 88 % of its remaining performance obligations as revenue over the next 24 months and the remainder thereafter.

Deferred Contract Acquisition Costs

Amortization expense with respect to deferred contract acquisition costs was $ 78.5 million, $ 68.9 million, and $ 60.7 million for the years ended April 30, 2024, 2023, and 2022, respectively.

The Company did not recognize any impairment of deferred contract acquisition costs for the years ended April 30, 2024, 2023, and 2022.

Fair Value Measurements

5 unchanged sentences

Money market funds $ 180,248 $ — $ — $ 180,248

agency securities — 27,406 — 27,406

Certificates of deposit

— 21,750 — 21,750

Commercial paper — 60,750 — 60,750

treasury securities 35,407 — — 35,407

Corporate debt securities

Total included in cash and cash equivalents 215,655 699 — 216,354

2 unchanged sentences

Commercial paper — 43,051 — 43,051

Municipal securities — 27,806 — 27,806

treasury securities 112,471 — — 112,471

International treasuries — 12,642 — 12,642

Corporate debt securities

2 unchanged sentences

Total marketable securities 112,471 431,531 — 544,002

Mutual fund investments (1)

Total financial assets $ 328,587 $ 432,230 $ — $ 760,817

(1) Mutual fund investments are held in an irrevocable rabbi trust for payment obligations to non-qualified deferred compensation plan participants.

The investments are recorded as part of other assets in the Company’s consolidated balance sheets.

The following table summarizes assets that are measured at fair value on a recurring basis as of April 30, 2023 (in thousands):

3 unchanged sentences

Money market funds $ 194,261 $ — $ — $ 194,261

For the years ended April 30, 2023, 2022, and 2021, interest income from the Company’s cash and cash equivalents and marketable securities was $ 17.7 million, $ 0.2 million, and $ 0.3 million, respectively, and is included in other income (expense), net in the consolidated statement of operations.

As of April 30, 2023, net unrealized losses on the marketable securities were immaterial.

The fluctuations in market interest rates impact the unrealized losses or gains on these securities.

As of April 30, 2023, the contractual maturities of the Company’s available-for-sale debt securities, excluding those securities classified within cash and cash equivalents on the consolidated balance sheet, did not exceed 36 months.

The fair values of available-for-sale securities, by remaining contractual maturity, are as follows (in thousands):

agency securities — 27,406 — 27,406

Certificates of deposit — 21,750 — 21,750

Commercial paper — 60,750 — 60,750

Total included in cash and cash equivalents 194,261 109,906 — 304,167

Marketable securities:

Certificates of deposit — 31,645 — 31,645

Commercial paper — 33,735 — 33,735

treasury securities 47,627 — — 47,627

Corporate debt securities — 118,228 — 118,228

agency bonds — 39,806 — 39,806

Total marketable securities 47,627 223,414 — 271,041

Total financial assets $ 241,888 $ 333,320 $ — $ 575,208

Interest income from the Company’s cash, cash equivalents and marketable securities was $ 28.1 million, $ 17.7 million, and $ 0.2 million for the years ended April 30, 2024, 2023, and 2022, respectively, and is included in other income (expense), net in the consolidated statements of operations.

As of April 30, 2024 and April 30, 2023, gross unrealized gains and losses on the marketable securities were insignificant.

The fluctuations in market interest rates impacted the unrealized losses or gains on these securities.

The fair value of available-for-sale securities, by remaining contractual maturity, are as follows (in thousands):

April 30, 2024 As of

April 30, 2023

7 unchanged sentences

accordingly, the Senior Notes are categorized as Level 2 for purposes of the fair value measurement hierarchy.

Fiscal 2022 Acquisitions

cmdWatch Security Inc.

On September 17, 2021, the Company acquired 100% of the share capital of cmdWatch Security Inc.

(“Cmd”) for a total purchase consideration of $ 77.8 million.

The purchase consideration includes an amount of $ 13.4 million held in an indemnity escrow fund, which was released on the 18-month anniversary of the acquisition close date.

Pursuant to the merger agreement, Cmd’s vested stock options were paid in cash and unvested stock options held by Cmd employees were assumed by the Company.

The fair value of the replacement equity awards associated with pre-acquisition service period of $ 4.3 million, consisting of $ 3.0 million paid in cash to vested option holders and $ 1.3 million of non-cash consideration, was included in the total purchase consideration.

Approximately $ 6.6 million of the fair value of replacement equity awards was allocated to post-acquisition services that is being recognized as stock-based compensation expense over the remaining service period and was excluded from the total purchase consideration.

Additionally, an amount of $ 6.5 million for post-combination services, which is payable upon completion of the underlying required service period, has been excluded from the purchase consideration.

This amount is being recorded as a post-combination expense over the requisite service period.

On November 30, 2023, the Company acquired 100 % of the share capital of Opster Ltd.

(“Opster”) for a total purchase consideration of $ 23.0 million.

The purchase consideration includes $ 3.0 million held back by the Company for indemnity obligations which will be released upon the 18-month anniversary of the acquisition.

The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations, and, accordingly, the total purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition date.

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The developed technology asset is being amortized on a straight-line basis over the useful life of 5 years, which approximates the pattern in which the developed technology is utilized.

Goodwill resulted primarily from the expectation of enhancing the Company's current security solutions and is not deductible for income tax purposes.

Cmd has been included in the Company’s consolidated results of operations since the acquisition date.

Pro forma and historical results of operations for this acquisition have not been presented because they were not material to the consolidated results of operations.

Other Acquisitions

On September 2, 2021 and November 1, 2021, the Company acquired 100% of the share capital of Build Security Ltd.

(“build.security”) and Optimyze.cloud Inc.

(“Optimyze”), respectively, for a combined total purchase consideration of $ 57.2 million.

The purchase consideration includes an amount of $ 5.4 million held in an indemnity escrow for the build.security acquisition, which was released on the 12-month anniversary of the closing of such acquisition, and $ 6.0 million held back by the Company for indemnity for the Optimyze acquisition, which will be released upon the 18-month anniversary of such acquisition.

These acquisitions were accounted for as business combinations.

The total purchase price allocated to developed technology and goodwill was $ 9.8 million and $ 46.7 million, respectively.

The developed technology intangible assets from these acquisitions are being amortized on a straight-line basis over a useful life of 5 years, which approximates the pattern in which the respective developed technologies are utilized.

Goodwill resulted primarily from the expectation of enhancing the Company's current security solutions and the value of the acquired workforce.

This goodwill is not deductible for income tax purposes.

Build.security and Optimyze have been included in the Company’s consolidated results of operations since their respective acquisition dates.

Pro forma and historical results of operations for these acquisitions have not been presented because they were not material to the consolidated results of operations.

Excluded from the combined purchase consideration from these two acquisitions is an amount of $ 6.3 million, payable in equal installments at the first and the second anniversary of each of the acquisitions, to certain employees of build.security and Optimyze.

These amounts are for post-combination services and will be recorded as a post-combination expense over the requisite service periods.

Goodwill resulted primarily from the expectation of enhancing the efficiency and management of the Elastic Stack and is not deductible for income tax purposes.

The financial results of Opster have been included in the Company’s consolidated results of operations since the acquisition date.

Pro forma and historical results of operations for this acquisition have not been presented as they were not material to the consolidated results of operations.

Balance Sheet Components

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The expected future amortization expense related to the intangible assets as of April 30, 2024 was as follows (in thousands, by fiscal year):

2024 $ 13,983

Total $ 20,620

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Balance as of April 30, 2022 $ 303,906

Addition from acquisitions 105,428

Foreign currency translation adjustment ( 264 )

Balance as of April 30, 2023 303,642

Addition from acquisition

Foreign currency translation adjustment ( 116 )

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Total accrued compensation and benefits $ 93,691 $ 76,483

Contract Balances

The following table provides information about unbilled accounts receivable, deferred contract acquisition costs, and deferred revenue from contracts with customers (in thousands):

April 30, 2023 As of

April 30, 2022

Unbilled accounts receivable, included in accounts receivable, net $ 2,159 $ 9,244

Deferred contract acquisition costs $ 151,692 $ 118,047

Deferred revenue $ 562,952 $ 465,294

Deferred Contract Acquisition Costs

The following table summarizes the activity of the deferred contract acquisition costs (in thousands):

Year Ended April 30,

2023 2022 2021

Beginning balance $ 118,047 $ 86,352 $ 43,549

Capitalization of contract acquisition costs 102,545 92,433 83,794

Amortization of deferred contract acquisition costs ( 68,900 ) ( 60,738 ) ( 40,991 )

Ending balance $ 151,692 $ 118,047 $ 86,352

Deferred contract acquisition costs, current $ 55,813 $ 43,628 $ 36,089

Deferred contract acquisition costs, non- current 95,879 74,419 50,263

Total deferred contract acquisition costs $ 151,692 $ 118,047 $ 86,352

The Company did no t recognize any impairment of deferred contract acquisition costs during the years ended April 30, 2023, 2022, and 2021.

Deferred Revenue

The following table summarizes the deferred revenue activity (in thousands):

Allowance for Credit Losses

The following is a summary of the changes in the Company’s allowance for credit losses (in thousands):

Year Ended April 30,

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Beginning balance $ 3,409 $ 2,700 $ 2,344

Increases due to invoices issued, excluding amounts recognized as revenue during the period 527,620 421,552 364,093

Amounts transferred to deferred revenue from accrued expenses and other liabilities upon entering into contracts with customers, net of revenue recognized during the period 707 — 5,424

Increase from acquisitions, net of revenue recognized — 439 —

Revenue recognized that was included in deferred revenue balance at beginning of period ( 430,669 ) ( 354,397 ) ( 231,519 )

Bad debt expense 3,864 2,722 2,980

Accounts written off ( 2,294 ) ( 2,013 ) ( 2,624 )

Ending balance $ 4,979 $ 3,409 $ 2,700

In July 2021, the Company issued $ 575.0 million aggregate principal amount of 4.125 % Senior Notes due July 15, 2029 in a private placement.

Interest on the Senior Notes is payable semi-annually in arrears on January 15 and July 15 of each year, commencing on January 15, 2022.

In July 2021, the Company issued $ 575.0 million aggregate principal amount of Senior Notes in a private placement.

Interest on the Senior Notes is payable semi-annually in arrears on January 15 and July 15 of each year.

The Company received net proceeds from the offering of the Senior Notes of $ 565.7 million after deducting underwriting commissions of $ 7.2 million and incurred additional issuance costs of $ 2.1 million.

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and Standard & Poor’s Ratings Services.

As of April 30, 2023, the Company was in compliance with all of its covenants under the Indenture.

The net carrying amount of the Senior Notes was as follows (in thousands):

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Year Ended April 30,

2024 2023 2022

Contractual interest expense $ 23,719 $ 23,719 $ 19,370

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Other Purchase Commitments

The Company has future purchase obligations related to subscription software and sales and marketing contracts.

The Company has future purchase obligations related to general corporate services, subscription software and sales and marketing contracts.

As of April 30, 2024, the Company had purchase commitments of $ 47.8 million related to these contracts, primarily due within the next twelve months.

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From time to time the Company may realize a gain contingency, although recognition will not occur until cash is received or the gain is deemed as realizable.

During the year ended April 30, 2023, the Company received a favorable settlement from a legal claim and recognized a gain of $ 10.4 million included in other income (expense), net in the accompanying consolidated statements of operations.

The Company’s leases are composed of corporate office spaces under non-cancelable operating lease agreements that expire at various dates through fiscal 2029.

In connection with a favorable settlement of a legal claim, the Company recognized a gain of $ 0.4 million and $ 10.4 million included in other income (expense), net in the accompanying consolidated statements of operations for the years ended April 30, 2024 and 2023, respectively.

The Company’s leases provide for rental of corporate office space under non-cancelable operating lease agreements that expire at various dates through fiscal 2030.

The Company does not have any finance leases.

Components of lease costs included in the consolidated statement of operations were as follows (in thousands):

Components of lease costs included in the consolidated statements of operations were as follows (in thousands):

Year Ended April 30,

2024 2023 2022

Operating lease cost $ 12,114 $ 12,411 $ 9,894

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Weighted average discount rate 5.0 %

Future minimum lease payments under non-cancelable operating leases on an undiscounted cash flow basis as of April 30, 2023 were as follows (in thousands):

Years Ending April 30,

Future minimum lease payments under non-cancelable operating leases on an undiscounted cash flow basis as of April 30, 2024 were as follows (in thousands, by fiscal year):

2025 $ 13,017

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Future minimum lease payments as of April 30, 2024 include future cash payments on leases with corresponding right-of-use assets which were written down for impairment due to facilities-related cost optimization actions during the year ended April 30, 2023.

During the year ended April 30, 2023, the Company recorded an impairment charge of $ 5.1 million related to the exit from leased office spaces.

During the year ended April 30, 2023, the Company recorded an impairment charge of $ 5.1 million related to the exit from leased office space.

See Note 16 for further details.

Subsequent to April 30, 2024, the Company executed an operating lease agreement for an office space with an expected commencement date in the third quarter of fiscal 2025.

The lease term is approximately 11 years with undiscounted future minimum lease payments of approximately $ 12.4 million.

Ordinary Shares

The Company’s articles of association designated and authorized the Company to issue 165 million ordinary shares at a par value per ordinary share of € 0.01 per share.

The Company’s authorized ordinary share capital pursuant to its articles of association amounts to 165 million ordinary shares at a par value per ordinary share of € 0.01 .

Each holder of ordinary shares has the right to one vote per ordinary share .

The holders of ordinary shares are also entitled to receive dividends whenever funds are legally available and when declared by the Company’s board of directors, subject to the prior rights of holders of all classes of shares outstanding having priority rights to dividends.

No dividends have been declared by the board of directors from inception through April 30, 2023.

The holders of ordinary shares are also entitled to receive dividends whenever funds are legally available and when proposed by the Company’s board of directors and adopted by the general meeting of shareholders, subject to the prior rights of holders of all classes of shares outstanding having priority rights to dividends.

No dividends have been declared from the Company’s inception through April 30, 2024.

The board of directors has been authorized by the general meeting of shareholders, on the Company’s behalf, to issue the Company’s ordinary shares and grant rights to acquire the Company’s ordinary shares in an amount up to 20% of the issued share capital of the Company as of August 21, 2023.

This authorization is valid for a period of 18 months from October 5, 2023.

Ordinary Shares Reserved for Issuance

The Company had reserved ordinary shares for issuance as follows:

The Company has reserved ordinary shares for issuance as follows:

As of April 30,

4 unchanged sentences

20,252,732 17,564,133

Available for employee stock purchases 6,000,000 —

Available for 2022 ESPP

5,654,835 6,000,000

Total ordinary shares reserved

35,624,826 35,096,770

Convertible Preference Shares

The Company’s board of directors has the authority, for a period of five years from October 10, 2018, without further action by the Company’s shareholders, to issue up to 165 million shares of undesignated convertible preference shares with rights and preferences, including voting rights, designated from time to time by the board of directors.

As of April 30, 2023, there were no convertible preference shares issued or outstanding.

(1) Includes 116,523 PSUs issued and outstanding as of April 30, 2024.

No PSUs were issued or outstanding as of April 30, 2023.

Preference Shares

The Company’s authorized preference share capital pursuant to its articles of association amounts to 165 million preference shares at a par value per preference share of € 0.01 .

Each holder of preference shares has rights and preferences, including the right to one vote per preference share.

As of April 30, 2024, there were no preference shares issued or outstanding.

Preference shares in the capital of the Company may currently only be issued pursuant to a resolution adopted by the general meeting of shareholders at the proposal of the board of directors.

Equity Incentive Plans

2022 Employee Stock Purchase Plan

In August 2022, the Company’s board of directors adopted and, in October 2022, the Company’s shareholders approved the 2022 Employee Stock Purchase Plan (“2022 ESPP”).

During the year ended April 30, 2023, the Company reserved 6.0 million of the Company’s ordinary shares for future purchase and issuance under the 2022 ESPP.

In August 2022, the Company’s board of directors adopted and, in October 2022, the Company’s shareholders approved the 2022 ESPP.

The Company reserved 6.0 million of the Company’s ordinary shares for future purchase and issuance under the 2022 ESPP in January 2023.

The 2022 ESPP allows eligible employees to acquire ordinary shares of the Company at a discount at periodic intervals through accumulated payroll deductions.

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Offering periods under the 2022 ESPP are approximately six months long and begin on each of March 16 or September 16 or the next trading day thereafter.

The first offering period under the 2022 ESPP began on March 16, 2023 and will end on September 15, 2023.

The fair value of 2022 ESPP offering which began during the year ended April 30, 2023 was estimated on the offering date using the Black-Scholes option pricing model with the following assumptions:

April 30, 2023

Under the 2022 ESPP, 345,165 ordinary shares were purchased during the year ended April 30, 2024.

No ordinary shares were purchased under the 2022 ESPP during the year ended April 30, 2023.

Stock-based compensation expense recognized related to the 2022 ESPP was $ 7.1 million and $ 0.9 million for the years ended April 30, 2024 and 2023, respectively.

The fair value of the 2022 ESPP offerings was estimated on the offering date using the Black-Scholes option pricing model with the following assumptions:

Year Ended April 30,

Expected term (in years) 0.5 0.5

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In September 2012, the Company’s board of directors adopted and the Company’s shareholders approved the 2012 Stock Option Plan, which was amended and restated in September 2018 and further amended in December 2021 (as amended and restated, the “2012 Plan”).

Under the 2012 Plan, the board of directors, the compensation committee, as administrator of the 2012 Plan, and any other duly authorized committee may grant stock options and other equity-based awards, such as Restricted Stock Awards (“RSA”) or Restricted Stock Units (“RSU”), to eligible employees, directors, and consultants to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to employees, directors and consultants, and to promote the success of the Company’s business.

Under the 2012 Plan, the board of directors, the compensation committee, as administrator of the 2012 Plan, and any other duly authorized committee may grant stock options and other equity-based awards, such as restricted stock awards (“RSAs”), RSUs, and PSUs, to eligible employees, directors, and consultants to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to employees, directors and consultants, and to promote the success of the Company’s business.

The Company’s board of directors, compensation committee, or other duly authorized committee determines the vesting schedule for all equity-based awards.

Stock options and RSUs granted to employees generally vest over four years , subject to the employees’ continued service to the Company.

During the year ended April 30, 2024, the Company granted PSUs that vest over three years with a one-year performance period.

The Company’s compensation committee may explicitly deviate from the general vesting schedules in its approval of an equity-based award, as it may deem appropriate.

Stock options expire ten years after the date of grant.

Stock options, RSAs and RSUs that are canceled under certain conditions become available for future grant or sale under the 2012 Plan unless the 2012 Plan is terminated.

Stock options, RSAs and RSUs (including PSUs) that are canceled under certain conditions become available for future grant or sale under the 2012 Plan unless the 2012 Plan is terminated.

The equity awards available for grant were as follows:

4 unchanged sentences

Options canceled

104,137 143,656

RSUs granted (1)

( 3,399,494 ) ( 6,105,614 )

RSUs canceled (2)

1,115,609 1,263,099

Shares withheld for taxes — 667

Available at end of period 20,252,732 17,564,133

(1) Includes 132,960 PSUs granted during the year ended April 30, 2024.

No PSUs were granted during the year ended April 30, 2023.

(2) Includes 16,437 PSUs canceled during the year ended April 30, 2024.

No PSUs were canceled during the year ended April 30, 2023.

Stock Incentive Plans Assumed in Acquisitions

8 unchanged sentences

Stock options granted 94,105 $ 82.24

Stock options assumed in acquisitions 63,846 $ 10.20

Stock options exercised ( 1,127,036 ) $ 15.55

2 unchanged sentences

Balance as of April 30, 2023 4,038,238 $ 32.74 5.35 $ 134,778

Stock options granted 94,105 $ 82.24

Stock options exercised ( 1,292,375 ) $ 16.19

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Aggregate intrinsic value represents the difference between the exercise price of the stock options to purchase the Company’s ordinary shares and the fair value of the Company’s ordinary shares.

The weighted-average grant-date fair value per share of stock options granted was $ 48.56 and $ 52.43 for the years ended April 30, 2023 and 2022, respectively.

The weighted-average grant-date fair value per share of stock options assumed related to the Cmd and build.security acquisitions was $ 122.13 for the year ended April 30, 2022.

The weighted-average grant-date fair value per share of stock options granted was $ 48.56 for the year ended April 30, 2023.

No stock options were granted during the year ended April 30, 2024.

As of April 30, 2024, the Company had unrecognized stock-based compensation expense of $ 13.0 million related to unvested stock options that the Company expects to recognize over a weighted-average period of 1.66 years.

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RSUs granted (1)

3,399,494 $ 102.23

RSUs released ( 2,701,448 ) $ 80.51

RSUs canceled (2)

( 1,115,609 ) $ 75.60

Outstanding and unvested at April 30, 2024 7,076,836 $ 85.38

As of April 30, 2023, the Company had unrecognized stock-based compensation expense of $ 514.9 million related to RSUs that the Company expects to recognize over a weighted-average period of 3.09 years.

(1) Includes 132,960 PSUs granted during the year ended April 30, 2024.

No PSUs were granted during the year ended April 30, 2023.

(2) Includes 16,437 PSUs canceled during the year ended April 30, 2024.

No PSUs were canceled during the year ended April 30, 2023.

During the year ended April 30, 2024, the Company granted 132,960 PSUs subject to performance and service conditions, with a grant-date fair value of $ 9.1 million, to certain executives.

The PSUs become eligible to vest based on the level of the Company’s achievement against a revenue-based performance goal for fiscal 2024.

The amount that may be earned ranges from 0 % to 200 % of the eligible PSUs.

Subject to the executives’ continued service to the Company through the applicable vesting date, one-third of the eligible PSUs will vest following the end of fiscal 2024 and, thereafter, one-eighth of the remaining eligible PSUs will vest on a quarterly basis over two years.

In the event that an executive’s continuous service to the Company ceases, any associated unvested PSUs will immediately terminate and be forfeited.

As of April 30, 2024, the Company had unrecognized stock-based compensation expense of $ 558.2 million related to RSUs (including PSUs) that the Company expects to recognize over a weighted-average period of 2.79 years.

Determination of Fair Value

2 unchanged sentences

Fair Value of Ordinary Shares:

Subsequent to the IPO on October 8, 2018, the fair value of the underlying ordinary shares is determined by the closing price, on the date of the grant, of the Company’s ordinary shares, which are traded publicly on the New York Stock Exchange.

Subsequent to the Company’s initial public offering (“IPO”) on October 8, 2018, the fair value of the underlying ordinary shares is determined by the closing price, on the date of the grant, of the Company’s ordinary shares, which are traded publicly on the New York Stock Exchange.

Prior to the IPO, the fair value of ordinary shares underlying the stock awards had historically been determined by the board of directors, with input from the Company’s management.

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2024 2023 2022

Expected term (in years) 6.02

Expected stock price volatility 60.7 % - 62.0 %

Expected term (in years) N/A

Expected stock price volatility N/A

60.7 % - 62.0 %

59.6 % - 60.2 %

Risk-free interest rate 3.1 % - 3.4 %

Risk-free interest rate N/A

3.1 % - 3.4 %

1.4 % - 1.8 %

Dividend yield — % — % — %

Dividend yield N/A

Stock-Based Compensation Expense

11 unchanged sentences

Total stock-based compensation expense $ 239,137 $ 204,039 $ 141,382

Net Loss Per Share Attributable to Ordinary Shareholders

The following table sets forth the computation of basic and diluted net loss per share attributable to ordinary shareholders (in thousands, except share and per share data):

Net Earnings (Loss) Per Share Attributable to Ordinary Shareholders

The following table sets forth the computation of basic and diluted net earnings (loss) per share attributable to ordinary shareholders (in thousands, except share and per share data):

Year Ended April 30,

2024 2023 2022

Net loss $ ( 236,161 ) $ ( 203,848 ) $ ( 129,434 )

Weighted-average shares used in computing net loss per share attributable to ordinary shareholders, basic and diluted

95,729,844 92,547,145 87,207,094

Net loss per share attributable to ordinary shareholders, basic and diluted $ ( 2.47 ) $ ( 2.20 ) $ ( 1.48 )

Since the Company is in a net loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods.

The following outstanding potentially dilutive ordinary shares were excluded from the computation of diluted net loss per share attributable to ordinary shareholders for the periods presented because the impact of including them would have been antidilutive:

Net income (loss) $ 61,720 $ ( 236,161 ) $ ( 203,848 )

Weighted-average shares used to compute net earnings (loss) per share attributable to ordinary shareholders

Basic 99,646,231 95,729,844 92,547,145

Diluted 103,980,132 95,729,844 92,547,145

Net earnings (loss) per share attributable to ordinary shareholders

Basic $ 0.62 $ ( 2.47 ) $ ( 2.20 )

Diluted $ 0.59 $ ( 2.47 ) $ ( 2.20 )

The following outstanding potentially dilutive ordinary shares were excluded from the computation of diluted net earnings (loss) per share attributable to ordinary shareholders for the periods presented because the impact of including them would have been antidilutive:

Year Ended April 30,

2 unchanged sentences

RSUs 1,496,213 7,494,399 4,717,548

Employee stock purchase plan 197,077 — —

4,010 197,077 —

Total 2,134,742 11,729,714 9,936,672

The Company is incorporated in the Netherlands but operates in various countries with differing tax laws and rates.

The geographical breakdown of income (loss) before provision for income taxes is summarized as follows (in thousands):

The geographical breakdown of loss before (benefit from) provision for income taxes is summarized as follows (in thousands):

Year Ended April 30,

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Loss before income taxes $ ( 122,756 ) $ ( 216,877 ) $ ( 197,789 )

The components of the provision for income taxes were as follows (in thousands):

The components of the (benefit from) provision for income taxes were as follows (in thousands):

Year Ended April 30,

5 unchanged sentences

Foreign ( 213,374 ) ( 597 ) ( 2,915 )

Total deferred tax expense (income) ( 668 ) ( 3,020 ) 2,699

Total provision for income taxes $ 19,284 $ 6,059 $ 7,720

The Company’s effective tax rate substantially differed from the Dutch statutory tax rate of 25.8% primarily due to the valuation allowance for the Netherlands, United States and United Kingdom deferred tax assets.

A reconciliation of income taxes at the statutory income tax rate to the provision for income taxes included in the consolidated statement of operations is as follows (in thousands, except for rates):

Total deferred tax income ( 213,331 ) ( 668 ) ( 3,020 )

Total (benefit from) provision for income taxes

$ ( 184,476 ) $ 19,284 $ 6,059

The Company’s effective tax rate substantially differed from the Dutch statutory tax rate of 25.8% primarily due to the release of the valuation allowance for most of the United States deferred tax assets and waiver of certain deductions subject to the Base Erosion Anti-Abuse Tax (“BEAT”).

A reconciliation of income taxes at the statutory income tax rate to the (benefit from) provision for income taxes included in the consolidated statements of operations is as follows (in thousands, except for rates):

Year Ended April 30,

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Change in valuation allowance ( 186,166 ) 151.6 % 69,271 ( 31.9 ) % 91,841 ( 46.4 ) %

Intellectual Property (“IP”) migration

7,353 ( 6.0 ) % — — % — — %

BEAT waiver election

40,141 ( 32.7 ) % — — % — — %

Foreign-Derived Intangible Income (“FDII”) exclusion

( 2,328 ) 1.9 % — — % — — %

Executive compensation

4,091 ( 3.3 ) % — — % — — %

Deferred tax asset revaluation — — % 6 — % ( 302 ) 0.2 %

1 unchanged sentence

Other 4,091 ( 3.4 ) % 6,396 ( 3.0 ) % 6,598 ( 3.5 ) %

Provision for income taxes $ 19,284 ( 8.9 ) % $ 6,059 ( 3.1 ) % $ 7,720 ( 6.3 ) %

(Benefit from) provision for income taxes

$ ( 184,476 ) 150.3 % $ 19,284 ( 8.9 ) % $ 6,059 ( 3.1 ) %

Deferred Income Taxes

9 unchanged sentences

Net operating loss carryforward 547,590 533,051

Intangible assets

Deferred revenue 8,057 7,690

12 unchanged sentences

Gross deferred tax liabilities ( 39,551 ) ( 32,590 )

Net deferred tax liabilities $ ( 1,698 ) $ ( 2,361 )

Net deferred tax assets (liabilities)

$ 213,280 $ ( 1,698 )

The valuation allowance for deferred tax assets as of April 30, 2024 and 2023 was $ 386.9 million and $ 575.6 million, respectively.

As the Company has generated losses since inception in the Netherlands, management maintains a full valuation allowance against the net deferred tax assets in this jurisdiction.

In addition, the United States and the United Kingdom jurisdictions are anticipated to have cumulative losses for the foreseeable future and, as such, a valuation allowance has been established for these regions.

The valuation allowance in the Netherlands and United Kingdom increased by $ 80.1 million and less than $ 0.1 million, respectively, for the year ended April 30, 2023 and $ 53.8 million and $ 5.1 million, respectively, for the year ended April 30, 2022.

The valuation allowance in the United States decreased by $ 3.6 million for the year ended April 30, 2023 and increased by $ 30.3 million for the year ended April 30, 2022.

The valuation allowance for the Netherlands deferred tax assets as of April 30, 2023 and 2022 was $ 283.3 million and $ 203.2 million, respectively, the valuation allowance for the United States deferred tax assets as of April 30, 2023 and 2022 was $ 272.7 million and $ 276.3 million, respectively, and the valuation allowance for the United Kingdom deferred tax assets as of both April 30, 2023 and April 30, 2022 was $ 19.5 million.

As the Company has generated losses since inception in the Netherlands and is anticipated to have cumulative losses for the foreseeable future, management maintains a full valuation allowance against the net deferred tax assets in this jurisdiction.

In addition, the United Kingdom jurisdiction is also anticipated to have cumulative losses for the foreseeable future and, as such, a valuation allowance has been established for this jurisdiction.

The valuation allowance in the Netherlands and United Kingdom increased by $ 61.2 million and decreased by $ 0.2 million, respectively, for the year ended April 30, 2024 and increased by $ 80.1 million and less than $ 0.1 million, respectively, for the year ended April 30, 2023.

The income tax benefit was primarily due to the release of the valuation allowance for U.S.

federal and certain state deferred tax assets of $ 250.7 million.

The Company regularly assesses the need for a valuation allowance against its deferred tax assets.

In making that assessment, positive and negative evidence related to the likelihood of realization of the deferred tax assets is considered to determine, based on the weight of available evidence, whether it is more likely than not that some or all of the deferred tax assets will not be realized.

As of January 31, 2024, based on all available positive and negative evidence, having demonstrated sustained profitability which is objective and verifiable, and taking into account anticipated future earnings, the Company has concluded that it is more likely than not that the majority of its U.S.

federal and certain states’ deferred tax assets will be realizable.

The Company continues to maintain a valuation allowance against its California and certain other states’ deferred tax assets due to the uncertainty regarding realizability of these deferred tax assets as they have not yet met the “more likely than not” realization criteria.

The valuation allowance in the United States decreased by $ 250.7 million for the year ended April 30, 2024 due to the valuation allowance release and decreased by $ 3.6 million for the year ended April 30, 2023.

The valuation allowance for the Netherlands deferred tax assets as of April 30, 2024 and 2023 was $ 344.5 million and $ 283.3 million, respectively, the valuation allowance for the United States deferred tax assets as of April 30, 2024 and 2023 was $ 23.0 million and $ 272.7 million, respectively, and the valuation allowance for the United Kingdom deferred tax assets as of April 30, 2024 and 2023 was $ 19.4 million and $ 19.5 million, respectively.

To the extent sufficient positive evidence becomes available, the Company may release all or a portion of the valuation allowance in one or more future periods.

A release of the valuation allowance, if any, would result in the recognition of certain deferred tax assets and a material income tax benefit for the period in which such release is recorded.

As of April 30, 2023, the Company had net operating loss (“NOL”) carryforwards for Netherlands, United States (federal and state, respectively) and United Kingdom income tax purposes of $ 1.0 billion, $ 973.4 million, $ 665.0 million and $ 74.5 million, respectively, which begin to expire in the years ending April 30, 2033 and April 30, 2024 in the United States (federal and state, respectively), with Netherlands and United Kingdom losses being carried forward indefinitely.

The Company also has research and development tax credit carryforwards for United States (federal and state, respectively) and Canada income tax purposes of $ 20.4 million, $ 5.8 million and $ 0.6 million, respectively, which begin to expire April 30, 2033, April 30, 2024, and April 30, 2040, respectively.

The deferred tax assets associated with the NOL carryforwards and other tax attributes in the Netherlands, the United States, and the United Kingdom are subject to a full valuation allowance.

As of April 30, 2024, the Company had net operating loss (“NOL”) carryforwards for Netherlands, United States (federal and state, respectively) and United Kingdom income tax purposes of $ 1.237 billion, $ 806.9 million, $ 641.7 million and $ 78.2 million, respectively, which begin to expire in the years ending April 30, 2037 and April 30, 2025 for the United States (federal and state, respectively), with Netherlands and United Kingdom losses being carried forward indefinitely.

The Company also has research and development tax credit carryforwards for United States (federal and state, respectively), Canada, Spain, and France for income tax purposes of $ 31.7 million, $ 9.3 million, $ 1.9 million, $ 0.8 million, and $ 0.2 million, respectively, which begin to expire on April 30, 2038, April 30, 2025, April 30, 2042, April 30, 2041, and April 30, 2025, respectively.

The deferred tax assets associated with the NOL carryforwards and other tax attributes in the Netherlands and the United Kingdom are subject to a full valuation allowance.

Uncertain Tax Positions

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Balance as of end of year $ 22,691 $ 18,157 $ 16,622

Approximately $0.5 million of the decrease for the year ended April 30, 2023 for tax positions taken in prior periods is due to the filing of tax returns during such fiscal year and lapse of statute of limitations.

The other approximately $0.5 million of the decrease is due to the audit settlement noted below.

Approximately $2.0 million of the increase in tax positions related to the current period is primarily from the research and development tax credits generated for the year ended April 30, 2023 and $0.6 million is associated with acquisition-related tax structuring.

Approximately $ 1.2 million of the increase for the year ended April 30, 2024 for tax positions taken in prior periods is due to the filing of tax returns during the fiscal year.

Approximately $ 3.3 million of the increase in tax positions related to the current period is primarily from the research and development tax credits generated for the year ended April 30, 2024.

The Company’s policy is to recognize penalties and interest accrued on any unrecognized tax benefits as a component of income tax expense.

For the years ended April 30, 2023, 2022 and 2021 the Company recognized interest and penalties of $ 0.2 million, $ 0.3 million and less than $ 0.1 million, respectively.

The Company recognized interest and penalties of $ 0.2 million for both of the years ended April 30, 2024 and 2023, and $ 0.3 million for the year ended April 30, 2022.

The amount of accrued interest and penalties recorded on the consolidated balance sheet as of April 30, 2024 and 2023 was $ 0.4 million and $ 0.2 million, respectively.

The Company is subject to periodic examination of income tax returns by various domestic and international tax authorities.

During the year ended April 30, 2023, the Company was not subject to any new audits.

The Company settled an examination with the Internal Revenue Service for foreign withholding taxes and related interest for the calendar year 2017.

During the year ended April 30, 2024, the Company was subject to new audits by various tax authorities.

The Company does not anticipate any significant increases or decreases in its uncertain tax positions within the next twelve months.

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Earnings from the Company’s U.S.

subsidiaries are treated as being currently repatriated back to the Netherlands, even though no Dutch income taxes nor U.S.

subsidiaries are treated as being currently repatriated back to the Netherlands, even though no Dutch income taxes or U.S.

withholding taxes regarding to such repatriations are recorded due to the Netherlands participation exemption provisions and exemption from withholding taxes under the income tax treaty between the Netherlands and the United States.

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employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis.

The Company makes contributions to the 401(k) Plan up to 6 % of the participating employee’s W-2 earnings and wages.

The Company recorded $ 17.9 million, $ 15.2 million, and $ 11.4 million of expense related to the 401(k) Plan during the years ended April 30, 2023, 2022, and 2021, respectively.

The Company also has defined-contribution plans in certain other countries for which the Company recorded $ 9.4 million, $ 7.2 million, and $ 5.1 million of expense during the years ended April 30, 2023, 2022, and 2021, respectively.

The Company makes contributions to the 401(k) Plan of up to 6 % of the participating employee’s W-2 earnings and wages.

The Company recorded $ 18.4 million, $ 17.9 million, and $ 15.2 million of expense for the years ended April 30, 2024, 2023, and 2022, respectively related to the 401(k) Plan.

The Company also has defined-contribution plans in certain other countries for which the Company recorded $ 12.7 million, $ 9.4 million, and $ 7.2 million of expense for the years ended April 30, 2024, 2023, and 2022, respectively.

Segment Information

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Total revenue $ 1,267,321 $ 1,068,989 $ 862,374

Other than the United States, no other individual country exceeded 10% or more of total revenue during the periods presented.

Other than the United States, no individual country exceeded 10% or more of total revenue during the periods presented.

The following table presents the Company’s long-lived assets, including property and equipment, net, and operating lease right-of-use assets, by geographic region (in thousands):

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United Kingdom 3,470 2,797

India 1,803 3,407

Rest of world 8,202 4,219

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Restructuring and Other Related Charges

On November 30, 2022, the Company announced and began implementing a plan to align its investments more closely with its strategic priorities by reducing the Company’s workforce by approximately 13 % and implementing certain facilities-related cost optimization actions.

For the year ended April 30, 2023, the Company recorded employee-related severance and other termination benefits of approximately $ 23.3 million and facilities-related charges of approximately $ 6.2 million.

Asset impairment charges include impairment of operating lease right-of-use assets, and the associated furniture, equipment, and leasehold improvements of $ 5.1 million and $ 1.1 million, respectively, for the exited leased office spaces.

The restructuring plan is expected to be substantially completed by the end of the first quarter of fiscal 2024.

The following table presents the total amount incurred and the liability, which is recorded in accrued compensation and employee benefits in the consolidated balance sheet, for restructuring-related employee termination benefits as of April 30, 2023 (in thousands):

During the three months ended April 30, 2024, the Company initiated a plan to realign business and strategic priorities which resulted in a reduction of the Company’s workforce.

In connection with this plan, the Company incurred charges of $ 4.2 million primarily consisting of employee-related severance and termination benefits during the year ended April 30, 2024.

The execution of this plan is expected to be substantially completed during the first quarter of fiscal 2025.

The following table presents activity related to the liability, which is recorded in accrued compensation and employee benefits in the consolidated balance sheet, for restructuring-related employee severance and benefits for the year ended April 30, 2024 (in thousands):

April 30, 2024

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Ending balance $ 3,626

In connection with this restructuring plan, the Company recorded employee-related severance and other termination benefits of $ 0.8 million and $ 23.3 million during the years ended April 30, 2024 and 2023, respectively.

The Company also recorded facilities-related charges of $ 6.2 million during the year ended April 30, 2023.

The facilities-related charges included impairment of operating lease right-of-use assets and the associated furniture, equipment, and leasehold improvements of $ 5.1 million and $ 1.1 million, respectively, for the exited leased office spaces.

The execution of this restructuring plan was completed during the first quarter of fiscal 2024.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data