NTSK on Nasdaq

Netskope Inc

Netskope Inc is an American prepackaged software services company, incorporated in Delaware.1 It is headquartered in Santa Clara, California.1 Its shares trade on Nasdaq under the symbol NTSK.1

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Last updated Oct 21, 2026.

Overview

$709.0MRevenue, fiscal 20262
-$679.4MNet income, fiscal 20262

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  • TickerNTSK on Nasdaq1
  • IndustryServices-Prepackaged Software1
  • HeadquartersSanta Clara, California1
  • Incorporated inDE3
  • Business address2445 Augustine Drive, 3Rd Floor, Santa Clara, Ca 950543
  • Filer categoryNon-accelerated filer, Emerging growth company3

Financials

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

Key numbers, fiscal 2026

68.1%Gross margin2
-92.0%Operating margin2
-95.8%Net margin2
31.7%Revenue growth, 20262
-349.2%Return on equity2
$15.2MFree cash flow2

What sells

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

Products and services

Indirect Channels brought in 95% of the revenue Netskope Inc broke down this way in fiscal 2026.

  1. Indirect Channels$675.7M295%up 34% from 2025
  2. Direct End Customers$33.3M25%down 7% from 2025
Products and services by year
Products and services202420252026
Indirect Channels$374.2M$502.5M$675.7M
Direct End Customers$32.7M$35.7M$33.3M

Regions

Americas brought in 39% of the revenue Netskope Inc broke down this way in fiscal 2026.

  1. Americas$400.5M239%up 31% from 2025
  2. United States$317.0M231%up 26% from 2025
  3. EMEA$177.1M217%up 36% from 2025
  4. Asia Pacific And Japan$131.3M213%up 30% from 2025
Regions by year
Regions202420252026
Americas$246.2M$306.8M$400.5M
United States$205.2M$250.6M$317.0M
EMEA$88.4M$130.3M$177.1M
Asia Pacific And Japan$72.3M$101.2M$131.3M

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue30¢$226.3M
  • Research and development68¢$509.0M
  • Income tax2¢$11.3M

Out of $709.0M in revenue.2 The company lost money this year.

Where each dollar of operating cash went, fiscal 2026

  • Capital spending60¢$22.9M
  • Share buybacks1¢$565.0K
  • Kept or used elsewhere38¢$14.6M

Out of $38.1M of cash from operations.2

Financial statements

Revenue2$709.0M in 2026+74% since 2024
0$200.0M$400.0M$600.0M$800.0M2024: $406.9M$406.9M20242025: $538.3M$538.3M2025+32%2026: $709.0M$709.0M2026+32%
Gross profit2$482.7M in 2026+98% since 2024
0$200.0M$400.0M$600.0M2024: $243.2M$243.2M20242025: $347.9M$347.9M2025+43%2026: $482.7M$482.7M2026+39%
Operating income2-$652.6M in 2026+109% since 2024
-$800.0M-$600.0M-$400.0M-$200.0M02024: -$312.8M-$312.8M20242025: -$255.7M-$255.7M2025−18%2026: -$652.6M-$652.6M2026+155%
Net income2-$679.4M in 2026+97% since 2024
-$800.0M-$600.0M-$400.0M-$200.0M02024: -$344.9M-$344.9M20242025: -$354.5M-$354.5M2025+3%2026: -$679.4M-$679.4M2026+92%

Every line of the income statement as filed: the last 3 fiscal years, latest first.2

Period ending2026-01-312025-01-312024-01-31
Revenue$709.0M$538.3M$406.9M
Cost of revenue$226.3M$190.4M$163.6M
Gross profit$482.7M$347.9M$243.2M
Sales and marketing$393.7M$280.8M$263.1M
Research and development$509.0M$254.2M$224.5M
General and administrative$232.5M$68.6M$68.5M
Total operating expenses$1.1B$603.6M$556.0M
Loss from operations-$652.6M-$255.7M-$312.8M
Loss on changes in fair value of convertible notes-$34.3M-$98.6M-$38.6M
Other income, net$18.8M$4.1M$13.3M
Loss before provision for income taxes-$668.1M-$350.3M-$338.1M
Provision for income taxes$11.3M$4.2M$6.8M
Net loss-$679.4M-$354.5M-$344.9M
Net loss per share attributable to common stockholders, basic-$3.18-$3.64-$3.77
Net loss per share attributable to common stockholders, diluted-$3.18-$3.64-$3.77
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic213.9M shares97.5M shares91.4M shares
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted213.9M shares97.5M shares91.4M shares

Compare Netskope Inc with another company

Corporate structure

Netskope Inc sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Netskope Inc

  • Netskope Inc Santa Clara, California

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Netskope Inc 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$259.1M2 Jan 31, 2026$234.8M2 Jan 31, 2025+10.4%
Accumulated depreciation$165.2M2 Jan 31, 2026$135.3M2 Jan 31, 2025+22.1%
Property and equipment, net$93.9M2 Jan 31, 2026$99.5M2 Jan 31, 2025−5.6%
Operating-lease assets (leased space)$32.1M2 Jan 31, 2026$34.6M2 Jan 31, 2025−7.2%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$432.6M2 Jan 31, 2026$166.0M2 Jan 31, 2025+160.6%
Marketable securities, current$725.6M2 Jan 31, 2026$80.7M2 Jan 31, 2025+799.4%
Debt securities available for sale$1.0B2 Jan 31, 2026$130.0M2 Jan 31, 2025+684.7%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$61.1M2 Jan 31, 2026$61.1M2 Jan 31, 20250%
Intangible assets, net (excluding goodwill)$21.4M2 Jan 31, 2026$37.2M2 Jan 31, 2025−42.5%
Indefinite-lived intangibles (excluding goodwill)$7.8M2 Jan 31, 2026$7.8M2 Jan 31, 20250%
Finite-lived intangibles, gross$126.0M2 Jan 31, 2026$126.0M2 Jan 31, 20250%
Accumulated amortization$112.4M2 Jan 31, 2026$96.6M2 Jan 31, 2025+16.4%
Finite-lived intangibles, net$13.6M2 Jan 31, 2026$29.4M2 Jan 31, 2025−53.8%

Inventory

ItemLatestA year beforeChange
Inventory, total$4.9M2 Jan 31, 2026$5.8M2 Jan 31, 2025−14.9%

Properties, in its own words

We are headquartered in Santa Clara, California, where we lease approximately 43,000 square feet of office space pursuant to a lease which expires in 2030, with an option to extend for an additional 5-year period up to 2035. We lease additional offices in other locations, including Missouri, the United Kingdom, France, India, Spain, and Taiwan. We also lease space in highly secure colocation facilities for our data centers in over 80 regions across the globe.

We lease all of our facilities and do not own any real property. We believe that our existing facilities are adequate and suitable for our current needs and that, should it be needed, suitable additional or alternative space will be available as and when needed.

Item 2 of the 10-K filed Mar 31, 2026.7

Leadership

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

Board members and other officers (5)

Timeline

  1. Sep 2, 20268-K Results of operations; Regulation FD disclosure15
  2. Jul 10, 20268-K Shareholder vote16
  3. Jun 3, 20268-K Results of operations; Executive or director change; Regulation FD disclosure17
  4. Mar 11, 20268-K Results of operations; Regulation FD disclosure18
  5. Dec 11, 20258-K Results of operations; Regulation FD disclosure19
  6. Sep 23, 20258-K Entered a material agreement; Other events20
  7. Sep 17, 2025New chief executive Sanjay Beri becomes CEO8

Calendar

Coming up

  1. Around Dec 2, 2026Next results, estimated About a quarter after its last report. The company hasn't announced the date.

When it reported results

  1. Sep 2, 2026Reported quarterly or annual results15
  2. Jun 3, 2026Reported quarterly or annual results17
  3. Mar 11, 2026Reported quarterly or annual results18
  4. Dec 11, 2025Reported quarterly or annual results19

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

Filings

135 filings to the SEC since October 2021: 1 annual reports, 3 quarterly reports, 6 major events, 78 insider forms, 22 large holders, 25 other. The latest 20:

  1. Oct 2, 20264 EDGAR
  2. Oct 2, 20264 EDGAR
  3. Oct 2, 20264 EDGAR
  4. Sep 24, 20264 EDGAR
  5. Sep 24, 20264 EDGAR
  6. Sep 18, 20264 EDGAR
  7. Sep 18, 20264 EDGAR
  8. Sep 14, 20264 EDGAR
  9. Sep 14, 20264 EDGAR
  10. Sep 11, 2026144 EDGAR
  11. Sep 2, 202610-Q EDGAR
  12. Sep 2, 20268-K EDGAR
  13. Aug 14, 2026SCHEDULE 13G/A EDGAR
  14. Jul 14, 20264 EDGAR
  15. Jul 14, 20264 EDGAR
  16. Jul 10, 20264 EDGAR
  17. Jul 10, 20264 EDGAR
  18. Jul 10, 20263 EDGAR
  19. Jul 10, 20264 EDGAR
  20. Jul 10, 20264 EDGAR

The 135 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

33 open-market trades by officers, directors and large owners since October 2021: 9 buys and 24 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 11, 2026Lightspeed General Partner Select, L.P.10% ownerSale10,621$14.90$158.3KForm 4
Sep 11, 2026Lightspeed SPV II-B, LLC10% ownerSale10,621$14.90$158.3KForm 4
Jul 13, 2026Griffith William J.G.DirectorBuy64,771$12.42$804.5KForm 4
Jul 13, 2026Makan Divesh10% ownerBuy64,771$12.42$804.5KForm 4
Jul 10, 2026Griffith William J.G.DirectorBuy241,628$12.26$3.0MForm 4
Jul 10, 2026Makan Divesh10% ownerBuy241,628$12.26$3.0MForm 4
Jul 9, 2026Lightspeed Ultimate General Partner Select II, Ltd.10% ownerSale219,075$12.23$2.7MForm 4
Jul 9, 2026Lightspeed Ultimate General Partner XII, Ltd.10% ownerSale219,075$12.23$2.7MForm 4
Jul 8, 2026Lightspeed Ultimate General Partner Select II, Ltd.10% ownerSale10,621$11.70$124.3KForm 4
Jul 8, 2026Lightspeed Ultimate General Partner XII, Ltd.10% ownerSale10,621$11.70$124.3KForm 4
Jul 8, 2026Makan Divesh10% ownerBuy610,291$11.82$7.2MForm 4
Jul 8, 2026Griffith William J.G.DirectorBuy610,291$11.82$7.2MForm 4
Jun 15, 2026Janmohamed ArifDirectorSale336,173$9.00$3.0MForm 4
Jun 15, 2026Lightspeed Venture Partners Select II, L.P.10% ownerSale336,173$9.00$3.0MForm 4
Jun 15, 2026Lightspeed General Partner XII, L.P.10% ownerSale336,173$9.00$3.0MForm 4
Jun 12, 2026Janmohamed ArifDirectorSale1,313,827$9.19$12.1MForm 4
Jun 12, 2026Lightspeed Venture Partners Select II, L.P.10% ownerSale1,313,827$9.19$12.1MForm 4
Jun 12, 2026Lightspeed General Partner XII, L.P.10% ownerSale1,313,827$9.19$12.1MForm 4
Jan 12, 2026Bousquet RaphaelChief Revenue OfficerSale3,823$16.66$63.7KForm 4
Jan 9, 2026Bousquet RaphaelChief Revenue OfficerSale3,192$16.38$52.3KForm 4

All 33 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
2026Sanjay Beri,50$547.5K$234.5M32
2026Drew Del Matto,67$543.4K$4.6M32
2026Raphaël Bousquet,52$722.5K$632
2025Chief Revenue Officer$480.1K$9.1M32
2025Chief Executive Officer$535.0K$972.7K32
2025Chief Financial Officer$517.5K$923.7K32

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
ICONIQ Capital, LLC66,267,513$725.0M20.9%No change
BlackRock, Inc.9,301,737$101.8M0.0%+5,898,088
Canada Pension Plan Investment Board8,960,263$98.0M0.1%New
Vanguard Capital Management LLC7,644,168$83.6M0.0%+5,136,089
Vanguard Portfolio Management LLC7,319,472$80.1M0.0%+4,461,185
Sapphire Ventures, L.P.5,038,679$55.1M53.1%−633,900
Bamco Inc /ny/4,567,336$50.0M0.1%+743,258
First Trust Advisors LP4,235,756$46.3M0.0%+4,225,414
MIRAE ASSET GLOBAL ETFS HOLDINGS Ltd.4,122,436$45.1M0.1%+2,956,301
Citigroup Inc3,930,520$43.0M0.0%+3,894,784
Voya Investment Management LLC3,642,763$39.9M0.0%+765,941
Millennium Management LLC3,517,244$38.5M0.0%+770,289
Public Sector Pension Investment Board3,448,079$37.7M0.1%−22,986
Crosslink Capital Inc3,345,759$36.6M2.7%+3,270,699
TimesSquare Capital Management, LLC3,059,593$33.5M0.5%−235,394
Bnp Paribas Financial Markets2,766,449$30.3M0.0%+779,867
Jacobs Levy Equity Management, Inc2,456,983$26.9M0.1%+1,451,723
Principal Financial Group Inc2,435,061$26.6M0.0%−112,407
Geode Capital Management, LLC2,301,207$25.2M0.0%+1,292,007
Wasatch Advisors LP2,294,959$25.1M0.2%New
Clearbridge Investments, LLC2,249,303$24.6M0.0%+6,430
Healthcare Of Ontario Pension Plan Trust Fund1,795,000$19.6M0.0%New
State Street Corp1,462,376$16.0M0.0%+730,585
Morgan Stanley1,432,894$15.7M0.0%−398,222
Renaissance Technologies LLC1,166,000$12.8M0.0%New

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

SEC filer profile

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

  • Name on EDGARNetskope Inc1
  • CIK0002063196
  • Employer ID (EIN)46-11411177
  • Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; not a shell company7
  • Incorporated inDelaware7
  • Fiscal year endsJanuary 311
  • Industry code (SIC)7372 Services-Prepackaged Software1
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance1
  • Business address2445 Augustine Drive, 3Rd Floor, Santa Clara, CA 950541
  • Phone(800)-979-69881
  • Shares outstanding231,167,738 Common Class A shares; 169,146,570 Common Class B shares as of Mar 24, 20267
  • Public float$0 as of Jul 31, 20252
  • AuditorKPMG LLP, Santa Clara, California PCAOB ID 185; no auditor attestation of internal control over financial reporting7
  • On EDGAR sinceApr 28, 20251
  • Filings135 in all: 4 (60), 3 (17), SCHEDULE 13G (11), SCHEDULE 13G/A (11), 144 (9), 8-K (6), 10-Q (3), DRS/A (2)1
    All 22 form types

    S-1/A (2), S-8 (2), 10-K (1), 4/A (1), 424B4 (1), 8-A12B (1), ARS (1), CERT (1), DEF 14A (1), DEFA14A (1), DRS (1), EFFECT (1), FWP (1), S-1 (1)

  • Latest filingsAnnual report (10-K) Mar 31, 2026
    Quarterly report (10-Q) Sep 2, 2026
    Proxy statement (DEF 14A) May 27, 2026
    Latest 8-K (8-K) Sep 2, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, $0.0001 par valueNTSKThe Nasdaq Global Select Market

From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).7

Risk factors and legal proceedings

The risks Netskope Inc names in Item 1A of its 10-K filed Mar 31, 2026: 68 risks under these headings, as written.7

  • Risks Related to Our Business and Industry
  • We have a history of losses, anticipate increases in our operating expenses in the near-term, and may not achieve or sustain profitability. If we cannot achieve and sustain profitability, our business, results of operations, and financial condition will be adversely affected.
  • We have experienced rapid growth in recent periods, and our recent growth rates may not be indicative of our future growth.
  • Our future revenues and operating results will be harmed if we are unable to acquire new customers, if our customers do not renew their arrangements with us, or if we are unable to expand sales to our existing customers.
  • If the market for security, networking, and analytics does not grow, our ability to grow our business and our results of operations may be adversely affected.
  • Our business and growth depend in part on the success of our relationships with our partner ecosystem. If we are unable to maintain or develop these relationships, our business, results of operations and financial condition could be materially and adversely affected.
  • Our operating results may fluctuate significantly, which could make our future results difficult to predict and could cause our operating results to fall below expectations.
  • If we do not effectively develop and expand our sales and marketing capabilities, we may be unable to add new customers or increase sales to our existing customers, and our business will be adversely affected.
  • Our sales cycle is long and unpredictable, and our sales efforts require considerable time and expense.
  • We recognize most of our revenue ratably over the term of our agreements with customers and, as a result, downturns or upturns in sales may not be immediately reflected in our operating results and may be difficult to discern.
  • We face intense competition in our market, both from larger, well-established companies and from emerging companies, and we may lack sufficient financial and other resources to maintain and improve our competitive position.
  • If we fail to effectively manage our growth, we may be unable to execute our business plan, maintain high levels of service, adequately address competitive challenges or maintain our corporate culture, and our business, results of operations, and financial condition would be harmed.
The other 57 risks
  • Seasonality may cause fluctuations in our sales and results of operations.
  • If we are not able to maintain and enhance our brand or reputation as an industry leader and innovator, our business, results of operations and financial condition may be adversely affected.
  • Our international operations expose us to significant risks, and failure to manage those risks could materially and adversely impact our business, results of operations and financial condition.
  • We rely on a limited number of vendors and suppliers globally for certain equipment, software, and services that we use to operate our platform and products, and any disruption, whether as a result of tariffs or otherwise, in the availability or price of such equipment, software, and services could increase our expenses or delay our ability to expand or increase the capacity of our global data center network or otherwise operate our business.
  • Adverse economic conditions or reduced security, networking, or analytics spending may adversely impact our revenue and profitability.
  • Our ability to maintain customer satisfaction depends in part on the quality of our customer support, including the quality of the support provided on our behalf by certain channel partners. Failure to maintain high-quality customer support could have an adverse effect on our business, results of operations, and financial condition.
  • Our success depends on the experience and expertise of our senior management team and key employees, particularly our co-founder and Chief Executive Officer, and if we are unable to hire, retain, train, and motivate our personnel, our business, operating results, and prospects may be harmed.
  • We have limited experience with our pricing models, and changes in our subscription or pricing models could adversely affect our business, financial condition, and results of operations.
  • We provide service level commitments under our customer contracts. If we fail to meet these contractual commitments, we could be obligated to provide credits for future service and our business could suffer.
  • Our future growth depends, in part, on sales to government entities, which are subject to a number of challenges and risks.
  • Future acquisitions, strategic investments, partnerships, or alliances could be difficult to identify and integrate, divert the attention of key management personnel, disrupt our business, dilute stockholder value, and adversely affect our results of operations, financial condition, and prospects.
  • If we are unable to effectively manage certain risks and challenges related to our operations in India and Taiwan, our business could be harmed.
  • If our estimates or judgments relating to our critical accounting policies prove to be incorrect, or financial reporting standards or interpretations change, our operating results could be adversely affected.
  • We rely on third parties for certain essential financial and operational services, and a failure or disruption in these services could materially and adversely affect our ability to manage our business effectively.
  • We track certain business and operational metrics, which are subject to inherent challenges in measurement, and actual or perceived inaccuracies in such metrics may harm our reputation and materially adversely affect our stock price, business, results of operations, and financial condition.
  • Our estimated market opportunity and forecasts of our market and market growth may prove to be inaccurate. Moreover, even if our estimate of the market size is accurate, there can be no assurance that we will serve a significant portion of the market, and even if our estimated market opportunity achieves the forecasted growth, there can be no assurance that our business will grow at similar rates, or at all.
  • We are exposed to fluctuations in currency exchange rates, which could negatively affect our results of operations.
  • We are exposed to the credit and liquidity risk of our customers, and to credit exposure in weakened markets, which could result in material losses.
  • Risks Related to Our Technology and Our Intellectual Property Rights
  • If we fail to obtain, maintain, protect, defend, or adequately enforce our intellectual property or proprietary rights, our competitive position could be impaired, and we may lose valuable assets, generate reduced revenue, and incur costly litigation to protect our rights.
  • Our use of AI and ML, and the integration of AI and ML within our platform and products, may not be successful and may present business, compliance, and reputational challenges, which could lead to operational or reputational damage, competitive harm, legal and regulatory risk, and additional costs, any of which could adversely affect our business, results of operations, and financial condition.
  • Our ability to introduce new security, networking, and analytics products, features, and functionality is dependent on adequate research and development resources. If we do not adequately fund our research and development efforts, we may not be able to compete effectively, and our business and results of operations may be harmed.
  • If the global network of data centers that deliver our platform and products was damaged or otherwise failed to meet the requirements of our business, our ability to provide our platform and products to our customers and maintain the performance of our platform and products could be negatively impacted, which could cause our business to suffer.
  • If networks, systems or data used in our business are or are perceived to have been breached or otherwise compromised, our platform and products may be perceived as insecure, our reputation may be damaged and our financial results may be negatively impacted.
  • The actual or perceived failure of our platform and products to block malware or prevent a security breach or incident could harm our reputation and adversely impact our business, results of operations, and financial condition.
  • Interruptions, outages, or other disruptions affecting the delivery or use of our platform and products, or any of the third-party cloud-based systems that we use in our operations, may adversely affect our business, operating results, and financial condition.
  • Incorrect or improper implementation or use of our platform and products could result in customer dissatisfaction and harm our business, financial condition, and results of operations.
  • If our platform and products do not interoperate with our customers' systems and security infrastructure or with third-party products, websites or services, our platform and products may become less competitive, and our results of operations may be harmed.
  • We use third-party licensed software and cloud services in or with our platform and products, and the inability to maintain these licenses or issues with the software we license or services we leverage could result in increased costs or reduced service levels, which would adversely affect our business.
  • Claims by others that we infringe their proprietary technology or other rights, or other lawsuits asserted against us, could result in significant costs and substantially harm our business, results of operations, and financial condition.
  • Some of our technology incorporates "open source" software, and we license some of our software through open source projects, which could negatively affect our ability to sell our platform and subject us to possible litigation.
  • Indemnity provisions in various agreements potentially expose us to substantial liability for intellectual property infringement and other losses.
  • Risks Related to Laws and Regulations
  • If we are not able to satisfy data protection, security, privacy and other government- and industry-specific requirements or regulations, our business, results of operations and financial condition could be harmed.
  • Regulatory and legislative developments related to the use of AI and ML could adversely affect our use of such technologies in our platform and products and our business.
  • We will face risks associated with the potential growth of our business within certain heavily regulated industry verticals.
  • We are subject to anti-corruption, anti-bribery and similar laws, and noncompliance with such laws can subject us to criminal penalties or significant fines and harm our business and reputation.
  • We are subject to governmental export and import controls and trade and economic sanctions that could impair our ability to compete in international markets and subject us to liability if we are not in full compliance with applicable laws.
  • We are subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes.
  • Our ability to use our net operating loss carryforwards and certain other tax attributes may be limited.
  • 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.
  • Risks Related to Our Indebtedness
  • Servicing our substantial indebtedness may require a significant amount of cash, and we may not have sufficient cash flow from our business or the ability to raise funds necessary to satisfy our obligations under our indebtedness. Our debt could also expose us to other risks that could adversely affect our business, financial condition and results of operations.
  • We may not have the ability to raise the funds necessary to redeem the Convertible Notes, or to repay the principal and accrued interest of the Convertible Notes in cash at their maturity, and our future debt may contain limitations on our ability to pay cash upon conversion or repurchase of the Convertible Notes.
  • Risks Related to Ownership of Our Class A Common Stock
  • The market price of our Class A common stock may be volatile, and you could lose all or part of your investment.
  • The requirements of being a public company may strain our resources, increase our costs, and distract management, and we may be unable to comply with these requirements in a timely or cost-effective manner.
  • Our failure to achieve and maintain an effective system of disclosure controls and internal control over financial reporting could adversely affect our financial position and lower our stock price.
  • Our management team has limited experience managing a public company.
  • Our business could be impacted as a result of actions by activist shareholders or others.
  • The multi-class structure of our common stock has the effect of concentrating voting control with the holders of our outstanding Class B common stock. This ownership will limit or preclude your ability to influence corporate matters.
  • We cannot predict the effect our multi-class structure may have on the trading price of our Class A common stock.
  • If industry or financial analysts do not publish research or issue inaccurate or unfavorable research about us, our business or our market, or if they change their recommendation regarding our Class A common stock adversely, our stock price and trading volume could decline.
  • 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 Class A common stock might otherwise attain and may dilute your voting power and your ownership interest in us.
  • We may need additional capital, and we cannot be certain that additional financing will be available on favorable terms, or at all.
  • We are an "emerging growth company" and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our Class A common stock less attractive to investors.
  • 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.
  • Delaware law and provisions in our amended and restated certificate of incorporation and amended and restated bylaws could make a merger, tender offer or proxy contest difficult, thereby depressing the market price of our Class A common stock.
  • Our amended and restated bylaws generally provide that the Court of Chancery of the State of Delaware (or another state court in Delaware) and the federal district courts of the United States are the exclusive forums for substantially all disputes between us and our stockholders, which could limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers, stockholders or employees.
  • We may issue preferred stock whose terms could adversely affect the voting power or value of our Class A common stock.
  • General Risk Factors
  • We may become involved in litigation that may materially and adversely affect us.

Legal proceedings

From time to time, we are involved in various legal proceedings arising from activities in the normal course of business. We are not presently a party to any litigation the outcome of which, we believe, if determined adversely to us, would individually or taken together have a material adverse effect on our business, financial condition, results of operations, and cash flows. Defending any legal

proceedings is costly and can impose a significant burden on management and employees. The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors.

The opening of Item 3, Legal Proceedings.7

Sources

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