What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-03-26 compared with 2024-03-29 · 327 added, 452 removed, 1062 unchanged (42% of the section changed)

1 unchanged sentence

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Reports of Independent Registered Public Accounting Firm (PCAOB ID:

Report of Independent Registered Public Accounting Firm (PCAOB ID:

Consolidated Balance Sheets 79

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors

Planet Labs PBC:

Opinions on the Consolidated Financial Statements and Internal Control Over Financial Reporting

We have audited the accompanying consolidated balance sheet of Planet Labs PBC and subsidiaries (the Company) as of January 31, 2025, the related consolidated statements of operations, comprehensive loss, stockholders’ equity, and cash flows for the year then ended, and the related notes (collectively, the consolidated financial statements).

We also have audited the Company’s internal control over financial reporting as of January 31, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of January 31, 2025, and the results of its operations and its cash flows for the year then ended, in conformity with U.S.

generally accepted accounting principles.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of January 31, 2025 based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Basis for Opinions

The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audit of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audits also included performing such other procedures as we considered necessary in the circumstances.

We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of the sufficiency of audit evidence over revenue recognition

As discussed in Note 2 to the consolidated financial statements, the Company derives its revenue principally from licensing rights to use imagery that is delivered digitally through its online platform.

Imagery licensing agreements vary by contract, but generally have annual or multi-year contractual terms.

The data licenses are generally purchased via a fixed price contract on a subscription or usage basis, whereby a customer pays for access to imagery.

The Company recorded $244 million in revenue for the year ended January 31, 2025.

We identified the evaluation of the sufficiency of audit evidence over revenue recognition as a critical audit matter.

This matter required subjective auditor judgment because the Company’s revenue recognition process is highly automated using customized and proprietary IT applications.

Auditor judgment was required in determining the nature and extent of audit evidence obtained over the information systems that process revenue transactions.

Involvement of IT professionals with specialized skills and knowledge was required to assist with the determination of IT applications subject to testing and the performance and evaluation of certain procedures.

The following are the primary procedures we performed to address this critical audit matter.

We applied auditor judgment to determine the nature and extent of procedures to be performed over revenue recognition.

We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s revenue recognition process.

We involved IT professionals with specialized skills and knowledge, who assisted in testing controls related to the Company’s general information technology and application controls related to the IT applications used within the revenue recognition process.

We assessed the recorded revenue by selecting a sample of transactions and comparing the amounts recognized for consistency with underlying documentation, including contracts with customers.

In addition, we evaluated the overall sufficiency of audit evidence obtained by assessing the results of procedures performed, including appropriateness of the nature and extent of such evidence.

We have served as the Company’s auditor since 2024.

San Francisco, California

March 26, 2025

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Planet Labs PBC

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Planet Labs PBC (the Company) as of January 31, 2024 and 2023, the related consolidated statements of operations, comprehensive loss, stockholders’ equity and cash flows for each of the three years in the period ended January 31, 2024, and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at January 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended January 31, 2024, in conformity with U.S.

We have audited the accompanying consolidated balance sheet of Planet Labs PBC (the Company) as of January 31, 2024, the related consolidated statements of operations, comprehensive loss, stockholders' equity and cash flows for each of the two years in the period ended January 31, 2024, and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at January 31, 2024, and the results of its operations and its cash flows for each of the two years in the period ended January 31, 2024, in conformity with U.S.

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of January 31, 2024, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated March 28, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

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We believe that our audits provide a reasonable basis for our opinion .

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue Recognition

Description of the Matter

As described in Note 2 to the consolidated financial statements, the Company derives its revenue principally from licensing rights to use imagery that is delivered digitally through its online platform in addition to providing related services.

The Company’s imagery licensing arrangements generally provide customers with the right to access imagery through the Company’s platform, download content on a limited or unlimited basis over the contractual period depending on the terms of the applicable contract, or provide both the right to access imagery and download content.

To account for promised goods and services in accordance with ASC 606, Revenue from contracts with customers , the Company allocates the total contract consideration to distinct performance obligations on a relative standalone selling price basis and recognizes revenue when control of the distinct performance obligation is transferred to the customer.

For example, the portion of the contract consideration related to the download license of existing or archive imagery content is recognized as revenue at the commencement of the contract when control of the imagery is transferred, and the imagery is available for download by the customer.

The portion of the contract consideration related to the download of monitoring imagery content is recognized over the term of the contract utilizing a usage-based output measure of progress based on the download capacity specified in the contract.

Auditing the Company's recognition of revenue was challenging and complex due to the effort required to assess the Company’s accounting treatment for the relevant terms and conditions of its contracts in accordance with ASC 606.

This also involved judgment to evaluate the determination of the relative standalone selling prices for each distinct performance obligation as well as the timing of recognition of revenue.

How We Addressed the Matter in Our Audit

Among other procedures to evaluate management’s identification of the distinct performance obligations, we read executed contracts for a sample of revenue transactions to understand the contract, the identified promised goods and services in the contract and distinct performance obligations.

To test management’s determination of relative standalone selling price for each performance obligation, we performed audit procedures that included, among others, assessing the appropriateness of the methodology applied, testing the mathematical accuracy of the underlying data and calculations, and testing sample selections to corroborate the data underlying the Company’s calculations.

We also evaluated whether the Company appropriately applied its revenue recognition policy to a sample of revenue transactions to determine whether revenue was recognized in the correct amount and period.

Finally, we assessed the related disclosures in the consolidated financial statements.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2019.

San Jose, California

March 28, 2024

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Planet Labs PBC

Opinion on Internal Control Over Financial Reporting

We have audited Planet Labs PBC’s internal control over financial reporting as of January 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), (the COSO criteria).

In our opinion, Planet Labs PBC (the Company) maintained, in all material respects, effective internal control over financial reporting as of January 31, 2024, based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of January 31, 2024 and 2023, the related consolidated statements of operations, comprehensive loss, stockholders' equity and cash flows for each of the three years in the period ended January 31, 2024, and the related notes and our report dated March 28, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

/s/ Ernst & Young LLP

We served as the Company’s auditor from 2019 to 2024.

San Jose, California

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Accrued and other current liabilities 42,600 44,779

44,779 46,022

Deferred revenue 82,275 72,327

72,327 51,900

Liability from early exercise of stock options 5,378 8,964

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Additional paid-in capital 1,645,356 1,596,201

Accumulated other comprehensive income 1,594 2,271

Accumulated other comprehensive income (loss) ( 1,097 ) 1,594

Accumulated deficit ( 1,203,001 ) ( 1,079,805 )

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Total liabilities and stockholders’ equity $ 633,796 $ 701,997

(1) Balance includes related-party transactions entered into with Google, LLC (“Google”).

See accompanying notes to consolidated financial statements.

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(in thousands, except share and per share amounts) 2025 2024 2023

$ 220,696 $ 191,256 $ 131,209

Revenue $ 244,352 $ 220,696 $ 191,256

Cost of revenue 104,627 107,746 97,248

107,746 97,248 82,987

Gross profit 139,725 112,950 94,008

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Research and development 101,006 116,339 110,916

116,339 110,916 66,684

Sales and marketing 77,694 86,304 78,020

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Loss from operations ( 116,122 ) ( 169,748 ) ( 175,675 )

Debt extinguishment loss

— — ( 1,690 )

Interest income 10,257 15,414 7,672

Interest expense — — ( 8,772 )

Change in fair value of convertible notes and warrant liabilities 13,709 6,554 5,726

Other income (expense), net 931 330 ( 2,248 )

Change in fair value of warrant liabilities ( 15,116 ) 13,709 6,554

Other income, net 245 931 330

Total other income (expense), net ( 4,614 ) 30,054 14,556

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Basic and diluted weighted-average common shares outstanding used in computing net loss per share attributable to common stockholders 292,124,291 279,585,698 267,126,918

(1) Balance includes related-party transactions entered into with Google.

See accompanying notes to consolidated financial statements.

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(in thousands, except share amounts)

Preferred Stock Common Stock Additional

Common Stock Additional

Capital Accumulated

Comprehensive

Income Accumulated

Income (Loss) Accumulated

Deficit Total

Stockholders’

Shares Amount Shares Amount

Shares Amount

Balances at January 31, 2022 262,175,273 $ 27 $ 1,423,151 $ 2,096 $ ( 777,029 ) $ 648,245

131,252,627 $ 13 43,946,198 $ 4 $ 745,630 $ 1,769 $ ( 639,905 ) $ 107,511

Cumulative effect of adoption of ASU 2016-13 — — — — ( 301 ) ( 301 )

Issuance of Class A common stock from the exercise of common stock options 7,138,894 — 15,941 — — 15,941

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Class A common stock withheld to satisfy employee tax withholding obligations ( 1,162,479 ) — ( 6,337 ) — — ( 6,337 )

Issuance of recourse note to employee — — — — ( 391 ) — — ( 391 )

Stock-based compensation — — 76,873 — — 76,873

Exercise of Class A common stock warrants — — 2,976,452 — — — — —

Conversion of convertible preferred stock to Class A common stock ( 131,252,627 ) ( 13 ) 131,252,627 13 — — — —

Reclassification of convertible preferred stock warrant liabilities converted to Class A common stock warrants — — — — 23,477 — — 23,477

Conversion of convertible notes to Class A common stock — — 10,578,521 1 114,353 — — 114,354

Issuance of Class A common stock upon Business Combination and PIPE Investment, net — — 66,772,830 8 478,449 — — 478,457

Issuance of Class A common stock for acquisition of business — — 1,900,739 — 12,854 — — 12,854

Net unrealized gain on available-for-sale securities, net of taxes — — — 162 — 162

Other — — ( 110 ) — — ( 110 )

Change in translation — — — 13 — 13

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Balances at January 31, 2023 271,783,561 27 1,513,102 2,271 ( 939,296 ) 576,104

Continued on next page

Planet Labs PBC

Consolidated Statements of Stockholders’ Equity

Continued from previous page

(in thousands, except share amounts)

Preferred Stock Common Stock Additional

Capital Accumulated

Comprehensive

Income Accumulated

Deficit Total

Stockholders’

Shares Amount Shares Amount

Balances at January 31, 2022 — $ — 262,175,273 $ 27 $ 1,423,151 $ 2,096 $ ( 777,029 ) $ 648,245

Cumulative effect of adoption of ASU 2016-13 — — — — — — ( 301 ) ( 301 )

Issuance of Class A common stock from the exercise of common stock options 3,133,394 — 7,388 — — 7,388

Issuance of Class A common stock upon vesting of restricted stock units 8,341,474 — — — — —

Issuance of Class A common stock for acquisition of business 6,745,438 1 21,621 — — 21,622

Vesting of early exercised stock options — — 3,584 — — 3,584

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Issuance of Class A common stock upon vesting of restricted stock units 13,114,544 — — — — —

Issuance of Class A common stock for acquisition of business — — 6,745,438 1 21,621 — — 21,622

Issuance of Class A common stock for employee stock purchase program 487,557 — 924 — — 924

Vesting of early exercised stock options — — 3,584 — — 3,584

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Stock-based compensation — — 50,824 — — 50,824

Net unrealized gain on available-for-sale securities, net of taxes — — — — — 89 — 89

— — 2,148,543 — — — — —

Net unrealized loss on available-for-sale securities, net of taxes — — — ( 110 ) — ( 110 )

Change in translation — — — ( 2,581 ) — ( 2,581 )

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48,485 57,132 75,544

Change in fair value of convertible notes and warrant liabilities ( 13,709 ) ( 6,554 ) ( 5,726 )

Change in fair value of warrant liabilities 15,116 ( 13,709 ) ( 6,554 )

Change in fair value of contingent consideration 3,437 ( 741 ) —

Debt extinguishment loss

Amortization of debt discount and issuance costs — — 2,635

Impairment of capitalized internal-use software — — 1,143

Other ( 920 ) ( 4,321 ) ( 404 )

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Deferred hosting costs ( 1,550 ) ( 1,265 ) ( 2,743 )

Deferred rent — — ( 2,062 )

Net cash used in operating activities ( 14,374 ) ( 50,711 ) ( 73,933 )

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Business acquisition, net of cash acquired ( 1,068 ) ( 7,542 ) ( 3,821 )

Purchases of licensed imagery intangible assets ( 4,785 ) — —

Other ( 300 ) ( 1,389 ) ( 557 )

Net cash used in investing activities ( 33,586 ) ( 242,263 ) ( 25,149 )

Net cash provided by (used in) investing activities 57,906 ( 33,586 ) ( 242,263 )

Financing activities

Proceeds from the exercise of common stock options 4,375 7,388 14,701

Class A common stock withheld to satisfy employee tax withholding obligations ( 8,971 ) ( 6,337 ) ( 5,598 )

Proceeds from the early exercise of common stock options — — 17,928

Proceeds from Business Combination and PIPE Investment, net of transaction costs — — 533,164

Principal payment of debt — — ( 66,950 )

Payments for withholding taxes related to the net share settlement of equity awards ( 11,938 ) ( 8,971 ) ( 6,337 )

Proceeds from employee stock purchase program 1,549 — —

Payments of contingent consideration for business acquisitions ( 8,783 ) — —

Other ( 738 ) ( 15 ) ( 504 )

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Supplemental disclosure of cash flow information

Cash paid for interest $ — $ — $ 6,753

Net cash paid (received) for income tax

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Issuance of Class A common stock for business acquisition $ — $ 21,622 $ —

Conversion of convertible notes to Class A common stock $ — $ — $ 114,354

Reclassification of convertible preferred stock warrant liabilities converted to Class A common stock warrants $ — $ — $ 23,477

Accrued purchase of property and equipment $ 718 $ 1,428 $ 51

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IV (“dMY IV”), a special purpose acquisition company (“SPAC”) incorporated in Delaware on December 15, 2020, Photon Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of dMY IV (“First Merger Sub”), and Photon Merger Sub Two, LLC, a Delaware limited liability company and a direct wholly owned subsidiary of dMY IV (“Second Merger Sub”).

Pursuant to the Merger Agreement, upon the favorable vote of dMY IV’s stockholders on December 3, 2021, on December 7, 2021, First Merger Sub merged with and into Former Planet (the “Surviving Corporation”), with Former Planet surviving the merger as a wholly owned subsidiary of dMY IV (the “First Merger”), and pursuant to Former Planet’s election immediately following the First Merger and as part of the same overall transaction as the First Merger, the Surviving Corporation merged with and into dMY IV, with dMY IV surviving the merger (the “Business Combination”).

Pursuant to the Merger Agreement, on December 7, 2021, First Merger Sub merged with and into Former Planet (the “Surviving Corporation”), with Former Planet surviving the merger as a wholly owned subsidiary of dMY IV (the “First Merger”), and the Surviving Corporation merged with and into dMY IV, with dMY IV surviving the merger (the “Business Combination”).

Following the completion of the Business Combination, dMY IV was renamed Planet Labs PBC.

See Note 3 for further details of the Business Combination.

Former Planet was incorporated in the state of Delaware on December 28, 2010.

Former Planet was originally incorporated as Cosmogia Inc., and the name was subsequently changed to Planet Labs Inc.

Former Planet was incorporated in the state of Delaware on December 28, 2010 and the name was changed to Planet Labs Inc.

on June 24, 2013.

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The Company’s fiscal year end is January 31.

The Business Combination was accounted for as a reverse recapitalization in accordance with U.S.

GAAP, whereby dMY IV was treated as the acquired company and Former Planet was treated as the acquirer.

Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Former Planet issuing stock for the net assets of dMY IV, accompanied by a recapitalization.

The net assets of dMY IV were stated at historical cost, with no goodwill or other intangible assets recorded.

Former Planet was determined to be the accounting acquirer based on the following predominant factors:

• Former Planet’s existing stockholders have the majority voting interest in the combined entity;

• Former Planet had the ability to nominate a majority of the initial members of the board of directors of the combined entity;

• Former Planet’s senior management became the senior management of the combined entity;

• Former Planet is the larger entity based on historical operating activity and has the larger employee base.

The consolidated assets, liabilities and results of operations prior to the Business Combination are those of Former Planet.

The shares and corresponding capital amounts and losses per share, prior to the Business Combination, have been retroactively restated based on shares reflecting the exchange ratio of approximately 1.53184 (the “Exchange Ratio”) established in the Business Combination.

Since its inception, the Company has incurred net losses and negative cash flows from operations.

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Management regularly evaluates its estimates and assumptions using historical experience and other factors;

however, due to the inherent uncertainties in making estimates, actual results could differ from those estimates and such differences may be material to the consolidated financial statements.

however, due to the inherent

uncertainties in making estimates, actual results could differ from those estimates and such differences may be material to the consolidated financial statements.

Due to current geopolitical events, including the war in Ukraine and the Israel-Hamas conflict, there is ongoing uncertainty and disruption in the global economy and financial markets.

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Accounts receivable are recorded and carried at the original invoiced amount less an allowance for any potential uncollectible amounts.

Effective February 1, 2022, the allowance is assessed by applying a historical loss-rate methodology in accordance with ASC Topic 326, Financial Instruments - Credit Losses, adjusted as necessary based on the Company's review of accounts receivable, specifically reviewing factors including the age of the balances, customer payment history, creditworthiness, and other factors.

The allowance is assessed by applying a historical loss-rate methodology in accordance with ASC Topic 326, Financial Instruments— Credit Losses, adjusted as necessary based on the Company's review of accounts receivable, specifically reviewing factors including the age of the balances, customer payment history, creditworthiness, and other factors.

The Company also considers market conditions and current and expected future economic conditions to inform adjustments to historical loss data.

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These inputs are based on the Company’s own assumptions about current market conditions and require significant management judgment or estimation.

The Company’s assets and liabilities measured at fair value on a recurring basis consist of cash and cash equivalents, short-term investments, restricted cash and cash equivalents, accrued liabilities, contingent consideration for acquisitions, warrant liabilities and convertible notes.

Fair Value Option

The Company elected the fair value option to account for its convertible notes.

The Company recorded the convertible notes at fair value with changes in fair value recorded on the consolidated statements of operations.

The primary reason for electing the fair value option was for simplification and cost-benefit considerations of accounting for the convertible notes at fair value versus bifurcation of the embedded derivatives.

As a result of applying the fair value option, direct costs and fees related to the convertible notes were expensed as incurred and were not deferred.

In connection with the Business Combination, the convertible notes converted into shares of Class A common stock.

Concentration of Credit Risk and Other Risks and Uncertainties

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Accounts receivables are typically unsecured and are derived from revenue earned from customers across various countries.

As of January 31, 2024, no customer accounted for 10% or more of accounts receivable.

As of January 31, 2025, one customer accounted for 12 % of accounts receivable.

For the fiscal year ended January 31, 2024, one customer accounted for 21 % of revenue.

For the fiscal year ended January 31, 2023, one customer accounted for 19 % of revenue.

For the fiscal year ended January 31, 2022, one customer accounted for 11 % of revenue.

As of January 31, 2024, no customer accounted for 10% or more of accounts receivable.

One customer accounted for 19 %, 21 %, and 19 % of revenue for the fiscal years ended January 31, 2025, 2024, and 2023, respectively.

The Company’s offerings depend on continued and new approvals from the Federal Communications Commission (“FCC”), National Oceanic and Atmospheric Administration (“NOAA”), and other U.S.

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The Company capitalizes material, labor and launch costs (including integration and launch insurance costs) that are incurred and necessary for the satellites to be placed into service.

The Company depreciates the cost of a satellite over its estimated useful life, using the straight-line method of depreciation, once it is placed into service, which is when the Company determines that the satellites are providing imagery that meets the required quality specifications for sale to its customers.

The Company depreciates the cost of a satellite over its estimated useful life, using the

straight-line method of depreciation, once it is placed into service, which is when the Company determines that the satellites are providing imagery that meets the required quality specifications for sale to its customers.

The estimated useful life over which the Company depreciates a satellite is determined once the satellite has been placed into service.

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The changes in estimated useful lives for these satellites were accounted for prospectively, resulting in an increase of depreciation expense of $ 7.0 million and an increase in basic and diluted net loss per share attributable to common stockholders of approximately $ 0.02 for the fiscal year ended January 31, 2024.

The Company’s leasing activities primarily consist of real estate leases for its operations, including office space, and certain ground station service agreements that convey the right to control the use of specified equipment and facilities.

The Company assesses whether each lease is an operating or finance lease at the lease commencement date.

As of January 31, 2025, the Company had no finance leases.

The Company’s lease agreements do not contain residual value guarantees or material restrictive covenants.

Certain of the Company’s leases include escalation clauses, options to renew and options for early termination.

The Company utilizes the base, non-cancelable period as the lease term when initially recognizing right-of-use assets and lease liabilities, unless it is reasonably certain that a renewal or termination option will be exercised.

Leases with an initial term of 12 months or less are not recorded on the Company’s consolidated balance sheet and expense for these leases are recognized on a straight-line basis over the lease term.

The Company does not separate lease and non-lease components for its operating leases.

The Company elected to utilize the package of practical expedients for transition which permitted the Company to not reassess its prior conclusions regarding

whether a contract is or contains a lease, lease classification and initial direct costs.

As the rate implicit in the lease is generally not readily determinable for the Company’s operating leases, the discount rates used to determine the present value of the Company’s lease liabilities are based on the Company’s incremental borrowing rate at the lease commencement date and commensurate with the remaining lease term.

The incremental borrowing rate for a lease is the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments in a similar economic environment.

To determine the incremental borrowing rate, the Company references market yield curves which are risk-adjusted to approximate a collateralized rate.

Capitalized Internal-Use Software Development Costs

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Impairment of Long-Lived Assets

The carrying amount of long-lived assets and finite-lived intangible assets to be held and used in the business are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Impairment indicators include, among other conditions, cash flow deficits, historic or anticipated declines in revenue or operating profit or material adverse changes in the business climate that indicate that the carrying amount of an asset may be impaired.

When impairment indicators are present, the recoverability of the asset is measured by comparing the carrying value of the asset to the estimated undiscounted future cash flows expected to be generated by the asset.

This evaluation is performed at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, or an asset group.

If the carrying amount of the asset or asset group is not recoverable, the impairment to be recognized is measured by the amount by which the carrying amount of each long-lived asset or asset group exceeds the fair value of the asset or asset group.

During the fiscal year ended January 31, 2022, the Company recognized impairment expense of approximately $ 1.1 million relating to capitalized costs for certain internal-use software development projects that were discontinued before the projects were completed.

The impairment expense is included in research and development expenses within the consolidated statements of operations for the fiscal year ended January 31, 2022.

Other than as noted above, no events or changes in circumstances indicated the carrying amounts of the Company’s long-lived assets may not be recoverable during the fiscal years ended January 31, 2024, 2023 and 2022.

The carrying amount of long-lived assets, including finite-lived intangible assets, property and equipment, and operating lease right-of-use assets to be held and used in the business are reviewed for impairment annually or

whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

When impairment indicators are present, the recoverability of the long-lived asset (or asset group) is measured by comparing the carrying value of the asset or asset group to the estimated undiscounted future cash flows expected to be generated by the asset or asset group.

If the carrying amount of the assets or asset group is not recoverable, the impairment to be recognized is measured by the amount by which the carrying amount of the long-lived asset or asset group exceeds the fair value of the assets or asset group.

There were no material impairment charges recorded for the Company’s long-lived assets during the fiscal years ended January 31, 2025, 2024 and 2023.

Restructuring Charges

The Company’s restructuring plans have historically focused on workforce reductions.

Workforce reduction charges primarily include employee termination benefits consisting of severance and other employee-related costs and are generally recognized when payments are probable and amounts are estimable.

Although the Company does not anticipate significant changes, the actual costs may differ from these estimates.

Business Combinations

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Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in a business combination.

Goodwill is not subject to amortization and is tested for impairment at least annually, during the fourth quarter of each fiscal year, or more frequently if events or circumstances indicate that the asset might be impaired.

A reporting unit, as defined under applicable accounting guidance, is an operating segment or one level below an operating segment.

In assessing goodwill for impairment, the Company first assesses qualitative factors to determine whether it is necessary to perform the quantitative goodwill impairment test.

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Significant judgment is applied when goodwill is assessed for impairment.

No goodwill impairment was recorded during the fiscal years ended January 31, 2024, 2023 and 2022.

No goodwill impairment was recorded for the Company’s reporting unit during the fiscal years ended January 31, 2025, 2024 and 2023.

Intangible Assets

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The existing or archived imagery has significant standalone functionality and is not updated once licensed to a particular customer.

As such, the portion of the contract consideration related to the download license of existing or archive imagery content is recognized as revenue at the commencement of the contract when control of the imagery is transferred, and the imagery is available for download by the customer.

As such, the portion of the contract consideration related to the download license of existing or archive imagery content, which is generally not significant, is recognized as revenue at the commencement of the contract when control of the imagery is transferred, and the imagery is available for download by the customer.

The portion of the contractual consideration related to the download of monitoring imagery content is recognized over the term of the contract utilizing a usage-based output measure of progress based on the download capacity specified in the contract.

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Judgment is required to determine the SSP for each distinct performance obligation.

The Company determines SSP by considering its overall pricing practices and market conditions, including the Company’s discounting practices, the size and volume of the Company’s transactions, the customer demographic, price lists, historical sales, contract prices and customer relationships.

The Company determines SSP by considering its overall pricing practices and market conditions, including the Company’s discounting practices, the size and volume of the

Company’s transactions, the customer demographic, price lists, historical sales, contract prices and customer relationships.

The Company also provides a small amount of other services to customers, including professional services such as training, analytical services, research and development services to third parties, and other value-added activities related to imagery products.

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The prices of imagery licensing and other services are generally fixed at contract inception and therefore, the Company’s contracts do not contain a significant amount of variable consideration.

From time to time, the Company may enter into contracts with its customers that provide a form of variable consideration, including a revenue share arrangement.

From time to time, the Company may enter into contracts with its customers that provide a form of variable consideration.

For these arrangements, the Company estimates the variable consideration at the contract inception based on the most likely amount in a range of possible outcomes.

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Advance payments from customers have been categorized as current or non-current deferred revenue based on the expected performance date.

The Company applied the practical expedient in Topic 606 and did not evaluate contracts of one year or less for the existence of a significant financing component.

The financing component of multi-year contracts were not significant.

The Company applied the practical expedient in Topic 606 and does not evaluate contracts of one year or less for the existence of a significant financing component.

For the fiscal year ended January 31, 2025, the Company recognized $ 0.8 million of interest expense associated with a multi-year customer contract that contains a significant financing component.

For the fiscal years ended January 31, 2024 and 2023, there was no interest expense to recognize relating to a significant financing component.

Cost of Revenue

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Cost of revenue from professional services consists primarily of employee-related costs associated with providing these services, including costs paid to subcontractors and certain third-party fees.

Research and Development Expenditures

Research and development expenditures primarily include personnel related expenses for employees and consultants, hardware costs, supplies costs, contractor fees and administrative expenses.

Research and Development

Research and development expenses primarily include personnel related expenses for employees and consultants, hardware costs, supplies costs, contractor fees and administrative expenses.

Employee-related costs include salaries, benefits, bonuses and stock-based compensation.

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Sales and Marketing

Sales and marketing expenditures primarily include costs incurred to market and distribute the Company’s products.

Sales and marketing expenses primarily include costs incurred to market and distribute the Company’s products.

Such costs include expenses related to advertising and conferences, sales commissions, salaries, benefits and stock-based compensation for the Company’s sales and marketing personnel and sales office expenses.

Sales and marketing expenses also include fees for professional and consulting services principally consisting of public relations and independent contractor expenses.

Sales and marketing costs are expensed as incurred.

Advertising expenses for the fiscal years ended January 31, 2024, 2023 and 2022 were not material.

Sales commissions are capitalized when incurred and amortized on a straight-line basis over the period of benefit.

Other sales and marketing costs are expensed as incurred.

Advertising expenses for the fiscal years ended January 31, 2025, 2024 and 2023 were not significant.

General and Administrative

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The Company elects to treat any potential GILTI inclusions as a period cost.

Common Stock Valuations

The Company has historically granted stock options at an exercise price equal to the fair value as determined by the Company’s board of directors on the date of grant.

Given the absence of a public market for the Company’s common stock prior to the Business Combination, the board of directors of the Company estimated the fair value of its common stock at the time of each grant of an equity-based award.

The board of directors of the Company utilized various valuation methodologies in accordance with the framework of the American Institute of Certified Public

Accountants’ Technical Practice Aid, Valuation of Privately Held Company Equity Securities Issued as Compensation , to estimate the fair value of its common stock.

These estimates and assumptions include numerous objective and subjective factors to determine the fair value of the Company’s common stock at each grant date.

If different assumptions had been made, equity-based compensation expense, net loss, and net loss per common share could have been significantly different.

Following the consummation of the Business Combination, the fair value of the Company’s common stock at the time of grant of each equity-based award is determined based on its quoted market price on the NYSE.

Stock-Based Compensation

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The Company records stock-based compensation expense for stock options on a straight-line basis over the requisite service period, which is generally four years .

The fair value of Restricted Stock Units (“RSUs”) is the fair value of the underlying stock at the measurement date.

The fair value of Restricted Stock Units (“RSUs”) is the fair value of the underlying stock at the measurement date based on its quoted market price on the NYSE.

For RSU awards that are subject only to a time-based service vesting requirement, the Company records stock-based compensation expense on a straight-line basis over the requisite service period, which is generally four years .

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The risk-free interest rate assumption is determined by using the U.S.

Treasury rates of the same period as the expected term of the Private Placement Warrants, which is five years from the closing of the Business Combination.

Treasury rates of the same

period as the expected term of the Private Placement Warrants, which is five years from the closing of the Business Combination.

The Company had historically been a private company and lacked sufficient company-specific historical and implied volatility information.

Therefore, the Company estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies.

Preferred Stock Warrants

Prior to the Business Combination, the Company had preferred stock warrants which were exercisable for Series B and Series D convertible preferred stock.

The Company’s convertible preferred stock was classified as permanent equity, as redemption was solely within control of the Company.

Prior to the Business Combination, the Company evaluated the Series B and Series D preferred stock warrants under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity , and concluded the Series B and Series D preferred stock warrants did not meet the criteria to be classified in stockholders’ equity.

As such, the Series B preferred stock warrants and Series D preferred stock warrants were recognized as liabilities and recorded at fair value.

The change in fair value of these warrants was recognized at each reporting date in the consolidated statements of operations.

Upon the closing of the Business Combination, all Series B preferred stock warrants converted into warrants for Class A common stock warrants and were exercised.

Upon the closing of the Business Combination, all Series D preferred stock warrants converted into warrants for Class A common stock, and a portion of such Class A common stock warrants were not exercised and remained outstanding (see Note 12).

The Company evaluated such Class A common stock warrants that remained outstanding under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity and concluded they met the criteria to be classified in stockholders’ equity.

Specifically, given that the underlying shares of such warrants are now Class

A common stock, the terms of such warrants no longer preclude them from being indexed to the Company’s stock.

Accordingly, the Class A common stock warrants that remained outstanding were measured at fair value and classified within stockholders’ equity on the date of the Business Combination.

Foreign Currency Transactions and Translation

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Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance.

The Company’s CODM is its Chief Executive Officer.

In evaluating operating segments, the Company considers:

its internal organizational structure;

the availability of separate financial information;

and the criteria used by the Company’s CODM, its Chief Executive Officer, to evaluate performance.

The Company has determined that it operates in one operating segment and one reportable segment, as the CODM reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance.

See Note 4, Revenue, for revenue by geographic region.

See Note 7, Balance Sheet Components, for long-lived assets by geographic region.

See Note 17, Segment and Geographic Information, for financial information for the Company’s reportable segment and long-lived assets by geographic region.

Net Loss Per Share Attributable to Common Stockholders

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Under the two-class method, net loss is attributed to common stockholders and participating securities based on their participation rights.

The Company considered all series of its convertible preferred stock to be participating securities prior to their conversion into shares of Class A common stock in connection with the Business Combination.

Net loss attributable to common stockholders was not allocated to the convertible preferred stock as the holders of the convertible preferred stock did not have a contractual obligation to share in any losses.

The Company had no participating securities outstanding during any of the periods presented.

Basic net loss per share attributable to common stockholders is the same for Class A and Class B shares of common stock because they are entitled to the same liquidation and dividend rights.

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Recently Adopted Accounting Pronouncements

In February 2016, the FASB issued ASU 2016-02, Leases (“ Topic 842 ”), which supersedes the guidance in former ASC 840, Leases .

The Company adopted Topic 842 effective February 1, 2022 and applied the new guidance prospectively utilizing the modified retrospective approach.

Comparative periods prior to the effective date were not adjusted and continue to be reported in accordance with the previous lease guidance under Topic 840.

The Company elected to utilize the package of practical expedients for transition which permitted the Company to not reassess its prior conclusions regarding whether a contract is or contains a lease, lease classification and initial direct costs.

Upon adoption, the Company recognized right-of-use (“ROU”) assets and lease liabilities for operating leases of $ 8.4 million and $ 11.4 million, respectively.

The difference between the ROU assets and lease liabilities resulted from deferred rent liability balances that were reclassified to ROU assets upon adoption.

The adoption of Topic 842 did not result in a cumulative effect adjustment to accumulated deficit, did not impact the Company’s previously reported financial results and did not impact the Company’s consolidated statements of operations and comprehensive loss.

Additionally, the adoption of Topic 842 had no impact on cash provided by or used in operating, investing or financing activities on the Company’s consolidated statements of cash flows.

In June 2016, the FASB issued ASU 2016-13, Financial instruments, Credit Losses (“ Topic 326 ”):

Measurement of Credit Losses on Financial Instruments , which amends the guidance on the impairment of financial instruments by requiring measurement and recognition of expected credit losses for most financial assets, including trade receivables, available-for-sale debt securities, and other instruments that are not measured at fair value through net income.

The Company adopted the new guidance effective February 1, 2022 utilizing the modified retrospective transition method and recorded a $ 0.3 million adjustment to the beginning accumulated deficit balance to reflect the cumulative effect of the accounting change.

The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements and related disclosures.

Recent Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (“Topic 280”):

Improvements to Reportable Segment Disclosures , which clarifies that entities with a single reportable segment are subject to both new and existing segment reporting requirements under ASC 280, and modifies certain segment disclosure requirements.

The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

The Company is currently evaluating the impact on its consolidated financial statements and related disclosures.

Improvements to Reportable Segment Disclosures , which requires companies to disclose significant segment expenses that are regularly provided to the chief operating decision maker, among other new disclosure requirements.

The Company adopted the new guidance effective February 1, 2024 and applied the disclosure requirements retrospectively to all prior periods presented in the financial statements.

See Note 17, Segment and Geographic Information.

The adoption of the new guidance did not have an impact on the Company’s consolidated financial results, statements of operations, or statements of cash flows.

Recent Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU 2023-09, Income Taxes (“Topic 740”):

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The Company is currently evaluating the impact on its consolidated financial statements and related disclosures.

(3) Business Combination

As discussed in Note 1, the Company completed the Business Combination on December 7, 2021, pursuant to the Merger Agreement.

Upon the consummation of the Business Combination, the following events contemplated by the Merger Agreement occurred, based on Former Planet’s capitalization as of December 7, 2021:

• all Former Planet convertible preferred stock (see Note 13) converted into shares of Former Planet Class A common stock and all Former Planet convertible preferred stock warrants became warrants for Former Planet Class A common stock (see Note 12);

• the Venture Tranche B loans and the 2020 Convertible Notes (see Note 12) converted into shares of Former Planet Class A common stock;

• each share of Former Planet capital stock (other than Former Planet Class B common stock) was converted into the right to receive shares of Planet’s Class A common stock after giving effect to the Exchange Ratio of approximately 1.53184 as calculated in accordance with the Merger Agreement;

• each share of Former Planet Class B common stock was converted into the right to receive shares of Planet’s Class B common stock after giving effect to the Exchange Ratio of approximately 1.53184 as calculated in accordance with the Merger Agreement;

• all granted and outstanding unexercised Former Planet stock options were converted into Planet stock options exercisable for shares of Planet’s Class A common stock with the same terms and vesting conditions except for the number of shares exercisable and the exercise price, each of which was adjusted by the Exchange Ratio;

• all granted and outstanding unvested Former Planet restricted stock units were converted into Planet restricted units for shares of Planet’s Class A common stock with the same terms and vesting conditions except for the number of shares, which was adjusted by the Exchange Ratio;

• Former Planet Class A common stock warrants that remained outstanding subsequent to the closing of the Business Combination (see Note 12) were converted into warrants for Planet’s Class A common stock with the same terms except for the number of shares exercisable and the exercise price, each of which was adjusted by the Exchange Ratio

Pursuant to the Merger Agreement, Former Planet equity holders, including Former Planet equity award holders, will have the right to receive up to an additional 27,000,000 shares in earnout consideration (the “Earn-out Shares”), of which up to 24,600,000 shares may be issued as shares of Class A common stock and up to 2,400,000 may be issued to William Marshall and Robert Schingler, Jr.

(the “Planet Founders”) as shares of Class B common stock.

The Earn-out Shares may be earned in four equal tranches (i) when the closing price of Class A common stock equals or exceeds $ 15.00 , $ 17.00 , $ 19.00 and $ 21.00 , over any 20 trading days within any 30 day trading period prior to December 7, 2026 or (ii) when the Company consummates a change of control transaction prior to December 7, 2026 that entitles its stockholders to receive a per share consideration of at least $ 15.00 , $ 17.00 , $ 19.00 and $ 21.00 .

Any right to Earn-out Shares that remains unvested on the first business day after five years from the closing of the Business Combination will be forfeited without any further consideration.

Approximately 5,540,990 shares of the Earn-out Shares were allocated to Former Planet equity award holders, which are accounted for as stock-based compensation pursuant to ASC 718, Compensation—Stock Compensation because service must be provided through each market condition vesting requirement described above.

The remaining Earn-out Shares are accounted for as equity classified equity instruments, were included as merger consideration as part of the Business Combination, and recorded in Additional paid-in capital.

Additionally, the shares of dMY IV Class B common stock automatically converted to 8,625,000 shares of the Company’s Class A common stock (the “dMY Sponsor Shares”), of which, pursuant to a lock-up agreement entered into with the dMY Sponsor in connection with the Business Combination, 862,500 shares are subject to vesting under conditions consistent with the Earn-out Shares discussed above (the “dMY Sponsor Earn-out Shares”).

The dMY Sponsor Earn-out Shares are accounted for as equity classified equity instruments, were included as merger consideration as part of the Business Combination, and recorded in Additional paid-in capital.

On July 7, 2021, in connection with the execution of the Merger Agreement, and on September 13, 2021, following receipt of interest expressed by additional subscribers after the announcement of the Business Combination, dMY IV entered into subscription agreements (collectively, the “Subscription Agreements”) with certain parties subscribing for shares of dMY IV’s Class A common stock (such parties, the “Subscribers”), pursuant to which the Subscribers agreed to purchase, and dMY IV agreed to sell to the Subscribers, an aggregate of 25,200,000 shares of dMY IV Class A Common Stock, for a purchase price of $ 10.00 per share.

Immediately prior to the closing of the Business Combination, the Company issued and sold 25,200,000 shares of its Class A common stock to the Subscribers for aggregate gross proceeds to the Company of $ 252.0 million (the “PIPE Investment”).

In connection with the Business Combination transactions, the outstanding principal, accrued interest and repayment fees of $ 67.1 million of the credit agreement with SVB and Hercules was repaid (see Note 12).

The Business Combination was accounted for as a reverse recapitalization in accordance with U.S.

GAAP, whereby dMY IV was treated as the acquired company and Former Planet was treated as the acquirer.

Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Former Planet issuing stock for the net assets of dMY IV, accompanied by a recapitalization.

The net assets of dMY IV were stated at historical cost, with no goodwill or other intangible assets recorded.

The following table reconciles the elements of the Business Combination to the consolidated statement of cash flows and the consolidated statement of stockholders’ equity for the fiscal year ended January 31, 2022:

(in thousands) Recapitalization

Cash - dMY IV Trust and cash, net of redemptions $ 338,383

Cash - PIPE Investment

Transaction costs (1)

Proceeds from Business Combination and PIPE Investment.

net $ 533,164

non-cash accrued transaction costs ( 326 )

non-cash liability assumed as part of Business Combination ( 171 )

non-cash fair value of Public Warrants ( 24,840 )

non-cash fair value of Private Placement Warrants ( 29,370 )

Business Combination and PIPE Investment, net $ 478,457

(1) Excludes $ 2.2 million of transaction costs incurred attributable to the Public Warrants and Private Placement Warrants, which were recorded within other income (expense), net in the consolidated statement of operations for the fiscal year ended January 31, 2022.

The number of shares of the Company’s common stock outstanding immediately following the consummation of the Business Combination and related transactions is as follows:

Number of Shares

Former Planet stockholders - Class A Common Stock (1)

Former Planet stockholders - Class B Common Stock 21,157,586

dMY IV’s public stockholders - Class A Common Stock (2)

Holders of dMY IV’s sponsor shares - Class A Common Stock (3)

PIPE Investment - Class A Common Stock 25,200,000

Total shares of common stock immediately after Business Combination 260,091,568

(1) Excludes 1,746,296 shares of Class A common stock associated with the early exercise of unvested Former Planet stock options.

(2) Upon the closing of the Business Combination, dMY IV’s public stockholders were offered the opportunity to redeem shares of dMY IV Class A common stock then held by them for cash equal to their pro rata share of the aggregate amount on deposit (as of two business days prior to the closing) in the trust account.

The table above reflects redemptions of 689,670 shares of Class A common stock that occurred.

(3) Excludes 862,500 shares of Class A common associated with the dMY Sponsor Earn-out Shares that are subject to vesting requirements.

In November 2024, the FASB issued ASU No.

2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses , to enhance specified information about certain costs and expenses at each interim and annual reporting period so that investors can better understand an entity’s overall performance.

Additionally, in January 2025, the FASB issued ASU No.

2025-01 to clarify the effective date of ASU No.

The guidance is effective for annual beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 31, 2027, with early adoption permitted.

The Company is currently evaluation the impact on its consolidated financial statements and related disclosures.

Deferred Revenue

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Remaining Performance Obligations

The Company often enters into multi-year imagery licensing arrangements with its customers, whereby the Company generally invoices the amount for the first year of the contract at signing followed by subsequent annual invoices each year.

Remaining performance obligations represent the amount of contracted future revenue that has not yet been recognized, which includes both deferred revenue and non-cancelable contracted revenue that will be invoiced and recognized in revenue in future periods.

The Company’s remaining performance obligations were $ 132.6 million as of January 31, 2024, which consists of both deferred revenue of $ 77.6 million and non-cancelable contracted revenue that will be invoiced in future periods of $ 55.0 million.

The Company’s remaining performance obligations were $ 412.8 million as of January 31, 2025.

The Company expects to recognize approximately 37 % of the remaining performance obligation over the next 12 months, approximately 70 % of the remaining obligation over the next 24 months, and the remainder thereafter.

Remaining performance obligations do not include unexercised contract options, written orders where funding has not been appropriated and contracts which provide the customer with a right to terminate for convenience without incurring a substantive termination penalty.

Disaggregation of Revenue

The following table disaggregates revenue by major geographic region:

Year Ended January 31,

(in thousands) 2024 2023 2022

United States $ 98,720 $ 97,773 $ 55,993

Rest of world 121,976 93,483 75,216

Total revenue $ 220,696 $ 191,256 $ 131,209

No single country other than the U.S.

accounted for more than 10 % of revenue for the fiscal years ended January 31, 2024, 2023, and 2022.

Costs to Obtain and Fulfill a Contract

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The non-current portion of deferred commissions are included in other non-current assets on the consolidated balance sheets.

The following table disaggregates revenue by major geographic region:

Year Ended January 31,

(in thousands) 2025 2024 2023

United States $ 109,861 $ 98,720 $ 97,773

Rest of world 134,491 121,976 93,483

Total revenue $ 244,352 $ 220,696 $ 191,256

No single country other than the U.S.

accounted for more than 10% of revenue for the fiscal years ended January 31, 2025, 2024, and 2023.

(4) Fair Value of Financial Assets and Liabilities

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Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and considers factors specific to the asset or liability.

The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability.

January 31, 2025

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Corporate bonds — 84,528 —

government agency securities — 9,933 —

Certificates of deposit — 2,114 —

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Money market funds $ 28,722 $ — $ —

Commercial paper — 999 —

Restricted cash equivalents:

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government agency securities — 9,933 —

Certificates of deposit — 3,431

Total assets $ 92,234 $ 168,830 $ —

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Total liabilities $ 1,656 $ — $ 14,196

The fair value of cash held in banks and accrued liabilities approximate the stated carrying value due to the short time to maturity and are excluded from the tables above.

The fair value of cash held in banks and accrued and other current liabilities approximate the stated carrying value due to the short time to maturity and are excluded from the tables above.

Money Market Funds

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Short-term Investments

The fair value of the Company’s short-term investments classified within Level 1 are valued using quoted active market prices for the securities.

The fair value of the Company’s short-term investments classified within Level 2 are valued using third-party pricing services.

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Due to the market condition vesting requirements, the fair value of the Private Placement Vesting Warrants were valued using a model based on multiple stock price paths developed through the use of a Monte Carlo simulation that incorporates into the valuation the possibility that the market condition targets may not be satisfied.

The Private Placement Warrants were collectively classified as a Level 3 measurement within the fair value hierarchy because these valuation models involve the use of unobservable inputs relating to the Company’s estimate of its expected stock volatility which was developed based on the historical volatility of a publicly traded set of peer companies.

The expected volatility inputs utilized for the fair value measurements of the Private Placement Warrants as of January 31, 2024 and 2023 were 70 %.

The expected volatility input utilized for the fair value measurements of the Private Placement Warrants as of January 31, 2025 and 2024 was 80 % and 70 %, respectively.

Contingent Consideration for Acquisitions

The Company has recorded contingent consideration liabilities in connection with its acquisitions of Salo Scienses and Sinergise (see Note 6).

The Company has recorded contingent consideration liabilities in connection with its acquisitions of Salo Sciences and Sinergise (see Note 5).

The Company measures the fair value of the contingent consideration liabilities based on significant inputs not observable in the market, which caused them to be classified as a Level 3 measurement within the fair value hierarchy.

The fair value of the contingent consideration liability for the Salo Sciences technical milestone payments is determined based on the present value of the probability-weighted payments for each of the milestones.

The significant unobservable inputs used in the fair value measurement are management’s estimate of the probability to achieve the technical milestone criteria and the discount rate.

The Company determined that both of the technical milestone criteria were achieved during the fiscal year ended January 31, 2025.

The fair value of the contingent consideration liability for the Salo Sciences customer contract earnout payments is determined using a Monte Carlo simulation.

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The significant unobservable input used in the fair value measurement is management’s estimate of the likelihood of the customer consent being achieved.

During the fiscal year ended January 31, 2025, evidence of the Sinergise acquisition customer consent was received and the $ 7.5 million escrow balance was released to Sinergise.

Level 3 Disclosures

The following is a rollforward of Level 3 liabilities measured at fair value for the fiscal years ended January 31, 2024 and 2023:

The following is a roll-forward of Level 3 liabilities measured at fair value for the fiscal years ended January 31, 2025 and 2024:

(in thousands) Private Placement Warrants Technical Milestone Contingent Consideration* Customer Contract Earnout Contingent Consideration* Customer Consent Escrow Contingent Consideration*

Fair value, February 1, 2022 $ 12,460 $ — $ — $ —

Fair value at end of year, January 31, 2023 $ 9,701 $ 4,433 $ 3,597 $ —

Additions — — — 5,842

Payments — — ( 240 ) —

Change in fair value ( 8,396 ) 681 ( 1,431 ) 9

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* The current portion of the contingent consideration liabilities balances of $ 4.7 million and $ 7.0 million as of January 31, 2025 and 2024, respectively, are included within accrued and other current liabilities.

Changes in fair value of the contingent consideration liability for technical milestone payments are included within research and development expenses.

Changes in fair value of the contingent consideration liability for customer contract earnout payments are included within sales and marketing expenses.

Changes in fair value of the contingent consideration liability for the Sinergise acquisition escrow payments are included within general and administrative expenses.

Changes in fair value of the contingent consideration liability for the Salo Sciences technical milestone payments are included within research and development expenses.

Changes in fair value of the Salo Sciences contingent consideration liability for customer contract earnout payments are included within sales and marketing expenses.

Changes in fair value of the contingent consideration liability for the Sinergise acquisition customer consent escrow payments are included within general and administrative expenses.

The Company measures certain non-financial assets including property and equipment, and other intangible assets at fair value on a non-recurring basis in periods after initial measurement in circumstances when the fair value of such assets are impaired below their recorded cost.

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On August 4, 2023, the Company completed the acquisition.

The acquisition is expected to expand the Company’s data analysis platform and allow customers to extract insights from earth observation data more easily.

The acquisition has been accounted for as a business combination in accordance with ASC 805, Business Combinations .

The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations .

The acquisition date fair value of the consideration transferred was approximately $ 41.1 million, and consisted of the following:

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The fair value of the Class A common stock was determined based on the closing market price on the date of the acquisition.

In April 2024, the Company paid $ 1.1 million of additional consideration in connection with the finalization of the net working capital adjustment relating to the Company’s acquisition of Sinergise.

The additional amount was accounted for as a measurement period adjustment and resulted in a $ 1.1 million addition of goodwill during the fiscal year ended January 31, 2025.

Pursuant to the terms of the asset purchase agreement, the Company placed $ 5.0 million of cash consideration into an escrow account to secure potential indemnification obligations and any customary post-closing adjustments for working capital and indebtedness (the “Indemnity Escrow”).

The amount held in the escrow account is to be released to Sinergise upon the two-year anniversary of the acquisition close date and is recorded within restricted cash and cash equivalents, non-current in the Company’s consolidated balance sheets.

The Company recorded a liability of $ 5.0 million for the Indemnity Escrow, which is recorded within other non-current liabilities in the Company’s consolidated balance sheets.

The amount held in the escrow account is to be released to Sinergise upon the two-year anniversary of the acquisition close date.

The Company recorded a liability of $ 5.0 million for the Indemnity Escrow.

Pursuant to the terms of the asset purchase agreement, the Company placed an additional $ 7.5 million of cash consideration into an escrow account related to obtaining customer consent for a contract acquired in connection with the acquisition (the “Customer Consent Escrow”).

The amount held in the escrow account is to be released to Sinergise upon the Company receiving evidence of the customer’s consent.

If evidence of the customer’s consent is not received on or prior to the two year anniversary of the acquisition close date, the amount held in the Customer Consent Escrow is to be released to the Company.

The amount held in the escrow account is to be released to Sinergise upon the Company receiving evidence of the customer consent.

If evidence of the customer consent is not received on or prior to the two year anniversary of the acquisition close date, the amount held in the Customer Consent Escrow is to be released to the Company.

Additionally, the amount held in the Customer Consent Escrow is to be released to the Company if the customer contract is terminated or suspended on or prior to the two year anniversary of the acquisition close date.

The cash held in the escrow account is recorded within restricted cash and cash equivalents, current in the Company’s consolidated balance sheets.

The Company determined that the customer consent contingency represents contingent consideration.

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Refer to Note 4 for information relating to the valuation of the Customer Consent Escrow contingent consideration.

The following table summarizes the preliminary fair value of the assets acquired and liabilities assumed as of the date of acquisition:

(in thousands) August 4, 2023

Cash held in escrow related to the acquisition is recorded within restricted cash and cash equivalents in the Company’s consolidated balance sheets.

The following table summarizes the fair value of the assets acquired and liabilities assumed as of the date of acquisition, after considering the measurement period adjustment described above:

(in thousands) Fair Value

Goodwill $ 25,037

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Net assets acquired $ 41,074

The fair value of the assets acquired and liabilities assumed are preliminary and may be adjusted as the Company obtains additional information, primarily related to adjustments for the true-up of acquired net working capital in accordance with the asset purchase agreement.

The identifiable intangible assets were measured at fair value.

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The following table summa rizes the fair value of the assets acquired and liabilities assumed at the date of acquisition:

(in thousands) January 3, 2023

(in thousands) Fair Value

Net Assets Acquired

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The restricted cash and cash equivalents balances as of January 31, 2025 primarily consisted of $ 5.0 million of consideration placed in escrow in connection with the Sinergise acquisition and $ 4.0 million of collateral money market investments for the Company’s headquarters and other domestic office operating leases.

The restricted cash and cash equivalents balances as of January 31, 2023 primarily consisted of $ 4.1 million of collateral money market investments for the Company’s headquarters and other domestic office operating leases and $ 1.8 million of performance guarantees required for the Company’s foreign sales activities.

The restricted cash and cash equivalents balances as of January 31, 2024 primarily consisted of $ 12.5 million of consideration placed in escrow in connection with the Sinergise acquisition and $ 4.0 million of collateral money market investments for the Company’s headquarters and other domestic office operating leases.

A reconciliation of the Company’s cash and cash equivalents, and restricted cash and cash equivalents in the consolidated balance sheets to total cash and cash equivalents, and restricted cash and cash equivalents in the consolidated statements of cash flows as of January 31, 2025 and 2024 is as follows:

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Corporate bonds 84,336 208 ( 16 ) 84,528

government agency securities 9,928 17 ( 13 ) 9,932

Certificates of deposit 2,111 3 — 2,114

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Satellites $ 244,105 $ 300,203

Satellites in process and not placed into service 65,451 32,468

Leasehold improvements 17,271 17,089

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Total property and equipment, net $ 121,749 $ 113,429

* Satellites include $ 32.5 million and $ 13.8 million of satellites in process and not placed into service as of January 31, 2024 and 2023, respectively.

Property and equipment, net as of January 31, 2025 included $ 2.8 million of satellite manufacturing costs that were previously classified as prepaid expenses and other current assets as of January 31, 2024.

The Company’s long-lived assets by geographic region are as follows:

(in thousands) 2024 2023

United States $ 107,070 $ 103,366

Rest of world 6,359 4,725

Total property and equipment, net $ 113,429 $ 108,091

The Company concluded that satellites in service continue to be owned by the U.S.

entity and accordingly are classified as U.S.

assets in the table above.

No single country other than the U.S.

accounted for more than 10% of total property and equipment, net, as of January 31, 2024 and 2023.

Property and equipment, net as of January 31, 2024 included $ 7.4 million of satellite manufacturing costs that were previously classified as prepaid expenses and other current assets as of January 31, 2023.

Total depreciation expense for the fiscal years ended January 31, 2025, 2024, and 2023 was $ 37.4 million, $ 41.2 million and $ 38.0 million, respectively, of which $ 34.0 million, $ 38.6 million and $ 34.7 million, respectively, was depreciation expense specific to satellites.

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Goodwill and Intangible Assets

Goodwill and Intangible assets consist of the following:

Goodwill and Intangible assets consists of the following:

January 31, 2025 January 31, 2024

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Beginning of period $ 136,256 $ 112,748

Acquisition 23,969 9,529

Addition 1,068 23,969

Currency translation adjustment ( 975 ) ( 461 )

End of period $ 136,349 $ 136,256

The additional amount was accounted for as a measurement period adjustment and resulted in a $ 1.1 million addition of goodwill during the fiscal year ended January 31, 2025.

Accrued and Other Current Liabilities

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Contingent consideration 4,675 7,006

Escrow liability 5,000 —

Severance and other employee termination costs 250 23

Other accruals 11,911 12,809

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(7) Restructuring

In August 2023, the Company announced a plan to reduce its global headcount by approximately 10 % of the Company’s total number of employees prior to the reduction (the “headcount reduction”).

This action was taken to increase the Company’s focus on its high priority growth opportunities and operational efficiency.

As a result of the headcount reduction, the Company recognized $ 7.4 million of costs for one-time employee termination benefits consisting of severance and other employee costs, during the fiscal year ended January 31, 2024.

The Company also recognized a $ 1.5 million stock-based compensation benefit primarily related to the reversal of previously recognized stock-based compensation expenses for unvested stock awards.

As a result of the above, the Company recognized a net restructuring charge of $ 5.8 million during the fiscal year ended January 31, 2024 within its consolidated statements of operations as summarized in the following table:

2024 Headcount Reduction

In June 2024, the Company announced a plan to reduce its global headcount by approximately 17 % of the Company’s total number of employees prior to the reduction (the “2024 headcount reduction”).

This action was taken consistent with the Company’s ongoing focus on aligning its resources to the market opportunity, improving operational efficiency, and supporting the long-term growth of the business.

As a result of the 2024 headcount reduction, the Company recognized costs for one-time employee termination benefits consisting of severance and other employee-related costs.

The Company also recognized a stock-based compensation benefit primarily related to the reversal of previously recognized stock-based compensation expenses for unvested stock awards.

A summary of the restructuring charges recognized during the fiscal year ended January 31, 2025 is provided in the tables below:

(in thousands) Severance and Other Employee Costs Stock-Based Compensation Total

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Total restructuring charges $ 10,574 $ ( 1,395 ) $ 9,179

There were no restructuring charges recognized during the fiscal years ended January 31, 2023 and 2022.

The following table summarizes the Company’s liability recognized in connection with the 2024 headcount reduction, which is recorded within accrued and other current liabilities in the consolidated balance sheets:

(in thousands)

Balance as of February 1, 2023 $ —

Balance as of January 31, 2024 $ —

Severance and other employee costs 10,574

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Balance as of January 31, 2025 $ 250

The Company assesses whether each lease is an operating or finance lease at the lease commencement date.

As of January 31, 2024, the Company had no finance leases.

The Company’s lease agreements do not contain residual value guarantees or material restrictive covenants.

Certain of the Company’s leases include escalation clauses, options to renew and options for early termination.

The Company does not separate lease and non-lease components for its operating leases.

Operating lease costs were $ 8.4 million and $ 6.6 million for the fiscal years ended January 31, 2024 and 2023, respectively.

The 2024 headcount reduction, including cash payments, was substantially complete as of January 31, 2025.

2023 Headcount Reduction

In August 2023, the Company announced a plan to reduce its global headcount by approximately 10 % of the Company’s total number of employees prior to the reduction (the “2023 headcount reduction”).

This action was taken to increase the Company’s focus on its high priority growth opportunities and operational efficiency.

As a result of the 2023 headcount reduction, the Company recognized costs for one-time employee termination benefits consisting of severance and other employee-related costs.

The Company also recognized a stock-based compensation benefit primarily related to the reversal of previously recognized stock-based compensation expenses for unvested stock awards.

A summary of the restructuring charges recognized during the fiscal year ended January 31, 2024 is provided in the table below:

(in thousands) Severance and Other Employee Costs Stock-Based Compensation Total

Cost of revenue $ 564 $ ( 62 ) $ 502

Research and development 3,306 ( 398 ) 2,908

Sales and marketing 1,943 ( 815 ) 1,128

General and administrative 1,563 ( 253 ) 1,310

Total restructuring charges $ 7,376 $ ( 1,528 ) $ 5,848

There were no restructuring charges recognized during the fiscal year ended January 31, 2025 related to the 2023 headcount reduction.

The 2023 headcount reduction, including cash payments, was complete as of January 31, 2025.

Operating lease costs were $ 9.6 million, $ 8.4 million, and $ 6.6 million for the fiscal years ended January 31, 2025, 2024, and 2023, respectively.

Variable lease expenses, short-term lease expenses and sublease income were immaterial for the fiscal years ended January 31, 2025, 2024, and 2023.

Operating cash flows from operating leases were $ 7.4 million and $ 7.9 million for the fiscal years ended January 31, 2024 and 2023, respectively.

Right of use assets obtained in exchange for operating lease liabilities were $ 8.5 million and $ 17.8 million for the fiscal years ended January 31, 2024 and 2023, respectively.

Operating cash flows from operating leases were $ 10.2 million, $ 7.4 million, and $ 7.9 million for the fiscal years ended January 31, 2025, 2024, and 2023, respectively.

Right of use assets obtained in exchange for operating lease liabilities were $ 5.4 million, $ 8.5 million, and $ 17.8 million for the fiscal years ended January 31, 2025, 2024, and 2023, respectively.

Maturities of operating lease liabilities as of January 31, 2025 were as follows:

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Weighted average discount rate 7.9 %

To determine the incremental borrowing rate, the Company references market yield curves which are risk-adjusted to approximate a collateralized rate.

As of January 31, 2025, the Company had additional leases for ground station service agreements that had not yet commenced totaling $ 2.8 million and therefore are not reflected on the consolidated balance sheets and the table above.

These leases are expected to commence in fiscal year 2025 with lease terms of 6.3 years.

In accordance with ASC Topic 840, rent expense for the fiscal year ended January 31, 2022, net of sublease income of $ 0.3 million, was $ 3.1 million.

These leases are expected to commence in the fiscal year ending January 31, 2026 with lease terms of 5.0 years.

(9) Research and Development Arrangements

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As of January 31, 2025 and 2024, the Company had received a total of $ 46.4 million and $ 45.8 million, respectively, of funding under the R&D Services Agreement.

In January 2025, projected costs related to the R&D Services Agreement were revised down as a result of the substantial completion of the development work required.

This change in estimate resulted in a $ 1.5 million cumulative increase of funding recognized for the fiscal year ended January 31, 2025.

NASA Communication Services Project

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In accordance with ASC 912-730, funding is recognized over the term of each agreement as a reduction of research and development expenses based on a cost incurred method.

During the fiscal years ended January 31, 2024 and 2023, the Company recognized $ 11.9 million and $ 3.0 million of funding, respectively, and incurred $ 11.2 million and $ 3.8 million of research and development expenses, respectively, in connection with the NASA CSP.

As of January 31, 2024, the Company had received a total of $ 13.9 million of funding in connection with the NASA CSP.

During the fiscal years ended January 31, 2025, 2024, and 2023, the Company recognized $ 9.9 million, $ 11.9 million, and $ 3.0 million of funding, respectively, and incurred $ 9.9 million, $ 11.2 million, and $ 3.8 million of research and development expenses, respectively, in connection with the NASA CSP.

As of January 31, 2025 and 2024, the Company had received a total of $ 28.7 million and $ 13.9 million, respectively, of funding in connection with the NASA CSP.

In July 2023, projected costs related to certain of our research and development arrangements were revised down as a result of operational decisions.

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(10) Commitments and Contingencies

Launch Services

The Company has purchase commitments for future satellite launch services to be performed by third parties subsequent to January 31, 2024.

Future purchase commitments under noncancelable launch service contracts as of January 31, 2024 consisted of $ 0.1 million of total purchase commitments for the fiscal year ended January 31, 2025.

Hosting Service Agreement

The Company has minimum purchase commitments for hosting services from Google through January 31, 2028 (see Note 13).

Future minimum purchase commitments under the noncancelable hosting service agreement with Google as of January 31, 2024 is as follows:

Future minimum purchase commitments under the non-cancelable hosting service agreement with Google as of January 31, 2025 is as follows:

(in thousands)

1 unchanged sentence

Total purchase commitments $ 95,861

Legal Proceedings

Delaware Class Action

A stockholder class action was filed in the Court of Chancery of the State of Delaware on August 19, 2024, against the former officers and directors of dMY IV and the Company.

The complaint alleges that the individual defendants breached various fiduciary duties to the dMY IV stockholders and that the Company aided and abetted such breaches.

The case is brought on behalf of a purported class of holders of dMY IV Class A Common Stock who held such stock prior to the redemption deadline for the Business Combination, did not exercise the right to redeem their shares, and were allegedly injured.

Defendants filed a motion to dismiss the complaint on November 12, 2024.

On January 5, 2025, the court granted the motion in part and dismissed all claims against the Company.

The claims against the former officers and directors remain pending and, pursuant to the Merger Agreement, the Company remains obligated to indemnify the former officers and directors for such claims.

For many legal matters, particularly those in early stages, the Company cannot reasonably estimate the possible loss (or range of loss), if any.

The Company records an accrual for legal matters at the time or times it determines that a loss is both probable and reasonably estimable.

Regarding matters for which no accrual has been made (including the potential for losses in excess of amounts accrued), the Company currently believes, based on its own investigations, that any losses (or ranges of losses) that are reasonably possible and estimable will not, in the aggregate, have a material adverse effect on its financial position, results of operations, or cash flows.

However, the ultimate outcome of legal proceedings involves judgments, estimates, and inherent uncertainties and cannot be predicted with certainty.

Should the ultimate outcome of any legal matter be unfavorable, the Company's business, financial condition, results of operations, or cash flows could be materially and adversely affected.

The Company may also incur substantial legal fees, which are expensed as incurred, in defending against legal claims.

Contingencies

The Company is not a party to any material legal proceedings and is not aware of any pending or threatened claims, individually or in the aggregate, that are expected to have a material adverse impact on its consolidated financial statements as of each reporting period.

From time to time however, the Company may have certain contingent liabilities that arise in the ordinary course of business activities including those arising from disputes and claims and events arising from revenue contracts entered into by the Company.

The Company may have certain contingent liabilities that arise in the ordinary course of business activities including those arising from disputes and claims and events arising from revenue contracts entered into by the Company.

The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated.

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To date, we have not incurred any material costs, and have not accrued any liabilities in the consolidated financial statements as a result of these provisions.

(12) Debt, Convertible Notes, and Warrants

Venture Loans

In November 2014, the Company entered into a secured term loan agreement with Venture Lending & Leasing, Inc.

(“ Venture ”), an affiliate of Western Technology Investment, for a $ 25.0 million loan.

The Company drew the full amount under the loan agreement, which was fully repaid in March 2019.

In connection with the loan, the Company issued warrants to Venture for the purchase of up to 761,340 shares of Series B convertible preferred stock which were exercisable at any time until March 1, 2025, unless all other preferred stock issued by the Company had been converted into common stock, in which case the warrants automatically converted into common stock at a price not less than $ 9.3844 per share.

In connection with the Business Combination (see Note 3), the Series B convertible preferred stock warrants discussed above converted into warrants for Class A common stock and were exercised on a cashless basis resulting in the issuance of 761,340 shares of Class A common stock.

In May 2017, the Company entered into two additional secured term loan agreements (the “ 2017 Loans ”) with Venture for loan amounts of $ 25.0 million each.

Each loan bore an interest rate of 11.0 % per annum.

The Company drew down a total of $ 25.0 million of the 2017 Loans in May 2017 which were set to mature in November 2021, with the remaining $ 25.0 million drawn down in February 2018 which was set to mature in August 2022.

In connection with the 2017 Loans, the Company issued warrants to Venture for the purchase of up to a total of 745,914 shares of Series D convertible preferred stock for the loan amounts drawn in 2018 and 2017.

The warrants were exercisable by Venture at any time until April 1, 2028, unless all other preferred stock issued by the Company had been converted into common stock, in which case the warrants automatically converted into common stock at a price not less than $ 9.3844 per share.

Venture was also able to exercise the warrants on a cashless or “net issuance” basis in return for a reduced preferred stock allocation.

In connection with the Business Combination (see Note 3), the Series D convertible preferred stock warrants were converted into warrants for Class A common stock and were exercised on a cashless basis, resulting in the issuance of 745,914 shares of Class A common stock.

On June 21, 2019, the Company amended the 2017 Loans (the “ Amendment ”), bifurcating the loans into two tranches:

Tranche A, in an amount of $ 49.0 million, representing the remaining principal amount of the 2017 Loans;

and Tranche B, in an amount of $ 8.6 million, representing the 2017 Loans prepayment penalty.

Tranche A was paid in full upon the execution of the Amendment.

Tranche B, consisting of two separate subordinated contract liability instruments of $ 4.3 million each, remained outstanding.

The Tranche B loans bore no interest, had no maturity date or prepayment schedule, and were subordinate to SVB & Hercules Loan (defined below) for any enforcement of a security interest or lien.

At the option of the lenders, the Tranche B loans were convertible into Series D convertible preferred stock at any time.

In addition, the Tranche B loans included conversion features conditioned on future rounds of preferred equity financing, and bridge financing.

The Tranche B loans were due and payable in full upon an Acceleration Event (as defined in the Tranche B loans) and included optional prepayment and conversion features contingent upon an additional debt issuance by the Company.

The Company elected to apply the fair value option to the outstanding Tranche B loans.

The loans were classified as a current liability and were measured at a fair value of $ 10.9 million at issuance.

Changes in fair value were subsequently recognized in the consolidated statements of operations and comprehensive loss.

In July 2021, the Company amended certain terms of the Tranche B loans and certain terms of the warrants issued to Venture to provide for, among other things, (i) an amendment to the definition of an initial public offering to include the acquisition of the Company by a SPAC, (ii) immediately prior to the consummation of an initial public offering, the automatic conversion of the outstanding principal under the notes into bridge financing securities and (iii) immediately prior to the consummation of an initial public offering, the automatic exchange of the warrants for shares of the Company securities.

The amended terms of the Venture Tranche B loans were not considered substantially different than the original terms of such loans.

As such, the Tranche B loans continued to be recognized at fair value pursuant to the fair value option.

In connection with the Business Combination (see Note 3), the Tranche B loans converted into 754,378 shares of the Company’s Class A common stock, therefore there were no loan amounts outstanding as of January 31, 2024 or 2023.

SVB & Hercules Loan

On June 21, 2019, the Company entered into a Credit Agreement with SVB and Hercules for a $ 50.0 million secured loan with an interest rate of 11.0 % per annum (the prime rate plus 5.5 %, minimum of 11.0 %), with a maturity date of June 21, 2022, or 91 days prior to the maturity date of the 2020 Convertible Notes, described below, if the outstanding 2020 Convertible Notes have not been converted into equity securities.

With the proceeds, the Company paid back its Venture Tranche A of the 2017 Loans, amounting to $ 49.0 million.

In connection with the loan, the Company issued warrants to the lenders and their affiliates for the purchase of 1,049,801 shares of the Company’s Class A common stock with an exercise price of $ 0.00001 per share, expiring in June 2029.

The loan required the Company to make interest-only payments through the maturity date of June 21, 2022.

The Company incurred $ 0.3 million of loan fees associated with its entry into the agreement and accrued $ 1.5 million of final loan fees payable upon maturity.

The proceeds of debt issuance were allocated between debt and the warrants based on their relative fair value.

The difference between debt proceeds and the amount of those proceeds allocated to debt gave rise to a debt discount of $ 4.2 million.

The discount amount due to the warrant of

$ 4.2 million along with the total loan fees of $ 1.8 million was being amortized as interest expense through maturity using the effective interest method.

On June 5, 2020, the Company obtained an additional $ 15.0 million secured loan from SVB and Hercules.

The loan bore an interest rate of 11.0 % per annum with a maturity date of June 21, 2022, or 91 days prior to the maturity date of the 2020 Convertible Notes, described below, if the outstanding 2020 Convertible Notes have not been converted into equity securities.

With the proceeds, the Company paid back $ 2.6 million, or 30.0 % of the face value of its Venture Tranche B loans.

In connection with the loan, the Company issued warrants to the lenders and their affiliates for the purchase 384,155 shares of Class A common stock of the Company with an expiration date of June 2030.

The proceeds of debt issuance were allocated between debt and the warrants based on their relative fair value.

The difference between debt proceeds and the amount of those proceeds allocated to debt gave rise to a debt discount of $ 1.6 million.

The discount amount due to the warrant of $ 1.6 million along with the total loan fees of $ 0.6 million was being amortized as interest expense through maturity using the effective interest method.

In connection with the Business Combination (see Note 3), the outstanding principal, accrued interest and repayment fees of $ 67.1 million relating to the credit agreement with SVB and Hercules was repaid.

As a result of the repayment, the Company recognized a debt extinguishment loss of $ 1.7 million during the fiscal year ended January 31, 2022.

There were no loan amounts outstanding as of January 31, 2024 or 2023.

During the fiscal year ended January 31, 2022, the Class A common stock warrants discussed above were exercised on a net-basis resulting in the issuance of 1,433,567 shares of Class A common stock.

2020 Convertible Notes

During the fiscal year ended January 31, 2021, the Company entered into a Convertible Note and Warrant Purchase Agreement with certain investors, pursuant to which it issued convertible promissory notes (the “ 2020 Convertible Notes ”).

The 2020 Convertible Notes bore interest at a rate of 6 % per annum, that compounded quarterly and had a June 22, 2022 maturity date.

The principal amount of the 2020 Convertible Notes issued is $ 71.1 million in the aggregate.

The Company issued warrants for the purchase of Series D convertible preferred stock, equal to 20 % of the original principal amount of the notes, with an exercise price of $ 9.3844 .

The warrants expire on the tenth anniversary of the date of issuance.

The number of shares of Series D convertible preferred stock issuable under the warrants is 1,515,799 in aggregate.

The 2020 Convertible Notes contained an automatic conversion features in the event of the closing of the Company’s next sale of preferred stock occurring on or prior to the 2020 Convertible Notes’ maturity date resulting in gross proceeds in excess of at least $ 75.0 million, (the “ Next Equity Financing ”), and an optional conversion feature upon an equity financing by the Company which does not constitute a Next Equity Financing (a “ Non-Qualified Financing Conversion ”).

The Company elected to apply the fair value option to the outstanding 2020 Convertible Notes.

As such, the 2020 Convertible Notes were recognized at fair value with changes in fair value recognized in the consolidated statements of operations and comprehensive loss.

In July 2021, the Company amended certain terms of its 2020 Convertible Notes to provide for, among other things, the automatic conversion of the outstanding principal and accrued interest under the notes into shares of common stock immediately prior to the Business Combination.

The amended terms of the 2020 Convertible Notes were not considered substantially different than the original terms of such notes.

As such, the 2020 Convertible Notes continued to be recognized at fair value pursuant to the fair value option.

In connection with the Business Combination (see Note 3), the 2020 Convertible Notes converted into 9,824,143 shares of the Company’s Class A Common Stock, therefore there were no 2020 Convertible Notes outstanding as of January 31, 2024 or 2023.

In connection with the Business Combination (see Note 3), 450,205 of the Series D convertible preferred stock warrants discussed above converted into warrants for Class A common stock and were exercised on a cashless basis, resulting in the issuance of 27,713 shares of Class A common stock.

The remaining 1,065,594 Series D convertible preferred stock warrants that were not exercised converted into warrants for Class A common stock shares and remained outstanding as of January 31, 2024 and 2023.

The following table presents the interest expense related to the contractual interest coupon, the amortization of debt issuance costs, the amortization of debt discounts and loss on extinguishment of debt:

(in thousands) 2024 2023 2022

Contractual interest coupon $ — $ — $ 6,137

Amortization of debt issuance costs — — 768

Amortization of debt discounts — — 1,867

Debt extinguishment loss

Total interest expense and extinguishment loss

$ — $ — $ 10,462

A summary of warrants that remain outstanding as of January 31, 2024 in connection with the above transactions is as follows:

Warrants to purchase Class A Common Stock 1,065,594 1,065,594 $ 9.3844 6.2

(11) Stockholders’ Equity

The Company’s restated certificate of incorporation (the “ Charter ”) authorizes the issuance of 631,500,000 shares, of which 570,000,000 shares are shares of Class A common stock, par value $ 0.0001 per share, 30,000,000 shares are shares of Class B common stock, par value $ 0.0001 per share, 30,000,000 shares are shares of Class C common stock, par $ 0.0001 per share and, 1,500,000 shares are shares of preferred stock, par value $ 0.0001 per share.

The consolidated statement of stockholders’ equity for the fiscal year ending January 31, 2024 includes 2,148,543 shares of the Company’s Class A common stock in “Other” to reflect legally outstanding shares issued in prior periods which are not considered outstanding for accounting purposes until vesting conditions are met.

The amount is comprised of 1,286,043 and 862,500 shares of the Company's Class A common stock related to early exercised stock options (see Note 16) and dMY Sponsor Earn-out Shares (see Note 3), respectively.

The impact of this share activity is not material to the current period or prior periods.

Class A Common Stock

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Holders of shares of the Company’s Class A common stock do not have subscription, redemption or conversion rights.

The consolidated statement of stockholders’ equity for the fiscal year ended January 31, 2024 includes 2,148,543 shares of the Company’s Class A common stock in “Other” to reflect legally outstanding shares issued in prior periods which are not considered outstanding for accounting purposes until vesting conditions are met.

The amount is comprised of 1,286,043 and 862,500 shares of the Company's Class A common stock related to early exercised stock options (see Note 14) and dMY Sponsor Earn-out Shares (see Note 14), respectively.

The impact of this share activity is not material to the fiscal year ended January 31, 2024 or prior periods.

Class B Common Stock

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The Company’s board of directors is authorized to issue shares of preferred stock from time to time in one or more series, each such series to have such terms as stated or expressed in the resolution or resolutions providing for the creation and issuance of such series.

In connection with the closing of the Business Combination on December 7, 2021, all Former Planet convertible preferred stock converted into Former Planet Class A common stock on a one -to-one basis, which shares were then converted into 131,252,627 shares of the Company’s Class A common stock at the exchange ratio of approximately 1.53184 , as calculated in accordance with the Merger Agreement.

As of January 31, 2025 and 2024, the Company had no preferred stock issued or outstanding.

(12) Public and Private Placement Warrants

As of January 31, 2024, the Company had 6,899,982 Public Warrants and 5,933,333 Private Placement Warrants, including 2,966,667 Private Placement Vesting Warrants, outstanding.

Public and Private Placement Warrants

As of January 31, 2025 and 2024, the Company had 6,899,982 Public Warrants and 5,933,333 Private Placement Warrants, including 2,966,667 Private Placement Vesting Warrants, outstanding.

The Public Warrants entitle the holder thereof to purchase one share of Class A common stock at a price of $ 11.50 per share, subject to adjustment.

26 unchanged sentences

Any right to Private Placement Vesting Warrants that remains unvested on the first business day after five years from the closing of the Business Combination will be forfeited without any further consideration.

Warrants to Purchase Class A Common Stock

In addition to the Public and Private Placement Warrants, there were 1,065,594 warrants to purchase shares of Class A common stock with a weighted average exercise price of $ 9.38 which were outstanding and exercisable as of January 31, 2025 and January 31, 2024.

As of January 31, 2025, the outstanding warrants have a weighted average remaining term of 5.2 years.

(13) Related Party Transactions

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In April 2022, the agreement automatically renewed for a period of one year and in April 2023, the agreement expired.

As of January 31, 2023, the deferred revenue balance associated with the content license agreement was $ 0.3 million.

For the fiscal years ended January 31, 2024, 2023 and 2022, the Company recognized revenue of $ 0.3 million, $ 11.9 million and $ 8.6 million, respectively, related to the content license agreement.

The deferred revenue balance associated with the content license agreement was immaterial as of January 31, 2024.

For the fiscal years ended January 31, 2024 and 2023, the Company recognized revenue of $ 0.3 million and $ 11.9 million, respectively, related to the content license agreement.

In July 2023, the Company and Google entered into a one year content license agreement pursuant to which the Company agreed to license content to Google and provide certain of its products and services in exchange for a $ 1.0 million fee.

The agreement also provides for the Company to receive up to $ 2.0 million in value of Google cloud credits that the Company can apply against the cost of Google cloud services it utilizes to fulfill its obligations under the agreement.

The Company determined that the Google cloud credits represent non-cash variable consideration which is included in the transaction price for the agreement, subject to the guidance on estimating variable consideration within ASC 606, Revenue from Contracts with Customers .

The agreement does not include extension or renewal terms.

The Company recognized $ 1.0 million revenue related to the content license agreement for the fiscal year ended January 31, 2024.

In August 2024, the content license agreement was amended to extend the term until November 2024 in exchange for a $ 0.3 million fee.

For the fiscal years ended January 31, 2025 and 2024, the Company recognized revenue of $ 0.3 million and $ 1.0 million, respectively, related to the content license agreement.

The Company purchases hosting and other services from Google, of which $ 10.6 million and $ 12.1 million is deferred as of January 31, 2025 and 2024, respectively.

The Company recorded hosting expense of $ 28.7 million, $ 23.9 million and $ 19.4 million during the fiscal years ended January 31, 2024, 2023 and 2022, respectively.

As of January 31, 2024 and 2023, the Company’s accounts payable and accrued liabilities balance included $ 2.5 million and $ 2.3 million, related to hosting and other services provided by Google, respectively.

The Company recorded $ 26.6 million of expense during the fiscal year ended January 31, 2025 relating to hosting and other services provided by Google, of which $ 23.9 million was classified as cost of revenue and $ 2.7 million was classified as research and development.

The Company recorded $ 28.7 million of expense during the fiscal year ended January 31, 2024 relating to hosting and other services provided by Google, of which $ 25.8 million was classified as cost of revenue and $ 2.9 million was classified as research and development.

The Company recorded $ 23.9 million of expense during the fiscal year ended January 31, 2023 relating to hosting and other services provided by Google, of which $ 21.5 million was classified as cost of revenue and $ 2.4 million was classified as research and development.

As of January 31, 2025 and 2024, the Company’s accrued and other current liabilities balance included $ 2.4 million and $ 2.5 million related to hosting and other services provided by Google, respectively.

On June 28, 2021, the Company amended the terms of its hosting agreement with Google.

The amendment, among other things, increases the aggregate purchase commitments to $ 193.0 million.

The amendment, among other things, increased the aggregate purchase commitments to $ 193.0 million.

The amended agreement commenced on August 1, 2021 and extends through January 31, 2028.

4 unchanged sentences

Prior to the Business Combination, the Company issued equity awards under the Planet Labs Inc.

Amended and Restated 2011 Stock Incentive Plan (previously named the Cosmogia Inc.

2011 Stock Incentive Plan) (the “ Legacy Incentive Plan ”).

Amended and Restated 2011 Stock Incentive Plan (the “ Legacy Incentive Plan ”).

The Legacy Incentive Plan provided for the granting of stock options and restricted stock units (“ RSUs” ) to employees and consultants of the Company or any of its parent, subsidiaries or affiliate entities.

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Options granted generally vest over four years .

The Legacy Incentive

Plan was terminated in connection with the completion of the Business Combination.

The Legacy Incentive Plan was terminated in connection with the completion of the Business Combination.

No further awards will be granted under the Legacy Incentive Plan.

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however, ISOs may only be granted to employees of the Company or any of its parent or subsidiaries.

The Incentive Plan allows for the grant of awards in the form of:

The Incentive Plan allows for the

grant of awards in the form of:

(iii) stock appreciation rights (“ SARs ”);

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Exercised ( 6,449,365 ) 2.28

( 6,199,287 ) 4.61

Granted 12,189,367 9.09

Forfeited ( 1,736,412 ) 4.75

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22,097,944 $ 5.29 4.8 $ 37,902

(1) Includes 1,838,207 shares of Class A common stock issued upon the early exercise of unvested stock options that are subject to repurchase as described further below.

The intrinsic value of options exercised during the fiscal years ended January 31, 2025, 2024 and 2023 was $ 2.7 million, $ 4.1 million and $ 20.7 million, respectively.

15 unchanged sentences

23,155,090 22,097,944

26,956,953 23,281,405

The weighted-average grant date fair value of options granted during the fiscal year ended January 31, 2022 was $ 3.79 per share.

As of January 31, 2025, total unrecognized compensation cost related to stock options was $ 4.6 million.

These costs are expected to be recognized over a period of approximately 1.5 years.

The fair value of the employee stock options granted during the fiscal year ended January 31, 2022 was estimated using the following assumptions:

January 31, 2022

Weighted-average expected term (years) 2.62 - 7.32

Expected volatility 42.45 % - 48.39 %

Risk-free interest rate 0.37 % - 1.23 %

Dividend yield 0.00 %

The expected term of stock options represents the weighted-average period the stock options are expected to remain outstanding.

The Company used the simplified method to determine its expected term because it does not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior.

No stock options have been granted after the Business Combination.

As the Company was privately held before the Business Combination, and there had been no public market for its common stock during that time, the expected volatility was based on the average historical stock price volatility of comparable publicly-traded companies in its industry peer group.

The risk-free rate assumption is based on the U.S.

Treasury instruments whose term was consistent with the expected term of the Company’s stock options.

The expected dividend assumption is based on the Company’s history and expectation of dividend payouts.

These costs are expected to be recognized over a weighted average remaining period of approximately 1.0 year.

Restricted Stock Units

A summary of RSU activity is as follows:

Balances at February 1, 2021 1,662,999 $ 3.98

Balances at January 31, 2022 5,439,736 $ 9.42

Vested ( 3,267,382 ) 7.08

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RSUs generally vest over four years , subject to the recipient’s continued service through each applicable vesting date.

RSUs granted in periods prior to the Business Combination were subject to both time-based service and liquidity event vesting requirements.

The liquidity event requirement was met upon the closing of the Business Combination on December 7, 2021 and the Company commenced recognition of stock-based compensation expense for these RSUs on such date.

Stock-based compensation expense recognized for RSUs during the fiscal years ended January 31, 2025, 2024 and 2023 was $ 40.8 million, $ 39.2 million and $ 33.7 million, respectively.

As of January 31, 2025, total unrecognized compensation cost related to RSUs was $ 88.4 million.

These costs are expected to be recognized over a period of approximately 2.8 years.

These costs are expected to be recognized over a weighted average remaining period of approximately 2.6 years.

Performance Vesting Restricted Stock Units

On April 24, 2023, the Company granted 265,825 performance vesting restricted stock units (“PSUs”) to certain members of the Company’s senior management.

During the fiscal year ended January 31, 2025, the Company granted 348,222 performance vesting restricted stock units (“PSUs”) to certain members of the Company’s senior management.

A portion of the PSUs are subject to vesting requirements related to the achievement of certain revenue and adjusted EBITDA targets for the first half of the fiscal year ended January 31, 2025 and the remaining portion is subject to vesting requirements related to the achievement of certain revenue and adjusted EBITDA targets for the entire fiscal year ended January 31, 2025.

Vesting is also subject to continued service through the applicable vesting dates, and the actual number of PSUs that may vest ranges from 0 % to 125 % of the PSUs granted based on achievement of the targets.

Stock-based compensation expense recognized for PSUs during the fiscal year ended January 31, 2024 was $ 0.9 million.

Stock-based compensation expense recognized for PSUs during the fiscal years ended January 31, 2025 and 2024 was $ 1.0 million and $ 0.9 million, respectively.

As of January 31, 2025, total unrecognized compensation cost related to PSUs was $ 0.1 million, which is expected to be recognized over a period of approximately 0.2 years.

Employee Stock Purchase Program

Beginning in April 2024, the Company's eligible employees were able to begin participating in the Company's Employee Stock Purchase Program (“ESPP”).

The ESPP allows eligible participants to contribute up to 10 % of their eligible compensation towards the purchase of Class A common stock at a discounted price, subject to certain limitations.

The purchase price of the shares on each purchase date is equal to 85 % of the lower of the fair market value of Class A common stock on the first and last trading days of each offering period.

The offerings under the ESPP are currently designed to be intended to qualify under Section 423 of the Internal Revenue Code.

The Company estimates the fair value of each purchase right under the ESPP on the date of grant using the Black-Scholes valuation model and uses the straight-line attribution approach to record the expense over the six-month offering period.

Stock-based compensation expense recognized related to ESPP during the fiscal year ended January 31, 2025 was $ 0.7 million.

As of January 31, 2025, total unrecognized compensation cost related to ESPP was $ 0.2 million.

These costs are expected to be recognized over a period of approximately 0.2 years.

Early Exercises of Stock Options

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As of January 31, 2025 and 2024, there were 2,922,188 and 3,608,445 Earn-out Shares outstanding relating to Former Planet equity award holders, respectively.

During the fiscal years ended January 31, 2024, 2023 and 2022, the Company recognized $ 4.2 million, $ 24.5 million and $ 4.5 million of stock-based compensation expense related to the Earn-out Shares, respectively.

During the fiscal years ended January 31, 2024 and 2023, the Company recognized $ 4.2 million and $ 24.5 million of stock-based compensation expense related to the Earn-out Shares, respectively.

As of January 31, 2024, there was no remaining unrecognized compensation cost related to the Earn-out Shares.

Other Stock-based Compensation

In connection with an acquisition of a business in the fiscal year ended January 31, 2022, t he Company issued 543,391 shares of Class A common stock to an employee and former owner which are accounted for as stock-based compensation because the shares are subject to forfeiture based on post-acquisition time-based service vesting.

In connection with the acquisition of VanderSat B.V.

(“VanderSat”) on December 13, 2021, t he Company issued 543,391 shares of Class A common stock to an employee and former owner of VanderSat which are accounted for as stock-based compensation because the shares were subject to forfeiture based on post-acquisition time-based service vesting.

The shares vested in quarterly increments over two years commencing on December 13, 2021.

The fair value was determined to be $ 9.47 per share based on the quoted closing price of the Company’s Class A common stock on the date of the acquisition.

During the fiscal years ended January 31, 2024, 2023 and 2022, the Company recognized $ 2.2 million, $ 2.6 million and $ 0.3 million of stock-based compensation expense related to these shares, respectively.

As of January 31, 2024, there was no unrecognized compensation cost related to these shares.

During the fiscal years ended January 31, 2024 and 2023, the Company recognized $ 2.2 million and $ 2.6 million of stock-based compensation expense related to these shares, respectively.

(15) Income Taxes

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Capitalized research expenses 67,048 48,527 24,152

Deferred revenue 734 1,599 3,909

Property and Equipment 19,214 11,759 10,086

Excess interest expense 1,542 3,776 8,742

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(16) Net Loss Per Share Attributable to Common Stockholders

Net loss per share calculations for periods prior to the Business Combination have been retrospectively adjusted for the equivalent number of shares outstanding immediately after the Business Combination to effect the reverse recapitalization.

The Company computes net loss per share of the Class A common stock and Class B common stock using the two-class method required for participating securities.

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Restricted Stock Units 32,609,227 26,718,766 16,972,601

Performance vesting Restricted Stock Units 260,597 — —

Shares committed under ESPP 362,603 — —

Earn-out Shares 24,381,198 25,067,455 25,771,862

5 unchanged sentences

96,081,584 94,423,683 92,786,082

(17) Segment and Geographic Information

The Company has determined that it operates in one operating and reportable segment as the CODM reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance.

The CODM uses consolidated net loss, as reported on our Consolidated Statements of Operations, in evaluating performance of the Company’s single segment and determining how to allocate resources of the Company as a whole.

Financial information for the Company’s reportable segment was as follows:

Year Ended January 31,

(in thousands) 2025 2024 2023

Revenue $ 244,352 $ 220,696 $ 191,256

Significant and other segment expenses

Cost of revenue (1)

63,696 62,435 54,398

Research and development (1)

73,883 83,377 76,801

Sales and marketing (1)

63,852 73,167 63,664

General and administrative (1)

53,548 57,001 53,194

Depreciation and amortization 45,637 47,639 43,330

Stock-based compensation 48,485 57,132 75,544

Restructuring costs (2)

10,574 7,376 —

Employee transaction bonuses in connection with the

Sinergise business combination (3)

Certain litigation expenses (4)

Other segment items (5)

7,074 ( 29,239 ) ( 13,709 )

Consolidated net loss ( 123,196 ) ( 140,509 ) ( 161,966 )

(1) Exclusive of the following items shown separately;

Depreciation and amortization, stock-based compensation, restructuring costs, employee transaction bonuses in connection with the Sinergise business combination and certain litigation expenses.

(2) Exclusive of stock based compensation shown separately.

Refer to Note 7 “ Restructuring ”.

(3) Refer to Note 5 “ Acquisitions ”.

(4) Expenses relating to the Delaware class action lawsuit.

Refer to Note 10 “ Commitments and Contingencies ”.

(5) Includes interest income, change in fair value of warrant liabilities, other income (expense), net and provision for income taxes.

Refer to the Consolidated Statements of Operations.

Capital expenditures, which consists of purchases of property and equipment and capitalized internal-use software costs, for the fiscal years ended January 31, 2025, 2024, and 2023 was $ 49.6 million, $ 42.4 million, and $ 12.8 million, respectively.

The Company’s long-lived assets by geographic region are as follows:

(in thousands) 2025 2024

United States $ 116,042 $ 107,070

Rest of world 5,707 6,359

Total property and equipment, net $ 121,749 $ 113,429

The Company concluded that satellites in service continue to be owned by the U.S.

entity and accordingly are classified as U.S.

assets in the table above.

No single country other than the U.S.

accounted for more than 10% of total property and equipment, net, as of January 31, 2025 and 2024.

(18) Defined Contribution Plan

6 unchanged sentences

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