RBRK on NYSE

Rubrik

Logo: Rubrik, Public domain, via Wikimedia Commons5

American cloud data management company

Rubrik, Inc. is an American cloud data management and data security company based in Palo Alto, California, founded in January 2014. The company is listed on the New York Stock Exchange after going public in April 2024.3 It employed 2,500 people in 2022.1 Its revenue was $600 million in 2022.1 Its shares trade on NYSE under the symbol RBRK.1 Wikipedia text CC BY-SA 4.0

Price unavailable

Last updated Oct 21, 2026.

Overview

$1.3BRevenue, fiscal 20266
-$348.8MNet income, fiscal 20266
Dec 2013Founded1

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  • TickerRBRK on NYSE1
  • Industrycomputer security1
  • HeadquartersPalo Alto1
  • Websitewww.rubrik.com
  • Legal formpublic company1
  • Incorporated inDE7
  • Business address3495 Deer Creek Road, Palo Alto, Ca 943047
  • Filer categoryLarge accelerated filer7
  • LEI254900TRGK2WTBYMYU274
  • StatusActive4
  • LEI statusIssued and current4
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 54551404

Rubrik, Inc. is an American cloud data management and data security company based in Palo Alto, California, founded in January 2014. The company is listed on the New York Stock Exchange after going public in April 2024.3

Financials

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

Key numbers, fiscal 2026

80.1%Gross margin6
-26.2%Operating margin6
-26.5%Net margin6
48.5%Revenue growth, 20266
$253.3MFree cash flow6

What sells

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

Products and services

Subscription and Circulation brought in 96% of the revenue Rubrik broke down this way in fiscal 2026.

  1. Subscription and Circulation$1.3B696%up 53% from 2025
  2. Product and Service, Other$52.3M64%down 10% from 2025
Products and services by year
Products and services202420252026
Subscription and Circulation$537.9M$828.7M$1.3B
Product and Service, Other$90.0M$57.8M$52.3M

Regions

Americas brought in 43% of the revenue Rubrik broke down this way in fiscal 2026.

  1. Americas$951.7M643%up 50% from 2025
  2. United States$915.8M641%up 49% from 2025
  3. EMEA$312.7M614%up 46% from 2025
  4. Asia Pacific$51.7M62%up 43% from 2025
Regions by year
Regions202420252026
Americas$441.5M$636.2M$951.7M
United States$427.0M$612.9M$915.8M
EMEA$162.2M$214.1M$312.7M
Asia Pacific$24.2M$36.3M$51.7M

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue20¢$261.9M
  • Research and development28¢$373.7M
  • Other costs50¢$658.3M
  • Income tax2¢$22.4M

Out of $1.3B in revenue.6 The company lost money this year.

Where each dollar of operating cash went, fiscal 2026

  • Capital spending10¢$29.6M
  • Kept or used elsewhere90¢$253.3M

Out of $282.9M of cash from operations.6

Financial statements

Revenue106$1.3B in 2026+119% since 2023
0$500.0M$1.0B$1.5B2023: $599.8M$599.8M20232024: $627.9M$627.9M2024+5%2025: $886.5M$886.5M2025+41%2026: $1.3B$1.3B2026+48%
Gross profit106$1.1B in 2026+152% since 2023
0$500.0M$1.0B$1.5B2023: $417.8M$417.8M20232024: $482.9M$482.9M2024+16%2025: $620.8M$620.8M2025+29%2026: $1.1B$1.1B2026+70%
Operating income106-$345.4M in 2026+32% since 2023
-$1.5B-$1.0B-$500.0M02023: -$261.5M-$261.5M20232024: -$306.5M-$306.5M2024+17%2025: -$1.1B-$1.1B2025+270%2026: -$345.4M-$345.4M2026−70%
Net income106-$348.8M in 2026+26% since 2023
-$1.5B-$1.0B-$500.0M02023: -$277.7M-$277.7M20232024: -$354.2M-$354.2M2024+28%2025: -$1.2B-$1.2B2025+226%2026: -$348.8M-$348.8M2026−70%

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2026-01-312025-01-312024-01-31
Total revenue$1.3B$886.5M$627.9M
Total cost of revenue$261.9M$265.7M$145.0M
Gross profit$1.1B$620.8M$482.9M
Research and development$373.7M$531.6M$206.5M
Sales and marketing$769.0M$867.5M$482.5M
General and administrative$257.0M$355.7M$100.4M
Total operating expenses$1.4B$1.8B$789.4M
Loss from operations-$345.4M-$1.1B-$306.5M
Interest income$52.2M$25.4M$11.2M
Interest expense-$17.2M-$41.3M-$30.3M
Loss on debt extinguishment-$6.7M$0$0
Other income (expense), net-$9.3M$1.5M-$1.9M
Loss before income taxes-$326.5M-$1.1B-$327.5M
Income tax expense$22.4M$6.4M$26.7M
Net loss-$348.8M-$1.2B-$354.2M
Net loss per share, basic (in dollars per share)-$1.78-$7.48-$5.84
Net loss per share, diluted (in dollars per share)-$1.78-$7.48-$5.84
Weighted-average shares used in computing net loss per share, basic (in shares)196.5M shares154.3M shares60.6M shares
Weighted-average shares used in computing net loss per share, diluted (in shares)196.5M shares154.3M shares60.6M shares

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Corporate structure

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

Major holders of Rubrik

  • Rubrik Palo Alto, California, United States
    • RUBRIK INDIA PRIVATE LIMITED Subsidiary · Bangalore, India
    • Rubrik The Netherlands B.V. Subsidiary · Netherlands
    • Rubrik UK Limited Subsidiary · United Kingdom

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

What it owns

What Rubrik 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$176.1M6 Jan 31, 2026$129.1M6 Jan 31, 2025+36.4%
Accumulated depreciation$92.3M6 Jan 31, 2026$76.0M6 Jan 31, 2025+21.5%
Property and equipment, net$83.8M6 Jan 31, 2026$53.2M6 Jan 31, 2025+57.6%
Operating-lease assets (leased space)$32.9M6 Jan 31, 2026$25.9M6 Jan 31, 2025+27.0%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$380.2M6 Jan 31, 2026$186.3M6 Jan 31, 2025+104.0%
Marketable securities, current$1.3B6 Jan 31, 2026$518.8M6 Jan 31, 2025+149.7%
Debt securities available for sale$1.3B6 Jan 31, 2026$518.8M6 Jan 31, 2025+149.7%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$199.6M6 Jan 31, 2026$100.3M6 Jan 31, 2025+98.9%

Inventory

ItemLatestA year beforeChange
Inventory, total$5.7M6 Jan 31, 2026$4.2M6 Jan 31, 2025+35.7%

Properties, in its own words

We are headquartered in Palo Alto, California, where we lease approximately 81,031 square feet pursuant to a lease which expires in 2027. We currently lease other office space throughout the United States and globally, including Austin, Texas; Morrisville, North Carolina; Reston, Virginia; Bangalore, India; Cork, Ireland; Amsterdam, Netherlands; Tel Aviv, Israel; and Sydney, Australia. We do not own any real property. We believe that our facilities are adequate to meet our current needs.

Item 2 of the 10-K filed Mar 19, 2026.15

The story

The company was founded in January 2014 by Bipul Sinha, Arvind Jain, Soham Mazumdar, and Arvind Nithrakashyap.

Institutional Venture Partners (IVP) led a US$180 million Series D funding round in May 2017, at a US$1.3 billion valuation, bringing the company to at least US$292 million raised to date.

In early 2018, Rubrik purchased Datos.io, another cloud data management company.

In January 2019, the startup has raised $261 million, which helped it to reach $3.3 billion total valuation. The core investors were Bain Capital Ventures together with Lightspeed Venture Partners, Greylock Partners, Khosla Ventures and IVP.

In December 2020, the company purchased the assets and intellectual property of Igneous, a Seattle-based company that had recently gone through a mass layoff. Until shortly before the acquisition, Igneous was led by co-founder Kiran Bhageshpur.

In August 2023, it was announced Rubrik had acquired the Israel-headquartered cloud data security company, Laminar Security for 200 million dollars,

On April 25, 2024, Rubrik began trading on the New York Stock Exchange under the ticker symbol RBRK. The company had priced its initial public offering at $32 per share, above its initial target range, raising $752 million at a $5.6 billion valuation. Shares rose 16% on the first day of trading.

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

Leadership

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

Chief executive

  1. Bipul Sinha2024–now

Chief financial officer

  1. Kiran Kumar Choudary2024–now
201520202025
Board members and other officers (11)

Products and brands

  • computer security
  • data security
  • data security and protection
  • remote backup service
  • zero trust architecture

Listed on Wikidata.1

The company calls itself a "Zero Trust Data Security." It provides data management services such as the backup and recovery, targeting enterprises that run hybrid cloud environments. Its software can be run on-premises and in the cloud to protect and manage data.

Third-party sources have cited the rise of ransomware and other corporate threats as increasing the total market demand for off-site backup solutions.

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

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Rubrik India Private Limited India9
  • Rubrik The Netherlands B.V. Netherlands9
  • Rubrik UK Limited United Kingdom9

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

Employees over time

  • 20222,5001

Former names

  • Rubrik, Inc.Oct 14, 2022 to Oct 7, 20267

Timeline

  1. Aug 27, 20268-K Results of operations; Executive or director change28
  2. Jun 5, 20268-K Shareholder vote29
  3. Jun 4, 20268-K Results of operations30
  4. Mar 12, 20268-K Results of operations31
  5. Feb 4, 20268-K Results of operations; Executive or director change32
  6. Dec 4, 20258-K Results of operations33
  7. Sep 9, 20258-K Results of operations34
  8. Jun 27, 20258-K Unregistered sale of shares; Shareholder vote35
  9. Jun 13, 20258-K Entered a material agreement; New debt or obligation; Unregistered sale of shares36
  10. Jun 5, 20258-K Results of operations37
  11. Mar 13, 20258-K Results of operations38
  12. Dec 5, 20248-K Results of operations39
  13. Apr 24, 2024New chief executive Bipul Sinha becomes CEO16
  14. Apr 2024Went public Listed on NYSE1
  15. Dec 2013Founded Founded1

Calendar

Coming up

  1. Dec 3, 2026Reports results for the quarter ending Oct/2026 A year earlier it reported ($0.30) a share, on Dec 4, 2025.40

When it reported results

  1. Aug 27, 2026Reported quarterly or annual results28
  2. Jun 4, 2026Reported quarterly or annual results30
  3. Mar 12, 2026Reported quarterly or annual results31
  4. Feb 4, 2026Reported quarterly or annual results32
  5. Dec 4, 2025Reported quarterly or annual results33
  6. Sep 9, 2025Reported quarterly or annual results34
  7. Jun 5, 2025Reported quarterly or annual results37
  8. Mar 13, 2025Reported quarterly or annual results38

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

Filings

428 filings to the SEC since October 2021: 2 annual reports, 8 quarterly reports, 15 major events, 240 insider forms, 28 large holders, 135 other. The latest 20:

  1. Oct 7, 20264 EDGAR
  2. Oct 6, 20264 EDGAR
  3. Oct 2, 20264 EDGAR
  4. Sep 25, 2026144 EDGAR
  5. Sep 25, 20264 EDGAR
  6. Sep 17, 20264 EDGAR
  7. Sep 17, 20264 EDGAR
  8. Sep 10, 20264 EDGAR
  9. Sep 8, 2026144 EDGAR
  10. Sep 3, 2026144 EDGAR
  11. Sep 3, 20264 EDGAR
  12. Sep 3, 20264 EDGAR
  13. Sep 1, 202610-Q EDGAR
  14. Aug 28, 20264 EDGAR
  15. Aug 28, 20263 EDGAR
  16. Aug 27, 20268-K EDGAR
  17. Aug 25, 20264 EDGAR
  18. Aug 14, 2026SCHEDULE 13G/A EDGAR
  19. Aug 13, 2026SCHEDULE 13G EDGAR
  20. Aug 5, 20264 EDGAR

The 428 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

177 open-market trades by officers, directors and large owners since October 2021: 1 buys and 176 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 17, 2026Choudary Kiran KumarChief Financial OfficerSale6,000$107.32$643.9KForm 4
Sep 15, 2026Choudary Kiran KumarChief Financial OfficerSale4,000$101.05$404.2KForm 4
Sep 10, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$90.41$1.2MForm 4
Sep 9, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$90.46$1.2MForm 4
Sep 8, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$91.33$1.2MForm 4
Sep 3, 2026Wassenaar YvonneDirectorSale721$89.52$64.5KForm 4
Sep 1, 2026THOMPSON JOHN WENDELLDirectorSale13,500$89.03$1.2MForm 4
Aug 24, 2026Choudary Kiran KumarChief Financial OfficerSale10,000$98.32$983.2KForm 4
Aug 5, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$83.71$1.1MForm 4
Aug 4, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$79.81$1.0MForm 4
Aug 3, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$74.04$949.2KForm 4
Aug 3, 2026Wassenaar YvonneDirectorSale721$75.00$54.1KForm 4
Aug 3, 2026THOMPSON JOHN WENDELLDirectorSale13,500$74.10$1.0MForm 4
Jul 15, 2026Choudary Kiran KumarChief Financial OfficerSale28,000$81.73$2.3MForm 4
Jul 13, 2026Mhatre RaviDirectorSale3,979$83.10$330.7KForm 4
Jul 8, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$84.58$1.1MForm 4
Jul 7, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$87.59$1.1MForm 4
Jul 6, 2026Nithrakashyap ArvindChief Technology OfficerSale12,820$87.78$1.1MForm 4
Jul 1, 2026Wassenaar YvonneDirectorSale721$81.57$58.8KForm 4
Jul 1, 2026THOMPSON JOHN WENDELLDirectorSale13,500$82.67$1.1MForm 4

All 177 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
2026Brian McCarthyPresident, Global Sales and Field Operations$550.0K$39.5M54
2026Arvind NithrakashyapChief Technology Officer52$393.3K$27.7M54
2026Kiran ChoudaryChief Financial Officer51$421.7K$13.5M54
2026Bipul SinhaChief Executive Officer52$608.8K$1.8M54
2025Bipul SinhaChief Executive Officer52$475.0K$140.0M54
2025Kiran ChoudaryChief Financial Officer51$365.0K$8.4M54
2025Brian McCarthyPresident, Global Sales and Field Operations$550.0K$8.2M54
2024Kiran ChoudaryChief Financial Officer51$365.0K$12.5M54
2024Brian McCarthyPresident, Global Sales and Field Operations$550.0K$10.3M54
2024Bipul SinhaChief Executive Officer52$375.0K$620.5K54

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
BlackRock, Inc.9,990,174$802.0M0.0%+1,173,358
Aqr Capital Management LLC9,947,988$780.1M0.3%+7,730,767
Fmr LLC9,202,121$738.7M0.0%+940,730
Vanguard Portfolio Management LLC8,301,380$666.4M0.0%+271,772
Vanguard Capital Management LLC6,885,243$552.7M0.0%+330,132
First Trust Advisors LP5,980,251$480.1M0.3%+1,084,536
Norges Bank4,069,424$326.7M0.0%New
Voya Investment Management LLC4,004,750$321.5M0.3%+268,229
Geode Capital Management, LLC2,875,284$230.9M0.0%+172,391
State Street Corp2,861,374$229.7M0.0%+294,561
Legal & General Group Plc2,620,318$210.4M0.0%+796,941
Pictet Asset Management Holding SA2,368,281$189.9M0.2%−957,222
Anatole Investment Management Ltd2,189,257$175.8M29.8%New
Jpmorgan Chase & Co2,253,594$173.0M0.0%+423,430
PointState Capital LP1,856,244$149.0M2.6%−1,790,000
UBS AM, a distinct business unit of UBS ASSET MANAGEMENT AMERICAS LLC1,739,658$139.7M0.0%+885,144
Clearbridge Investments, LLC1,577,133$126.6M0.1%+128,839
Morgan Stanley1,542,643$123.8M0.0%−179,538
Bnp Paribas Financial Markets1,500,810$120.5M0.1%+268,533
Institutional Venture Management Xv, LLC1,431,479$114.9M94.6%No change
Bank Of America Corp /de/1,324,361$106.3M0.0%+302,740
Charles Schwab Investment Management Inc1,317,511$105.8M0.0%+161,228
Federated Hermes, Inc.1,317,203$105.7M0.2%−524
UBS Group AG1,254,839$100.7M0.0%−700,206
Bamco Inc /ny/1,115,395$89.5M0.1%+837,860

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

SEC filer profile

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

  • Name on EDGARRubrik, Inc.2
  • CIK0001943896
  • Employer ID (EIN)46-456049415
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company15
  • Incorporated inDelaware15
  • Fiscal year endsJanuary 312
  • Industry code (SIC)7372 Services-Prepackaged Software2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address3495 Deer Creek Road, Palo Alto, CA 943042
  • Phone84447827452
  • Shares outstanding157,404,648 Common Class A shares; 44,871,492 Common Class B shares as of Feb 28, 202615
  • Public float$13.3B as of Jul 31, 202515
  • AuditorKPMG LLP, Santa Clara, California PCAOB ID 185; it also attests to the company’s internal control over financial reporting15
  • On EDGAR sinceOct 14, 20222
  • Filings428 in all: 4 (221), 144 (90), 3 (16), 8-K (15), SCHEDULE 13G/A (13), SCHEDULE 13G (9), 10-Q (8), DRSLTR (7)2
    All 30 form types

    UPLOAD (7), DRS/A (6), S-8 (4), SC 13G (4), 4/A (3), CORRESP (3), 10-K (2), 144/A (2), ARS (2), DEF 14A (2), DEFA14A (2), SEC STAFF LETTER (2), 424B4 (1), 8-A12B (1), CERT (1), DRS (1), EFFECT (1), S-1 (1), S-1/A (1), S-1MEF (1), SCHEDULE 13D (1), SCHEDULE 13D/A (1)

  • Latest filingsAnnual report (10-K) Mar 19, 2026
    Quarterly report (10-Q) Sep 1, 2026
    Proxy statement (DEF 14A) Apr 15, 2026
    Latest 8-K (8-K) Aug 27, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, $0.000025 par valueRBRKNew York Stock Exchange

From the cover page of the 10-K filed Mar 19, 2026 (Section 12(b) of the Exchange Act).15

Risk factors and legal proceedings

The risks Rubrik names in Item 1A of its 10-K filed Mar 19, 2026: 74 risks under these headings, as written.15

  • Risks Related to Our Business
  • Our recent rapid growth may not be indicative of our future growth. Our rapid growth also makes it difficult to evaluate our future prospects.
  • If the market for data security and AI solutions does not grow, our ability to grow our business and our results of operations may be adversely affected.
  • We have a limited operating history, particularly with respect to our offerings of RSC and RAC, which makes it difficult to forecast our future results of operations.
  • If we are unable to attract new customers, our future results of operations could be harmed.
  • We have a history of operating losses and may not achieve or sustain profitability in the future.
  • If our customers do not renew their subscriptions for our platform and products or expand their subscriptions to increase the amount of data secured, secure new applications, or include new features or capabilities, our results of operations could be harmed.
  • If our solutions fail or do not perform as intended or are perceived to have defects, errors, or vulnerabilities, our brand and reputation will be harmed, which would adversely affect our business and results of operations.
  • The limited number of contract manufacturers and original equipment manufacturers that produce commodity servers that are compatible with our solutions are susceptible to supply chain disruptions and have recently experienced shortages of key components for their servers, which may adversely affect our ability to accurately forecast demand for these commodity servers or successfully manage the relationship with such manufacturers, and could negatively impact demand for our offerings, and adversely affect our business and financial results.
  • Our use of generative and other AI tools may pose risks to business and operations, including our proprietary software and systems, and may subject us to legal liability.
  • Changes in our revenue mix may cause fluctuations in revenue recognized from period to period, which could make period-to-period revenue comparisons not meaningful and difficult to predict.
  • We rely upon third-party cloud providers to host our solutions, and any disruption of, or interference with, our use of third-party cloud products would adversely affect our business, financial condition, and results of operations.
The other 63 risks
  • We may not be able to successfully manage our growth, and if we are not able to grow efficiently, our business, financial condition, and results of operations could be harmed.
  • The markets in which we participate are competitive, and if we do not compete effectively, our business, financial condition, and results of operations could be harmed.
  • Our estimates of market opportunity, forecasts of market growth, and potential return on investment may prove to be inaccurate, and even if the market in which we compete achieves the forecasted growth, our business could fail to grow at similar rates, if at all.
  • If customers have not utilized their Subscription Credits before they expire, this could result in customer dissatisfaction and our future results of operations could be harmed.
  • We rely on the performance of highly skilled personnel, including senior management and engineering, services, sales, and technology professionals. If we are unable to retain or motivate key personnel or hire, retain, and motivate qualified personnel, our business will be harmed.
  • We derive substantially all of our revenue from our data security platform. Failure of our platform to satisfy customer demands or achieve continued market acceptance over competitors would harm our business, financial condition, results of operations, and growth prospects.
  • We expect fluctuations in our financial results, making it difficult to project future results, and if we fail to meet the expectations of securities analysts or investors with respect to our results of operations, our stock price and the value of your investment could decline.
  • Our ability to introduce new data security products and features is dependent on adequate research and development resources and our ability to successfully complete acquisitions. If we do not adequately fund our research and development efforts or complete acquisitions successfully, we may not be able to compete effectively, and our business and results of operations may be harmed.
  • We depend and rely on SaaS technologies from third parties to operate our business, and interruptions or performance problems with these technologies may adversely affect our business and results of operations.
  • If we are unable to maintain successful relationships with our Channel Partners and technology alliance partners, or if our Channel Partners or technology alliance partners fail to perform, our ability to market, sell, and distribute our solutions will be limited, and our business, financial condition, and results of operations will be harmed.
  • If we do not effectively expand and train our sales force, we may be unable to add new customers or retain and increase sales to our existing customers, and our business will be adversely affected.
  • Our sales cycles can be long and unpredictable, and our sales efforts require considerable time and expense.
  • If we fail to adapt and respond effectively to rapidly changing technology, including technologies related to AI, evolving industry standards, changing regulations, or to changing customer needs, requirements, or preferences, our solutions may become less competitive.
  • The competitive position of our solutions depends in part on their ability to operate with third-party products and services, including those of our technology alliance partners, and if we are not successful in maintaining and expanding the compatibility of our solutions with such products and services, our business may be harmed.
  • Incorrect or improper implementation or use of our solutions could result in customer dissatisfaction and harm our business, financial condition, and results of operations.
  • We use third-party open-source components in our solutions, which could negatively affect our ability to sell our solutions or subject us to litigation or other actions.
  • Our success depends, in part, on the integrity and scalability of our systems and infrastructures. System interruption or delays from third-party data center hosting facilities and the lack of integration, redundancy, and scalability in our systems and infrastructures could impair the delivery of our solutions and harm our business.
  • We rely on software and data licensed from other parties. Defects in or the loss of software or access to data from third parties could increase our costs and harm the quality of our solutions.
  • We are subject to governmental export and import controls and economic sanctions laws and regulations that could impair our ability to compete in international markets or subject us to liability and reputational harm if we violate the controls.
  • We are subject to anti-corruption, anti-bribery, and similar laws, and non-compliance with such laws can subject us to criminal or civil liability and harm our business, financial condition, and results of operations.
  • Downturns or upturns in our sales may not be immediately reflected in our financial condition and results of operations.
  • Seasonality may cause fluctuations in our revenue and related metrics.
  • Our subscription annual recurring revenue ("Subscription ARR"), cloud annual recurring revenue ("Cloud ARR"), and certain other operational data are operating metrics that are subject to assumptions and limitations, including that the factors that impact Subscription ARR will vary from those that impact subscription revenue. As such, these metrics may not provide an accurate indication of our actual performance or our future results.
  • We will face risks associated with the growth of our business with certain heavily regulated industry verticals.
  • Sales to government entities are subject to a number of challenges and risks.
  • Acquisitions, strategic investments, joint ventures, or alliances could be difficult to identify, pose integration challenges, divert the attention of management, disrupt our business and culture, dilute stockholder value, and adversely affect our business, financial condition, and results of operations.
  • Any inability to maintain a high-quality customer support organization could lead to a lack of customer satisfaction, which could hurt our customer relationships and have an adverse effect on our business, financial condition, and results of operations.
  • Failure to effectively develop and expand our sales and marketing capabilities or improve the productivity of our sales and marketing organization could harm our ability to expand our potential customer and sales pipeline, increase our customer base, and achieve broader market acceptance of our solutions.
  • If we fail to enhance our brand cost-effectively, our ability to expand our customer base will be impaired and our business, financial condition, and results of operations may be adversely affected.
  • We have a limited history with pricing models for our solutions, and we may need to adjust the pricing terms of our data security solutions, which could have an adverse effect on our revenue and results of operations.
  • We may require additional capital to support the growth of our business, and this capital might not be available on acceptable terms, if at all.
  • Servicing our debt may require a significant amount of cash. We may not have sufficient cash flow from our business to pay our indebtedness.
  • We may not have enough available cash or the ability to raise the funds necessary to pay cash upon conversion of the Notes or to repurchase the Notes upon a fundamental change.
  • We are exposed to fluctuations in currency exchange rates, which could negatively affect our results of operations.
  • Unfavorable conditions in our industry or the global economy, including those caused by the ongoing conflicts around the world, or reductions in technology spending, could limit our ability to grow our business and negatively affect our results of operations.
  • We typically provide service-level commitments under our customer agreements. If we fail to meet these commitments, we could face customer terminations, a reduction in renewals, and damage to our reputation, which would lower our revenue and harm our business, financial condition, and results of operations.
  • Sales to enterprise customers involve risks that may not be present or that are present to a lesser extent with respect to sales to smaller organizations.
  • Our intellectual property rights may not adequately protect our business.
  • If we are not successful in expanding our operations and customer base internationally, our business and results of operations could be negatively affected.
  • As a result of being a public company, we are obligated to develop and maintain proper and effective internal controls over financial reporting, and any failure to maintain the adequacy of these internal controls may adversely affect investor confidence in our company and, as a result, the value of our Class A common stock.
  • We may become subject to intellectual property disputes, which can be costly and may subject us to significant liability and increased costs of doing business.
  • We and our employees have and may continue to be subject to claims alleging violations of our employees’ contractual obligations to their prior employers. These claims may be costly to defend, and if we do not successfully do so, our business could be harmed.
  • Our company values have contributed to our success. If we cannot maintain these values as we grow, we could lose certain benefits we derive from them, and our employee turnover could increase, which could harm our business.
  • We are subject to risks inherent in international operations that can harm our business, financial condition, and results of operations.
  • Changes in tax laws or regulations could harm our financial condition and results of operations.
  • We could be required to collect additional sales or other indirect taxes or be subject to other tax liabilities in various jurisdictions that may adversely affect our results of operations.
  • Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.
  • We may be subject to additional tax liabilities, which could adversely affect our results of operations.
  • If our estimates or judgments relating to our critical accounting policies prove to be incorrect, our results of operations could be adversely affected.
  • Our leverage could adversely affect our financial condition, our ability to raise additional capital to fund our operations, our ability to operate our business, and our ability to react to changes in the economy or our industry, as well as divert our cash flow from operations for debt payments and prevent us from meeting our debt obligations.
  • Risks Related to Ownership of Our Common Stock
  • The dual class structure of our common stock has the effect of concentrating voting control with the holders of our Class B common stock, including our executive officers, employees, and directors and their affiliates, and limiting your ability to influence corporate matters, which could adversely affect the trading price of our Class A common stock.
  • Our stock price may be volatile, and the value of our Class A common stock may decline.
  • Future sales of our Class A common stock in the public market could cause the market price of our Class A common stock to decline.
  • The capped call transactions may affect the market price of the Notes and our Class A common stock.
  • We are subject to counterparty risk with respect to the capped call transactions.
  • Our issuance of additional capital stock in connection with financings, acquisitions, investments, our equity incentive plans, or otherwise, or the conversion or exercise of certain of our securities will dilute all other stockholders.
  • We do not intend to pay dividends for the foreseeable future and, 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.
  • We incur significant costs as a result of operating as a public company, and our management is required to devote substantial time to compliance with our public company responsibilities and corporate governance practices.
  • Anti-takeover provisions in our charter documents, the Indenture, and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current management, and limit the market price of our Class A common stock.
  • Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware and the federal district courts of the United States of America as the exclusive forums for certain disputes between us and our stockholders, which restricts our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers, or employees.
  • If securities or industry analysts do not publish research or publish unfavorable or inaccurate research about our business, the market price and trading volume of our Class A common stock could decline.
  • General Risk Factors
  • Any future litigation against us could be costly and time-consuming to defend.
  • Our business could be disrupted by catastrophic events.

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.15

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