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NTNX on Nasdaq

Nutanix

Logo: Nutanix, Inc., Public domain, via Wikimedia Commons5

American enterprise virtualization and storage company

Nutanix, Inc. is an American cloud computing company that develops software for datacenters and hybrid multi-cloud deployments. It is based in San Jose, California.3 It was founded by Dheeraj Pandey and Mohit Aron.1 Its shares trade on Nasdaq under the symbol NTNX.1 Wikipedia text CC BY-SA 4.0

Price unavailable

Last updated Oct 21, 2026.

Overview

$2.9BRevenue, fiscal 20266
$1.5BNet income, fiscal 20266
2009Founded1

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  • TickerNTNX on Nasdaq1
  • IndustryHyper-converged infrastructure1
  • HeadquartersSan Jose1
  • Websitewww.nutanix.com
  • Legal formDelaware corporation1
  • Incorporated inDE7
  • Business address1740 Technology Drive, Suite 150, San Jose, Ca 951107
  • Filer categoryLarge accelerated filer7
  • LEI549300X7J6E8TKVIXW094
  • StatusActive4
  • LEI statusIssued and current4
  • Registered address251 Little Falls Drive, 19808 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 47337494

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Nutanix, Inc. is an American cloud computing company that develops software for datacenters and hybrid multi-cloud deployments. It is based in San Jose, California.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2026

86.8%Gross margin6
9.6%Operating margin6
52.8%Net margin6
12.4%Revenue growth, 20266
214.5%Return on equity6
$840.7MFree cash flow6

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Subscriptionand Circulation Software Termbased Licenses brought in 50% of the revenue Nutanix broke down this way in fiscal 2026.

  1. Subscriptionand Circulation Software Termbased Licenses$1.4B650%up 11% from 2025
  2. Subscriptionand Circulation Software Entitlementand Support Subscription$1.3B646%up 14% from 2025
  3. Professional Services$141.3M65%up 11% from 2025
Products and services by year
Products and services202420252026
Subscriptionand Circulation Software Termbased Licenses$987.8M$1.3B$1.4B
Subscriptionand Circulation Software Entitlementand Support Subscription$1.0B$1.1B$1.3B
Professional Services$132.0M$127.2M$141.3M

Regions

United States brought in 54% of the revenue Nutanix broke down this way in fiscal 2026.

  1. United States$1.5B654%up 9% from 2025
  2. EMEA$831.4M629%up 21% from 2025
  3. Asia Pacific$417.8M615%up 6% from 2025
  4. Other Americas$73.9M63%up 47% from 2025
Regions by year
Regions202420252026
United States$1.2B$1.4B$1.5B
EMEA$563.3M$685.6M$831.4M
Asia Pacific$349.0M$392.7M$417.8M
Other Americas$47.4M$50.2M$73.9M

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue10¢$376.7M
  • Research and development21¢$790.9M
  • Income tax31¢$1.2B
  • Profit39¢$1.5B

Out of $2.9B in revenue.6

Where each dollar of operating cash went, fiscal 2026

  • Capital spending8¢$76.0M
  • Share buybacks53¢$483.5M
  • Kept or used elsewhere39¢$357.1M

Out of $916.7M of cash from operations.6

Financial statements

Revenue10111213146$2.9B in 2026+131% since 2019
0$1.0B$2.0B$3.0B2019: $1.2B$1.2B20192020: $1.3B$1.3B2020+6%2021: $1.4B$1.4B2021+7%2022: $1.6B$1.6B2022+13%2023: $1.9B$1.9B2023+18%2024: $2.1B$2.1B2024+15%2025: $2.5B$2.5B2025+18%2026: $2.9B$2.9B2026+12%
Gross profit10111213146$2.5B in 2026+166% since 2019
0$1.0B$2.0B$3.0B2019: $932.0M$932.0M20192020: $1.0B$1.0B2020+10%2021: $1.1B$1.1B2021+8%2022: $1.3B$1.3B2022+14%2023: $1.5B$1.5B2023+22%2024: $1.8B$1.8B2024+19%2025: $2.2B$2.2B2025+21%2026: $2.5B$2.5B2026+12%
Operating income10111213146$274.0M in 2026
-$1.0B-$500.0M0$500.0M2019: -$598.0M-$598.0M20192020: -$828.9M-$828.9M2020+39%2021: -$662.1M-$662.1M2021−20%2022: -$458.9M-$458.9M2022−31%2023: -$207.2M-$207.2M2023−55%2024: $7.6M$7.6M20242025: $172.5M$172.5M2025+2181%2026: $274.0M$274.0M2026+59%
Net income101112136$1.5B in 2026
-$2.0B-$1.0B0$1.0B$2.0B2019: -$621.2M-$621.2M20192020: -$872.9M-$872.9M2020+41%2021: -$1.0B-$1.0B2021+19%2022: -$798.9M-$798.9M2022−23%2023: $1.5B$1.5B20232024: -$124.8M-$124.8M20242025: $188.4M$188.4M20252026: $1.5B$1.5B2026+700%

Every line of the income statement as filed: the last 4 fiscal years, latest first.6

Period ending2026-07-312025-07-312024-07-312023-07-31
Total revenue$2.9B$2.5B$2.1B
Total cost of revenue$376.7M$334.8M$324.1M
Gross profit$2.5B$2.2B$1.8B
Sales and marketing$1.2B$1.1B$977.3M
Research and development$790.9M$736.8M$639.0M
General and administrative$261.7M$237.3M$200.9M
Total operating expenses$2.2B$2.0B$1.8B
Income from operations$274.0M$172.5M$7.6M
Other (expense) income, net$53.1M$39.1M-$108.9M
(Loss) income before provision for (benefit from) income taxes$327.1M$211.6M-$101.3M
Provision for (benefit from) income taxes-$1.2B$23.3M$23.5M
Net (loss) income$1.5B$188.4M-$124.8M$1.5B
Net (loss) income per share attributable to Class A common stockholders, basic$5.61$0.70-$0.51
Net (loss) income per share attributable to Class A common stockholders, diluted$5.17$0.65-$0.51
Weighted average shares used in computing net (loss) income per share attributable to Class A common stockholders, basic268.7K shares267.5K shares244.7K shares
Weighted average shares used in computing net (loss) income per share attributable to Class A common stockholders, diluted292.2K shares294.1K shares244.7K shares

Compare Nutanix with another company

Corporate structure

Nutanix sits at the top of its group. 4 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Nutanix

  • Nutanix Wilmington, Delaware, United States
    • PernixData Subsidiary · San Jose
    • Nutanix Netherlands B.V. Subsidiary · Netherlands
    • Nutanix Technologies India Private Limited Subsidiary · India

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; subsidiaries, stakes and holdings from Wikidata (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Nutanix reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$632.0M6 Jul 31, 2026$611.3M6 Jul 31, 2025+3.4%
Accumulated depreciation$497.1M6 Jul 31, 2026$468.4M6 Jul 31, 2025+6.1%
Property and equipment, net$134.9M6 Jul 31, 2026$142.8M6 Jul 31, 2025−5.6%
Finance-lease assets$2.4M6 Jul 31, 2026$5.5M6 Jul 31, 2025−56.0%
Operating-lease assets (leased space)$164.4M6 Jul 31, 2026$134.5M6 Jul 31, 2025+22.2%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$777.3M6 Jul 31, 2026$769.5M6 Jul 31, 2025+1.0%
Marketable securities, current$1.6B6 Jul 31, 2026$1.2B6 Jul 31, 2025+29.5%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$185.2M6 Jul 31, 2026$185.2M6 Jul 31, 20250%
Intangible assets, net (excluding goodwill)$1.8M6 Jul 31, 2026$2.6M6 Jul 31, 2025−29.8%
Finite-lived intangibles, gross$95.3M6 Jul 31, 2026$95.3M6 Jul 31, 20250%
Accumulated amortization$93.4M6 Jul 31, 2026$92.7M6 Jul 31, 2025+0.8%
Finite-lived intangibles, net$1.8M6 Jul 31, 2025$5.2M13 Jul 31, 2023−64.4%

Properties, in its own words

Our corporate headquarters are located in San Jose, California where, under lease agreements that expire through August 2030, we currently lease approximately 230,000 square feet of space. We also maintain offices in North America, Europe, Asia Pacific, the Middle East, Latin America, and Africa. We lease all of our facilities and do not own any real property. We believe that our facilities are adequate to meet our needs for the immediate future and that, should it be needed, we would lease suitable additional space to accommodate our operations.

Item 2 of the 10-K filed Sep 18, 2026.18

Stakes and holdings (Wikidata)

Things Wikidata records the company as owning, with the share when stated.1

The story

Founded by Dheeraj Pandey and Mohit Aron in 2009.1

Nutanix was founded on September 23, 2009, by Dheeraj Pandey, Mohit Aron and Ajeet Singh. In early 2013 Aron left Nutanix to start Cohesity, a privately held computer data storage company.

Venture capital firms invested $312.2 million over five rounds of funding in Nutanix. The company reached a $1 billion valuation by 2013, which made it known as a "unicorn startup". It raised $140 million in a Series E round of financing in 2014, valuing the company at approximately $2 billion. Nutanix's backers included Lightspeed Venture Partners, Khosla Ventures, and Blumberg Capital.

Nutanix filed for an initial public offering (IPO) in December 2015, reporting a net loss in its fiscal year ending July 2015 of $126 million. In August 2016, Nutanix announced it had acquired PernixData.

The IPO on September 30, 2016, raised about $230 million after selling 14.87 million shares at a price of $16. This was the biggest VC-backed IPO of 2016 in the U.S. Analysts expected Nutanix's public offering would be delayed.

In May 2017, Nutanix partnered with IBM to create a series of datacenter hardware appliances using IBM Power Systems for business apps.

In March 2018, Nutanix announced the acquisition of Minjar, based in Bangalore and Netsil, a San Francisco-based cloud application monitoring startup. Later the same year, Nutanix acquired the DaaS startup Frame.

On March 28, 2018, Nutanix partnered with HYCU to develop data protection software built for hyper-converged infrastructure environments.

On June 1, 2019, Nutanix appointed Brian Stevens to its board of directors. In March 2020, Sohaib Abbasi joined the company's board of directors.

Read the full text

Due to the COVID-19 pandemic, Nutanix announced a furlough impacting about 1,500 employees in April 2020. In June 2020, Nutanix added Virginia Gambale to its board of directors. In December, 2020, Pandey was replaced as Chief Executive by Rajiv Ramaswami, who had been the Chief Operating Officer at VMware. VMware filed a lawsuit, alleging a conflict of interest, but dropped the legal fight a year later.

In 2021, the company transitioned from making hardware appliances to focusing on subscription software.

In 2022, MinIO alleged that Nutanix had been violating MinIO's free software license, and had done so for three years; with negotiations over the matter leading to no resolution, MinIO reported having revoked Nutanix's license. According to Adam Armstrong, writing for TechTarget.com, Nutanix "initially... deny[ied] any wrongdoing" but "walked that position back a week later", acknowledging it had "'discovered some inadvertent omissions in Nutanix Objects' open source attribution and notices required under the Apache 2.0 license,' and apologized for the oversight".

From Wikipedia’s article on Nutanix, shared under CC BY-SA 4.0.8

Leadership

Who has led Nutanix, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Dheeraj Pandey2009–2020
  2. Rajiv Ramaswami2020–now

Chair

  1. Dheeraj Pandey2016–2020

President

  1. Sudheesh Nair Vadakkedath2016–2018
  2. Rajiv Ramaswami2020–2025
  3. Tarkan Maner2025–now

Chief financial officer

  1. Duston Williams2016–2022
  2. Rukmini Sivaraman2022–now

Chief operating officer

  1. David Sangster2019–2024
2010201520202025
Board members and other officers (24)

Subsidiaries and ownership

Also owns

Subsidiaries (Exhibit 21)

  • Nutanix Netherlands B.V. Netherlands9
  • Nutanix Technologies India Private Limited India9

From Wikidata.1 The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Acquisitions

  1. Aug 2016Acquired PernixData1

Timeline

  1. Oct 7, 20268-K Executive or director change51
  2. Sep 24, 20268-K Executive or director change52
  3. Aug 26, 20268-K Results of operations53
  4. Aug 4, 20268-K Exit or restructuring costs54
  5. May 27, 20268-K Results of operations55
  6. May 5, 20268-K Unregistered sale of shares56
  7. Apr 7, 20268-K Regulation FD disclosure57
  8. Mar 26, 20268-K Bylaws or fiscal year changed58
  9. Feb 25, 20268-K Results of operations; Unregistered sale of shares; Regulation FD disclosure59
  10. Dec 22, 20258-K Executive or director change60
  11. Dec 17, 20258-K Other events61
  12. Dec 15, 20258-K Executive or director change; Shareholder vote62
  13. Dec 10, 2020New chief executive Rajiv Ramaswami becomes CEO19
  14. Sep 30, 2016Went public Listed on NASDAQ1
  15. 2009New chief executive Dheeraj Pandey becomes CEO1
  16. 2009Founded Founded1

Calendar

Coming up

  1. Nov 24, 2026Reports results for the quarter ending Oct/2026 A year earlier it reported $0.23 a share, on Nov 25, 2025.63

When it reported results

  1. Aug 26, 2026Reported quarterly or annual results53
  2. May 27, 2026Reported quarterly or annual results55
  3. Feb 25, 2026Reported quarterly or annual results59
  4. Nov 25, 2025Reported quarterly or annual results64
  5. Aug 27, 2025Reported quarterly or annual results65
  6. May 28, 2025Reported quarterly or annual results66
  7. Feb 26, 2025Reported quarterly or annual results67
  8. Nov 26, 2024Reported quarterly or annual results68

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

415 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 60 major events, 214 insider forms, 25 large holders, 95 other. The latest 20:

  1. Oct 13, 2026144 EDGAR
  2. Oct 13, 20264 EDGAR
  3. Oct 9, 2026144 EDGAR
  4. Oct 9, 20264 EDGAR
  5. Oct 8, 20264 EDGAR
  6. Oct 7, 2026144 EDGAR
  7. Oct 7, 20268-K EDGAR
  8. Oct 6, 2026144 EDGAR
  9. Sep 25, 20264 EDGAR
  10. Sep 24, 2026144 EDGAR
  11. Sep 24, 20268-K EDGAR
  12. Sep 18, 202610-K EDGAR
  13. Sep 17, 2026144 EDGAR
  14. Sep 17, 20264 EDGAR
  15. Sep 17, 20264 EDGAR
  16. Sep 17, 20264 EDGAR
  17. Sep 17, 20264 EDGAR
  18. Aug 26, 20264 EDGAR
  19. Aug 26, 20264 EDGAR
  20. Aug 26, 20264 EDGAR

The 415 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

88 open-market trades by officers, directors and large owners since October 2021: 0 buys and 88 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 24, 2026Maner TarkanPresident and CCOSale69,778$68.23$4.8MForm 4
Sep 17, 2026Sivaraman RukminiChief Financial OfficerSale38,139$70.00$2.7MForm 4
Jun 1, 2026Maner TarkanPresident and CCOSale30,606$55.29$1.7MForm 4
May 29, 2026Maner TarkanPresident and CCOSale18,653$52.24$974.4KForm 4
Oct 2, 2025RAMASWAMI RAJIVChief Executive OfficerSale144,707$76.43$11.1MForm 4
Oct 2, 2025Sheppard Teresa GayleDirectorSale3,500$76.48$267.7KForm 4
Sep 30, 2025Martin BrianChief Legal OfficerSale10,241$76.53$783.7KForm 4
Sep 16, 2025Sivaraman RukminiChief Financial OfficerSale11,391$78.34$892.4KForm 4
Jun 26, 2025RAMASWAMI RAJIVChief Executive OfficerSale1,925$75.00$144.4KForm 4
Jun 16, 2025Sivaraman RukminiChief Financial OfficerSale2,100$72.73$152.7KForm 4
Jun 5, 2025Gambale VirginiaDirectorSale7,000$78.00$546.0KForm 4
Jun 5, 2025de Groen Max PieterDirectorSale5,480,467$76.81$421.0MForm 4
May 30, 2025GOMO STEVEN JDirectorSale15,000$75.10$1.1MForm 4
May 13, 2025RAMASWAMI RAJIVChief Executive OfficerSale61,057$79.00$4.8MForm 4
Mar 24, 2025RAMASWAMI RAJIVChief Executive OfficerSale7,740$75.00$580.5KForm 4
Mar 17, 2025Sivaraman RukminiChief Financial OfficerSale2,521$70.09$176.7KForm 4
Mar 4, 2025Humphrey DavidDirectorSale5,500,000$74.51$409.8MForm 4
Mar 4, 2025de Groen Max PieterDirectorSale5,500,000$74.51$409.8MForm 4
Feb 28, 2025GOMO STEVEN JDirectorSale7,000$76.16$533.1KForm 4
Feb 4, 2025RAMASWAMI RAJIVChief Executive OfficerSale95,852$70.00$6.7MForm 4

All 88 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Rajiv Ramaswami59$800.0K$22.6M79
2025Rukmini Sivaraman44$518.6K$8.4M79
2025Brian Martin63$475.0K$5.1M79
2025David Sangster$135.2K79
2024President and CEO$800.0K$51.1M79
2024Chief Financial Officer$474.4K$6.7M79
2024Former Chief Operating Officer$475.0K$4.7M79
2024Chief Legal Officer$54.8K$2.8M79
2023President and CEO$800.0K$14.8M79
2023Former Chief Operating Officer$475.0K$5.7M79
2023Chief Financial Officer$449.4K$5.6M79

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Fmr LLC39,607,144$2.0B0.1%−228,874
BlackRock, Inc.27,768,774$1.4B0.0%+458,701
Aqr Capital Management LLC17,778,710$901.2M0.3%+2,624,196
Vanguard Portfolio Management LLC13,400,084$682.9M0.0%−609,141
Vanguard Capital Management LLC11,524,693$587.3M0.0%−555,632
Goldman Sachs Group Inc9,545,567$486.4M0.1%+5,094,148
State Street Corp8,201,648$418.0M0.0%+102,029
Generation Investment Management Llp6,709,160$341.9M3.3%−794,661
Assenagon Asset Management S.A.6,524,462$332.5M0.2%+6,324,961
Bank of New York Mellon Corp5,687,665$289.8M0.0%+3,792,304
Jericho Capital Asset Management L.P.5,668,014$288.8M2.4%+1,747,518
Bain Capital Investors LLC5,355,285$272.9M5.7%No change
Geode Capital Management, LLC5,282,306$269.3M0.0%−134,942
FIL Ltd5,187,234$264.3M0.2%−4,368
Advanced Micro Devices Inc4,136,789$210.8M16.1%New
Norges Bank4,067,109$207.3M0.0%New
Nordea Investment Management Ab3,520,879$179.1M0.1%+196,146
Primecap Management Co/ca/2,917,643$148.7M0.1%+90,930
First Trust Advisors LP2,881,648$146.8M0.1%−368,275
Renaissance Technologies LLC2,258,696$115.1M0.2%−466,300
Northern Trust Corp2,185,968$111.4M0.0%+10,973
Bank Of America Corp /de/2,151,091$109.6M0.0%+706,411
Morgan Stanley2,043,561$104.1M0.0%+90,436
Champlain Investment Partners, LLC2,034,277$103.7M2.7%−1,975,878
Jacobs Levy Equity Management, Inc1,962,593$100.0M0.4%−117,194

13F reports cover disclosed long positions in U.S. stocks only.

Members of Congress who traded it

3 trades disclosed by members of Congress. “Vs S&P since” is the stock’s change since the trade minus the S&P 500’s.

DateMemberTradeAmountVs S&P sinceFiling
Jan 13, 2025Robert P. Bresnahan, Jr.Republican, HouseSale$1,001 - $15,000+21.0%Report
Apr 10, 2023Daniel S. GoldmanDemocratic, HouseSale$1,001 - $15,000−88.1%Report
Jun 24, 2019Donna Shalala, HouseSale$1,001 - $15,000−9.0%Report

Members report amounts as ranges, not exact figures. Returns are price-only (no dividends).

SEC filer profile

How Nutanix is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARNutanix, Inc.2
  • CIK0001618732
  • Employer ID (EIN)27-098976718
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company18
  • Incorporated inDelaware18
  • Fiscal year endsJuly 312
  • Industry code (SIC)7372 Services-Prepackaged Software2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address1740 Technology Drive, Suite 150, San Jose, CA 951102
  • Phone408-216-83602
  • Shares outstanding270,570,179 shares as of Aug 31, 202618
  • Public float$10.4B as of Jan 31, 202618
  • AuditorDELOITTE & TOUCHE LLP, San Jose, California PCAOB ID 34; it also attests to the company’s internal control over financial reporting18
  • On EDGAR sinceSep 9, 20142
  • Filings1,032 in all: 4 (594), 8-K (109), 144 (57), SC 13G/A (52), 3 (40), 10-Q (30), SC 13G (21), S-8 (11)2
    All 44 form types

    10-K (10), CT ORDER (10), DEFA14A (10), DEF 14A (9), UPLOAD (9), CORRESP (8), SD (8), S-1/A (6), SCHEDULE 13G/A (5), 144/A (4), 8-K/A (4), ARS (3), D (3), SCHEDULE 13G (3), 4/A (2), DRS/A (2), PRE 14A (2), S-3ASR (2), 10-K/A (1), 10-Q/A (1), 3/A (1), 424B4 (1), 5 (1), 8-A12B (1), CERTNAS (1), DRS (1), DRSLTR (1), EFFECT (1), FWP (1), NT 10-Q (1), RW (1), S-1 (1), S-1MEF (1), S-3 (1), SC 13D (1), SCHEDULE 13D/A (1)

  • Latest filingsAnnual report (10-K) Sep 18, 2026
    Quarterly report (10-Q) May 29, 2026
    Proxy statement (DEF 14A) Oct 22, 2025
    Latest 8-K (8-K) Oct 7, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, $0.000025 par value per shareNTNXNasdaq Global Select Market

From the cover page of the 10-K filed Sep 18, 2026 (Section 12(b) of the Exchange Act).18

Risk factors and legal proceedings

The risks Nutanix names in Item 1A of its 10-K filed Sep 18, 2026: 51 risks under these headings, as written.18

  • Risks Related to Our Business and Industry
  • Risks Related to Cybersecurity and Intellectual Property
  • Risks Related to Employee Matters
  • Risks Related to Financial, Accounting, Regulatory, Tax, and Other Legal Matters
  • Risks Related to Our Convertible Senior Notes and Revolving Credit Facility
  • Risks Related to Ownership of our Securities
  • General Risks
  • Adverse or uncertain macroeconomic or geopolitical conditions or reduced IT spending by our end customers may adversely impact our business, revenues and profitability.
  • The enterprise IT market is rapidly changing and expanding, and we expect competition to continue to intensify in the future from both established competitors and new market entrants.
  • If we fail to anticipate and respond to rapidly evolving technologies, customer requirements and spending priorities, including developments in public cloud, cloud-native and AI technologies, demand for our solutions and our competitive position could be adversely affected.
  • We may not be able to capitalize on opportunities resulting from Broadcom’s changes to VMware's products, pricing, licensing, business practices and broader ecosystem.
  • Our focus on larger enterprise customers and transactions may result in longer and less predictable sales cycles, greater costs and pricing pressure, and increased variability in our operating results.
The other 46 risks
  • Our sales of offerings that support external storage may negatively impact sales of our core HCI offering and alter customer purchasing behavior, which could negatively impact our results of operations.
  • If we do not effectively manage our operations, resources and investments as our business and product portfolio evolve, we may not achieve our strategic objectives.
  • If other IT vendors do not cooperate with us to ensure that our solutions interoperate with their products, including by providing us with early access to their new products or information about their new products, our product development efforts may be delayed or impaired, our solutions could become less attractive to end customers and our business, operating results and prospects may be adversely affected.
  • Our continued investment in and integration of our AI technologies and capabilities exposes us to operational, legal, and security risks, which, if realized, could adversely impact our business.
  • Because our business depends on manufacturers of hardware and physical components, including our OEM partners, to timely and cost-effectively produce and ship the hardware platforms on which our software runs, we are susceptible to supply chain disruptions, delays, quality events, and pricing fluctuations, which have adversely affected, and could further adversely affect, our business.
  • We may not be able to sustain profitability on a GAAP or non-GAAP basis.
  • Our growth depends on our existing end customers renewing or upgrading their subscriptions and support and maintenance agreements and making additional purchases of software licenses and software upgrades, and the failure of our end customers to do so could harm our business and operating results.
  • We rely primarily on indirect sales channels for the distribution of our solutions, and disruption within these channels or underperformance by our channel partners could adversely affect our business, operating results and cash flows.
  • Our operating results and key financial and performance metrics may fluctuate significantly, which could make our future results difficult to predict and could cause our operating results to fall below expectations.
  • Because a significant portion of our revenue is recognized ratably over the term of the contractual service period, downturns or upturns in sales are not immediately reflected in full in our results of operations.
  • Our gross and operating margins are impacted by a variety of factors and may be subject to variation from period to period.
  • Our ability to sell our solutions is dependent in part on ease of use and the quality of our technical support, and any failure to offer high-quality technical support would harm our business, operating results and financial condition.
  • Our solutions are highly technical and may contain undetected defects, which could cause data unavailability, unauthorized access, disclosure, or loss of customer data, or corruption that might, in turn, result in liability to our end customers and harm to our reputation, brand and business.
  • Our business depends, in part, on sales to government organizations, and significant changes in the contracting or fiscal policies of such government organizations could have an adverse effect on our business and operating results.
  • Our international operations expose us to additional risks, and failure to manage those risks could adversely affect our business, operating results and cash flows.
  • If we are the victim of a cyber attack or other cybersecurity incident and our networks, computer systems or software solutions are breached or unauthorized access to sensitive or proprietary information, including employee or customer data, otherwise occurs, our business operations may be interrupted, our reputation and brand may be damaged, and we may incur significant liabilities.
  • Third-party claims that we are infringing intellectual property, whether successful or not, could subject us to costly and time-consuming litigation or expensive licenses, and our business could be harmed.
  • The success of our business depends in part on our ability to protect and enforce our intellectual property rights.
  • A number of our solutions incorporate, use, work with, or are based upon open source software and AI models that we obtained under open source licenses, some of which may restrict or impose certain obligations on how we use or distribute our solutions, subject us to various risks and challenges and could result in increased development expenses, delays or disruptions to the release or distribution of those solutions, an inability to protect our intellectual property rights, and increased competition.
  • Our business and growth depend on our ability to attract and retain qualified personnel, including our management team and other key personnel, and the inability to attract, hire, integrate, train, retain, or motivate qualified personnel could harm our business and growth.
  • If we do not effectively structure, compensate, train and motivate our sales force, we may be unable to add new end customers or increase sales to our existing end customers and our business will be adversely affected.
  • If we fail to maintain an effective system of internal controls, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired.
  • Any legal proceedings or claims we may be involved in could be costly and time-consuming to defend and could harm our reputation regardless of their outcome.
  • Failure to comply with applicable laws and regulations could result in fines, penalties and reputational harm and could also cause us to lose end customers, including in the public sector, or negatively impact our ability to contract with the public sector.
  • We are subject to stringent and rapidly changing laws, regulations, industry standards and frameworks, contractual requirements, and other obligations related to privacy, artificial intelligence, data protection, and information security, and our actual or perceived failure to comply with such obligations could adversely affect our business and operating results. Any inability to comply with such obligations could also impair our efforts to maintain and expand our customer base, lengthen sales cycles, increase costs, and thereby decrease our revenue.
  • Failure to comply with anti-corruption and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act of 1977, as amended, and similar laws associated with our activities outside of the United States could subject us to penalties and other adverse consequences.
  • We are subject to governmental export and import controls and other trade restrictions that could impair our ability to compete in international markets or subject us to liability if violated.
  • Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, value added or similar taxes, and we could be subject to liability with respect to past or future sales, which could adversely affect our operating results.
  • Our international operations may subject us to potential adverse tax consequences.
  • Changes in global tax laws could increase our worldwide tax rate and could have a material adverse effect on our business, cash flow, results of operations or financial conditions.
  • Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
  • Risks Related to Our Convertible Notes and Credit Facility
  • Servicing and repaying our indebtedness, including the 2027 Notes, the 2029 Notes and any borrowings under the Revolver, may require a significant amount of cash, and we may not have sufficient cash to pay our indebtedness.
  • We may not have sufficient cash or the ability to raise the funds necessary to settle conversions of the Notes in cash, to repay the Notes at maturity, or to repurchase the Notes upon a fundamental change.
  • The conditional conversion feature of the 2027 Notes or the 2029 Notes, if triggered, may adversely affect our financial condition and operating results.
  • The accounting method for the Notes, which may be settled in cash upon conversion, has had, and may continue to have, a material effect on our reported or future financial results.
  • Our revolving credit facility contains a financial covenant and other covenants that may restrict our actions, and a failure to comply with these covenants could have a material adverse effect on our financial condition.
  • Risks Related to Ownership of Our Securities
  • The market price of our securities may be volatile and may decline, including if we fail to meet our publicly announced financial guidance or other expectations.
  • Sales of substantial amounts of our Class A common stock in the public markets, or the perception that they might occur, could reduce the price that our securities might otherwise attain and may dilute your voting power and your ownership interest in us.
  • Conversion of the Notes may dilute the ownership interest of existing stockholders, or may otherwise depress the price of our securities.
  • We cannot guarantee that our share repurchase program will be fully consummated or that it will enhance long-term stockholder value.
  • Certain provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove members of our Board of Directors or current management and may adversely affect the market price of our securities.
  • Our amended and restated bylaws designate the Court of Chancery of the State of Delaware and, to the extent enforceable, the federal district courts of the United States of America as the exclusive forums for certain disputes between us and our stockholders, which will restrict our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers, or employees.
  • We do not intend to pay dividends in the foreseeable future. As a result, your ability to achieve a return on your investment will depend on appreciation in the price of our Class A common stock.
  • General Risk Factors
  • We may further expand through acquisitions of, or investments in, other companies (or vice versa through divestitures), each of which may divert our management’s attention, resulting in additional dilution to our stockholders and consumption of resources that are necessary to sustain and grow our business.
  • We are exposed to fluctuations in currency exchange rates, which could negatively affect our operating results.
  • Our marketable securities portfolio is subject to credit, liquidity, market, and interest rate risks that could cause its value to decline significantly and materially adversely affect our business, financial condition, results of operations, and prospects.

Legal proceedings

The information set forth under the "Legal Proceedings" subheading in Note 7 of Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K is incorporated herein by reference.

The opening of Item 3, Legal Proceedings.18

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