GITLAB INC., 10-K filed on 3/26/2024
Annual Report
v3.24.1
Cover - USD ($)
shares in Millions, $ in Billions
12 Months Ended
Jan. 31, 2024
Mar. 15, 2024
Jul. 31, 2023
Document Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Jan. 31, 2024    
Current Fiscal Year End Date --01-31    
Document Transition Report false    
Entity File Number 001-40895    
Entity Registrant Name GITLAB INC.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 47-1861035    
Title of 12(b) Security Class A common stock, par value $0.0000025per share    
Trading Symbol GTLB    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer No    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Public Float     $ 6.3
Documents Incorporated by Reference
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s Definitive Proxy Statement (“Proxy Statement”) relating to the 2024 Annual Meeting of Stockholders will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant’s fiscal year ended January 31, 2023 and is incorporated by reference into Part III of this Report.
   
Entity Address, Address Line One 251 Little Falls Drive    
Entity Address, City or Town Wilmington    
Entity Address, State or Province DE    
Entity Address, Postal Zip Code 19808    
Entity Central Index Key 0001653482    
Current Fiscal Year Focus 2024    
Current Fiscal Period Focus FY    
Amendment Flag false    
Class A Common Stock      
Document Information [Line Items]      
Entity Common Stock, Shares Outstanding   130.2  
Class B Common Stock      
Document Information [Line Items]      
Entity Common Stock, Shares Outstanding   28.4  
v3.24.1
Audit Information
12 Months Ended
Jan. 31, 2024
Audit Information [Abstract]  
Auditor Name KPMG LLP
Auditor Location Pittsburgh, PA
Auditor Firm ID 185
v3.24.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
CURRENT ASSETS:    
Cash and cash equivalents [1] $ 287,996 $ 295,402
Short-term investments [1] 748,289 641,249
Accounts receivable, net of allowance for doubtful accounts of $673 and $1,564 as of January 31, 2024 and January 31, 2023, respectively [1] 166,731 130,479
Deferred contract acquisition costs, current [1] 32,300 26,505
Prepaid expenses and other current assets [1] 45,601 24,327
Total current assets [1] 1,280,917 1,117,962
Property and equipment, net [1] 2,954 5,797
Operating lease right-of-use assets 405 [1] 998
Equity method investment, net of impairment of $8,858 and $0 as of January 31, 2024 and January 31, 2023, respectively [1] 0 12,682
Goodwill [1] 8,145 8,145
Intangible assets, net [1] 1,733 3,901
Deferred contract acquisition costs, non-current [1] 19,317 15,628
Other non-current assets [1] 4,390 4,087
TOTAL ASSETS [1] 1,317,861 1,169,200
CURRENT LIABILITIES:    
Accounts payable [1] 1,738 5,184
Accrued expenses and other current liabilities [1] 286,178 25,954
Accrued compensation and benefits [1] 35,809 20,776
Deferred revenue, current [1] 338,348 254,382
Total current liabilities [1] 662,073 306,296
Deferred revenue, non-current [1] 23,794 28,355
Other non-current liabilities [1] 14,060 9,824
TOTAL LIABILITIES [1] 699,927 344,475
Commitments and contingencies (Note 15) [1]
STOCKHOLDERS’ EQUITY:    
Preferred stock, $0.0000025 par value; 50,000 shares authorized as of January 31, 2024 and January 31, 2023; no shares issued and outstanding as of January 31, 2024 and January 31, 2023 [1] 0 0
Additional paid-in capital [1] 1,718,661 1,497,373
Accumulated deficit [1] (1,149,822) (725,648)
Accumulated other comprehensive income (loss) [1] 2,335 (705)
Total GitLab stockholders’ equity [1] 571,174 771,020
Noncontrolling interests [1] 46,760 53,705
TOTAL STOCKHOLDERS’ EQUITY [1] 617,934 824,725
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY [1] 1,317,861 1,169,200
Class A Common Stock    
STOCKHOLDERS’ EQUITY:    
Common stock, value, issued [1] 0 0
Class B Common Stock    
STOCKHOLDERS’ EQUITY:    
Common stock, value, issued [1] $ 0 $ 0
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Allowance for doubtful accounts $ 673 $ 1,564
Impairment of equity method investment $ 8,858 $ 0
STOCKHOLDERS’ EQUITY:    
Preferred stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Preferred stock, shares authorized (in shares) 50,000,000 50,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Assets of consolidated variable interest entity [1] $ 1,317,861 $ 1,169,200
Liabilities of consolidated variable interest entity [1] 699,927 344,475
Variable Interest Entity, Primary Beneficiary    
STOCKHOLDERS’ EQUITY:    
Assets of consolidated variable interest entity 47,625 62,827
Liabilities of consolidated variable interest entity $ 6,080 $ 8,871
Class A Common Stock    
STOCKHOLDERS’ EQUITY:    
Common stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Common stock, shares authorized (in shares) 1,500,000,000 1,500,000,000
Common stock, shares issued (in shares) 114,670,000 94,655,000
Common stock, shares outstanding (in shares) 114,670,000 94,655,000
Class B Common Stock    
STOCKHOLDERS’ EQUITY:    
Common stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Common stock, shares authorized (in shares) 250,000,000 250,000,000
Common stock, shares issued (in shares) 42,887,000 56,489,000
Common stock, shares outstanding (in shares) 42,887,000 56,489,000
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Revenue $ 579,906 $ 424,336 $ 252,653
Cost of revenue 59,708 51,680 29,985
Gross profit 520,198 372,656 222,668
Operating expenses:      
Sales and marketing 356,393 309,992 190,754
Research and development 200,840 156,143 97,217
General and administrative 150,405 117,932 63,654
Total operating expenses 707,638 584,067 351,625
Loss from operations (187,440) (211,411) (128,957)
Interest income 39,114 14,496 736
Other income (expense), net (11,826) 21,585 (30,850)
Loss before income taxes and loss from equity method investment (160,152) (175,330) (159,071)
Loss from equity method investment, net of tax (3,824) (2,468) 0
Provision for (benefit from) income taxes 264,057 2,898 (1,511)
Net loss (428,033) (180,696) (157,560)
Net loss attributable to noncontrolling interest (3,859) (8,385) (2,422)
Net loss attributable to GitLab $ (424,174) $ (172,311) $ (155,138)
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic (in USD per share) $ (2.75) $ (1.16) $ (1.95)
Net loss per share attributable to GitLab Class A and Class B common stockholders, diluted (in USD per share) $ (2.75) $ (1.16) $ (1.95)
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic (in shares) 154,283 148,407 79,755
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, diluted (in shares) 154,283 148,407 79,755
Subscription—self-managed and SaaS      
Revenue $ 506,306 $ 369,349 $ 226,163
Cost of revenue 45,486 40,841 23,668
License—self-managed and other      
Revenue 73,600 54,987 26,490
Cost of revenue $ 14,222 $ 10,839 $ 6,317
v3.24.1
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Statement of Comprehensive Income [Abstract]      
Net loss $ (428,033) $ (180,696) $ (157,560)
Foreign currency translation adjustments (4,122) (5,874) 27,639
Net change in unrealized gains (losses) on available-for-sale securities 5,000 (4,855) 0
Comprehensive loss including noncontrolling interest (427,155) (191,425) (129,921)
Net loss attributable to noncontrolling interest (3,859) (8,385) (2,422)
Foreign currency translation adjustments attributable to noncontrolling interest (2,162) (2,300) 375
Comprehensive loss attributable to noncontrolling interest (6,021) (10,685) (2,047)
Comprehensive loss attributable to GitLab $ (421,134) $ (180,740) $ (127,874)
v3.24.1
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Total
Class A Common Stock
Common stock
Common stock
Class A Common Stock
Common stock
Class A Common Stock
Conversion Of Stock By Selling Stockholder Upon Initial Public Offering
Common stock
Class A Common Stock
Conversion Of Class B To Class A
Common stock
Class B Common Stock
Common stock
Class B Common Stock
Conversion Of Stock By Selling Stockholder Upon Initial Public Offering
Common stock
Class B Common Stock
Conversion Of Class B To Class A
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive (Loss) Income
Noncontrolling Interests
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Stockholders' Equity, beginning balance $ (231,222)     $ 0     $ 0     $ 186,892 $ (398,199) $ (19,915) $ 0
Convertible preferred stock, beginning balance (in shares) at Jan. 31, 2021 79,551,000                        
Convertible preferred stock, beginning balance at Jan. 31, 2021 $ 424,904                        
Increase (Decrease) in Temporary Equity [Roll Forward]                          
Conversion of convertible preferred stock to Class B common stock upon initial public offering (in shares) (79,551,000)                        
Conversion of convertible preferred stock to Class B common stock upon initial public offering $ (424,904)                        
Convertible preferred stock, ending balance (in shares) at Jan. 31, 2022 0                        
Convertible preferred stock, ending balance at Jan. 31, 2022 $ 0                        
Stockholders' Equity, beginning balance (in shares) at Jan. 31, 2021       1,151,000     52,468,000            
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Conversion of stock (in shares)         2,500,000 14,550,000 79,551,000 (2,500,000) (14,550,000)        
Conversion of stock 424,904                 424,904      
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs (in shares)       8,940,000                  
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs 649,845                 649,845      
Issuance of common stock in connection with business combination, net (in shares)             26,000            
Issuance of common stock in connection with business combination, net 959                 959      
Contingent stock consideration in connection with business combination 1,754                 1,754      
Repurchase of common stock (in shares)             (13,000)            
Repurchase of common stock $ (590)                 (590)      
Issuance of common stock related to vested exercised stock options (in shares) 4,789,000           4,118,000            
Issuance of common stock related to vested exercised stock options $ 19,408                 19,408      
Issuance of common stock related to early exercised stock options, net of repurchases (in shares)             574,000            
Vesting of early exercised stock options 7,212                 7,212      
Warrant exercised (in shares)             73,000            
Warrant exercised 86                 86      
Stock-based compensation expense 30,009                 30,009      
Change in noncontrolling interest ownership 26,450                       26,450
Foreign currency translation adjustments 28,014                     27,639 375
Net loss (157,560)                   (155,138)   (2,422)
Stockholders' Equity, ending balance (in shares) at Jan. 31, 2022       27,141,000     119,747,000            
Stockholders' Equity, ending balance at Jan. 31, 2022 799,269     $ 0     $ 0     1,320,479 (553,337) 7,724 24,403
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Stockholders' Equity, beginning balance $ 799,269     $ 0     $ 0     1,320,479 (553,337) 7,724 24,403
Convertible preferred stock, ending balance (in shares) at Jan. 31, 2023 0                        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Conversion of stock (in shares)       66,162,000     (66,162,000)            
Repurchase of common stock (in shares)             (36,000)            
Issuance of common stock related to vested exercised stock options (in shares) 2,964,000           2,940,000            
Issuance of common stock related to vested exercised stock options $ 24,846                 24,846      
Issuance of common stock under employee stock purchase plan (in shares)       437,000                  
Issuance of common stock under employee stock purchase plan 14,378                 14,378      
Issuance of common stock related to RSUs vested, net of tax withholdings (in shares)       915,000                  
Vesting of early exercised stock options 4,706                 4,706      
Stock-based compensation expense 122,567                 114,811     7,756
Change in noncontrolling interest ownership 61,726                 18,153     43,573
Deconsolidation of Arch, formerly Meltano (11,342)                       (11,342)
Other comprehensive income (loss) (10,729)                     (8,429) (2,300)
Net loss (180,696)                   (172,311)   (8,385)
Stockholders' Equity, ending balance (in shares) at Jan. 31, 2023       94,655,000     56,489,000            
Stockholders' Equity, ending balance at Jan. 31, 2023 824,725 [1]     $ 0     $ 0     1,497,373 (725,648) (705) 53,705
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Stockholders' Equity, beginning balance $ 824,725 [1]     $ 0     $ 0     1,497,373 (725,648) (705) 53,705
Convertible preferred stock, ending balance (in shares) at Jan. 31, 2024 0                        
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Conversion of stock (in shares)       16,995,000     (16,995,000)            
Repurchase of common stock (in shares)             (13,000)            
Issuance of common stock related to vested exercised stock options (in shares) 3,406,000           3,406,000            
Issuance of common stock related to vested exercised stock options $ 32,448                 32,448      
Issuance of common stock under employee stock purchase plan (in shares)       417,000                  
Issuance of common stock under employee stock purchase plan 12,933                 12,933      
Issuance of common stock related to RSUs vested, net of tax withholdings (in shares)       2,372,000                  
Charitable donation of common stock (in shares)   231,408 231,000                    
Charitable donation of common stock 10,700 $ 10,700               10,700      
Vesting of early exercised stock options 1,234                 1,234      
Stock-based compensation expense 163,049                 164,515     (1,466)
Change in noncontrolling interest ownership                   (542)     542
Other comprehensive income (loss) 878                     3,040 (2,162)
Net loss (428,033)                   (424,174)   (3,859)
Stockholders' Equity, ending balance (in shares) at Jan. 31, 2024       114,670,000     42,887,000            
Stockholders' Equity, ending balance at Jan. 31, 2024 617,934 [1]     $ 0     $ 0     1,718,661 (1,149,822) 2,335 46,760
Increase (Decrease) in Stockholders' Equity [Roll Forward]                          
Stockholders' Equity, beginning balance $ 617,934 [1]     $ 0     $ 0     $ 1,718,661 $ (1,149,822) $ 2,335 $ 46,760
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:      
Net loss, including amounts attributable to noncontrolling interest $ (428,033) $ (180,696) $ (157,560)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:      
Stock-based compensation expense 163,049 122,567 30,009
Gain from the fair value change of acquisition related contingent consideration 0 (1,722) 0
Charitable donation of common stock 10,700 0 0
Amortization of intangible assets 2,167 2,362 665
Depreciation expense 4,368 3,231 543
Amortization of deferred contract acquisition costs 43,463 44,958 33,368
Gain from deconsolidation of Arch, formerly Meltano 0 (17,798) 0
Loss from equity method investment 3,824 3,189 0
Impairment of equity method investment 8,858 0 0
Net amortization of premiums or discounts on short-term investments (20,349) (6,077) 0
Unrealized foreign exchange loss (gain), net 4,648 (3,727) 20,389
Other non-cash expense, net 1,330 1,156 197
Changes in assets and liabilities:      
Accounts receivable (36,341) (54,169) (38,223)
Prepaid expenses and other current assets (23,854) (8,909) (8,219)
Deferred contract acquisition costs (53,100) (48,555) (42,575)
Other non-current assets (309) 3,012 (3,374)
Accounts payable (3,443) 287 1,877
Accrued expenses and other current liabilities 258,293 4,619 13,953
Accrued compensation and benefits 15,173 (11,693) 19,755
Deferred revenue 79,347 73,003 79,074
Other non-current liabilities 5,249 (2,446) 307
Net cash provided by (used in) operating activities 35,040 (77,408) (49,814)
CASH FLOWS FROM INVESTING ACTIVITIES:      
Purchases of short-term investments (815,697) (821,622) (100,031)
Proceeds from maturities of short-term investments 734,007 231,626 50,000
Purchases of property and equipment (1,598) (6,070) (3,541)
Deconsolidation of Arch, formerly Meltano 0 (9,620) 0
Escrow payment related to business combination, after acquisition date (2,500) 0 0
Payments for business combination, net of cash acquired and consideration withheld in an escrow 0 0 (323)
Other investing activities (450) 0 0
Net cash used in investing activities (86,238) (605,686) (53,895)
CASH FLOWS FROM FINANCING ACTIVITIES:      
Proceeds from initial public offering, net of underwriting discounts 0 0 654,552
Proceeds from the issuance of common stock upon exercise of stock options, including early exercises, net of repurchases 32,302 24,515 25,354
Issuance of common stock under employee stock purchase plan 12,933 14,378 0
Proceeds from warrants exercised 0 0 86
Repurchase of common stock in a tender offer 0 0 (590)
Contributions received from noncontrolling interests, net of issuance costs 0 61,726 26,450
Partial settlement of acquisition related contingent cash consideration 0 (3,137) 0
Payments of deferred offering costs 0 0 (4,667)
Net cash provided by financing activities 45,235 97,482 701,185
Impact of foreign exchange on cash and cash equivalents (3,943) (3,658) 6,846
Net increase (decrease) in cash and cash equivalents (9,906) (589,270) 604,322
Cash, cash equivalents, and restricted cash at beginning of period 297,902 887,172 282,850
Cash, cash equivalents, and restricted cash at end of period 287,996 297,902 887,172
Supplemental disclosure of cash flow information:      
Cash paid for income taxes 6,903 838 1,310
Cash donations 0 0 1,000
Supplemental disclosure of non-cash investing and financing activities:      
Vesting of early exercised stock options 1,234 4,706 7,212
Issuance of common stock upon conversion of preferred stock 0 0 424,904
Unpaid property and equipment in accrued expenses 0 0 273
Unpaid deferred offering costs 0 0 40
Reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above:      
Cash and cash equivalents 287,996 [1] 295,402 [1] 884,672
Restricted cash, included in prepaid expenses and other current assets 0 2,500 0
Restricted cash, included in other non-current assets 0 0 2,500
Total cash, cash equivalents and restricted cash $ 287,996 $ 297,902 $ 887,172
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Organization and Description of Business
12 Months Ended
Jan. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Description of Business
1. Organization and Description of Business
GitLab Inc. (the “Company”) began as an open source project in 2011 and was incorporated in Delaware on September 12, 2014. The Company operates on an all-remote model. The Company is a technology company and its primary offering is “GitLab”, a complete DevSecOps platform delivered as a single application. GitLab is used by a wide range of organizations. The Company also provides related training and professional services. GitLab is offered on both self-managed and software-as-a-service ("SaaS") models. The principal markets for GitLab are currently located in the United States, Europe, and Asia Pacific. The Company is focused on accelerating innovation and broadening the distribution of its platform to companies across the world to help them become better software-led businesses.
v3.24.1
Basis of Presentation and Summary of Significant Accounting Policies
12 Months Ended
Jan. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation and Summary of Significant Accounting Policies
2. Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Fiscal Year
The Company's fiscal year ends on January 31. For example, references to fiscal 2024 and 2023 refer to the fiscal year ended January 31, 2024 and 2023, respectively.
Use of Estimates
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, allocation of revenue to the license element in the Company's self-managed subscriptions, estimating the amortization period for capitalized costs to obtain a contract, allowance for doubtful accounts, stock-based compensation expense, fair value of contingent consideration, fair valuation of retained interest in an investee on loss of control, valuation allowance for deferred income taxes, reserves for unrecognized income tax benefits, valuation of acquired intangibles assets and impairment of goodwill and equity method investments. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates.
Principles of Consolidation
The consolidated financial statements include 100% of the accounts of wholly owned and majority owned subsidiaries as well as a variable interest entity for which the Company is the primary beneficiary. The ownership interest of other investors is recorded as noncontrolling interest. All intercompany accounts and transactions have been eliminated in consolidation.
Foreign Currency
The reporting currency of the Company is the U.S. dollar. The Company determines the functional currency of each foreign subsidiary and the variable interest entity in accordance with ASC 830, Foreign Currency Matters, based on the currency of the primary economic environment in which each subsidiary and the variable interest entity operate. Items included in the financial statements of such subsidiaries and the variable interest entity are measured using that functional currency.
For subsidiaries where the U.S. dollar is the functional currency, foreign currency denominated monetary assets and liabilities are re-measured into U.S. dollars at current exchange rates and foreign currency denominated non-monetary assets and liabilities are re-measured into U.S. dollars at historical exchange rates.
Gains or losses from foreign currency remeasurement and settlements are included in foreign exchange gains (losses), net which is presented within other income (expense), net on the consolidated statements of operations. For the years ended January 31, 2024, 2023 and 2022, the Company recognized foreign exchange gains (losses), net of $(3.2) million, $4.4 million and $(29.1) million, respectively.
For subsidiaries and the variable interest entity where the functional currency is other than the U.S. dollar, the Company uses the period-end exchange rates to translate assets and liabilities, the average monthly exchange rates to translate revenue and expenses, and historical exchange rates to translate stockholders’ equity (deficit) into U.S. dollars. The Company records translation gains and losses in accumulated other comprehensive income (loss) as a component of stockholders’ equity (deficit) in the consolidated balance sheets. For the years ended January 31, 2024, 2023 and 2022, the Company recognized foreign translation adjustments of $(4.1) million, $(5.9) million and $27.6 million, respectively.
Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents as of January 31, 2024 and 2023, consists of cash held in checking and savings accounts, investments in money market accounts and certain highly-liquid investments. The Company considers all highly-liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents.
Restricted cash as of January 31, 2023, consists of a $2.5 million acquisition related security deposit withheld in an escrow for any potential post-closing indemnification claims. The Company fully paid this acquisition-related holdback during the year ended January 31, 2024. Refer to “Note 7. Business Combination.”
Short-Term Investments - Marketable Securities
The Company classifies its marketable securities with stated maturities of three months and greater at the date of purchase as short-term investments due to its ability to use these securities to support the Company’s current operations.
As of January 31, 2024 and 2023, all short-term investments are classified as available-for-sale and are reported at fair value, which is based on quoted market prices for such securities, if available, or based on quoted market prices of financial instruments with similar characteristics. If the fair value of a security falls below its amortized cost, the carrying value is reduced to its fair value if management intends to sell or it is more likely than not that it will be required to sell before recovery of the amortized cost basis. If neither of these conditions are satisfied, impairment is assessed for credit losses by comparing the present value of expected cash flows with the amortized cost basis, and an allowance for credit losses is recorded for the excess of amortized cost over expected cash flows. Impairment losses not attributable to credit losses are reported as a separate component of other comprehensive loss, net of tax.
The cost of securities sold is based on the specific-identification method. Unrealized gains and losses are reported as a separate component of accumulated other comprehensive income (loss). Realized gains and losses on available-for-sale securities are recognized upon sale and are included in other income (expense), net in the consolidated statements of operations. Interest on securities classified as available-for-sale is included within interest income on our consolidated statements of operations.
Available-for-sale securities are recorded at fair value each reporting period and are adjusted for the amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income of the consolidated statements of operations.
Accounts Receivable and Allowance for Doubtful Accounts
Accounts receivable, which represent trade receivables from the Company’s customers, are recorded at the invoiced amount and do not bear interest. The Company extends credit of typically 30 to 60 days to its customers in the normal course of business and does not require collateral from its customers. The allowance for doubtful accounts is the Company’s best estimate of the amount of expected credit losses in existing accounts receivable.
As of January 31, 2024 and 2023, the allowance for doubtful accounts was $0.7 million and $1.6 million, respectively. Accounts receivable deemed uncollectible are written off against the allowance when identified.
Concentration of Credit Risk and Significant Customers
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, short-term investments, and accounts receivable. At times, cash deposits may be in excess of insured limits. The Company believes that the financial institutions or corporations that hold its cash, cash equivalents, restricted cash, and short-term investments are financially sound and, accordingly, minimal credit risk exists with respect to these balances. The Company maintains allowances for potential credit losses on accounts receivable when deemed necessary.
The Company uses various distribution channels. As of January 31, 2024, two of these channel partners represented 12% and 13% of the accounts receivable balance, respectively, while as of January 31, 2023, one of these channel partners represented 12% of the accounts receivable balance. There were no individual customers whose balance represented more than 10% of accounts receivable as of January 31, 2024 and 2023.
There were no individual customers whose revenue represented more than 10% of total revenue during the years ended January 31, 2024, 2023 and 2022.
Fair Value of Financial Instruments
We define fair value as the price that would be received from selling an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, we consider the principal or most advantageous market in which to transact and the market-based risk. We apply fair value accounting for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The carrying amounts reported in the consolidated financial statements approximate the fair value for cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable and accrued liabilities due to their short-term nature. The Company also recorded at fair value acquisition related contingent considerations further discussed in “Note 7. Business Combination.”
The Company measures assets and liabilities at fair value at each reporting period using a fair value hierarchy which requires it to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. U.S. GAAP describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, to measure the fair value:
Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Inputs are unobservable based on the Company’s own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation.
Fair value estimates are made at a specific point in time based on relevant market information and information about the financial or nonfinancial asset or liability.
Revenue Recognition
The Company generates revenue primarily from offering self-managed (on-premise) and SaaS subscriptions. Revenue is also generated from professional services, including consulting and training.
In accordance with ASC 606, revenue is recognized when a customer obtains control of the promised products and services. The amount of revenue recognized reflects the consideration that the Company expects to be entitled to receive in exchange for these products and services. To achieve the core principle of this standard, the Company applies the following five-step model as a framework:
1)Identify the contract with a customer. We consider the terms and conditions of our arrangements with customers to identify contracts under ASC 606. We consider that we have a contract with a customer when the contract is approved, we can identify each party's rights regarding the products and services to be transferred, we can identify the payment terms for the products and services, we have determined the customer has the ability and intent to pay, and the contract has commercial substance. We apply judgment in determining the customer's ability and intent to pay, which is based upon factors including the customer's historical payment experience or, for new customers, credit and financial information pertaining to the customers. At contract inception, we also evaluate whether two or more contracts should be combined and accounted for as a single contract. Further, contract modifications generally qualify as a separate contract.
The typical term of a subscription contract for self-managed or SaaS offering is one to three years. Our contracts are non-cancelable over the contract term and we act as principal in all our customer contracts. Customers have the right to terminate their contracts generally only if we breach the contract and we fail to remedy the breach in accordance with the contractual terms.
2)Identify the performance obligations in the contract. Performance obligations in our contracts are identified based on the products and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available from third parties or from us, and are distinct in the context of the contract, whereby the transfer of the product or service is separately identifiable from other promises in the contract.
Our self-managed subscriptions include two performance obligations: (i) to provide access to proprietary features in our software, and (ii) to provide support and maintenance (including the combined obligation to provide software updates on a when-and-if-available basis).
Our SaaS products provide access to hosted software as well as support, which is evaluated to be a single performance obligation.
Services-related performance obligations relate to the provision of consulting and training services. These services are distinct from subscriptions and do not result in significant customization of the software except in certain limited unique contracts.
Some of our customers have the option to purchase additional licenses or renew at a stated price. These options are evaluated on a case-by-case basis but generally do not provide a material right as they
are either at the same price as the existing licenses or are within our range of standalone selling price (“SSP”) and, as such, would not result in a separate performance obligation. Where material rights are identified in our contracts, they are treated as separate performance obligations.
3)Determine the transaction price. We determine transaction price based on the consideration to which we expect to be entitled in exchange for transferring products and services to the customer.
If the consideration to which we expect to be entitled includes variable consideration, the amount of variable consideration included in the transaction price is estimated. In the event that some portion of the estimated variable consideration is uncertain, such estimates are constrained. Variable consideration is therefore included in the transaction price only to the extent it is probable that a significant future reversal of cumulative revenue under the contract will not occur when the uncertainty associated with the variable consideration is resolved. Our contracts are non-refundable and non-cancellable. We do not offer refunds, rebates, or credits to our customers in the normal course of business. The impact of variable considerations has not been material.
For contracts with a one year term, we applied a practical expedient available under ASC 606 and made no evaluation for the existence of a significant financing component. In these contracts, at contract inception, the period between when we expect to transfer a promised product or service to the customer and when the customer pays for that product or service will be one year or less. For contracts with terms of more than a year, we have applied judgment in determining that advance payments in such contracts are not collected with the primary intention of availing finance and therefore, do not represent a significant financing component. Revenue is recognized net of any taxes collected from customers which are subsequently remitted to governmental entities (e.g., sales tax and other indirect taxes). We do not offer the right of refund in our contracts.
4)Allocate the transaction price to the performance obligations in the contract. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. For contracts that contain multiple performance obligations, we allocate the transaction price for each contract to each performance obligation based on the relative SSP for each performance obligation. We use judgment in determining the SSP for our products and services. We typically assess the SSP for our products and services on an annual basis or when facts and circumstances change. To determine SSP, we maximize the use of observable standalone sales and observable data, where available. In instances where performance obligations do not have observable standalone sales, we utilize available information that may include other observable inputs or use the expected cost-plus margin approach to estimate the price we would charge if the products and services were sold separately. The expected cost-plus margin approach is currently used to determine SSP for each distinct performance obligation for self-managed subscriptions.
We have concluded that (i) the right to use the software and (ii) the right to receive technical support and software fixes and updates are two distinct performance obligations in our self-managed subscriptions. Since neither of these performance obligations are sold on a standalone basis, we estimate SSP for each performance obligation using a model based on the “expected cost-plus margin” approach and update the model on an annual basis or when facts and circumstances change. This model uses observable data points to develop the main inputs and assumptions, which include the estimated historical costs to develop the paid features in the software license and the estimated future costs to provide post-contract customer support.
5)Revenue is recognized when or as we satisfy a performance obligation. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised products and services to a customer. We recognize revenue when we transfer control of the products and services to our customers for an amount that reflects the consideration that we expect to receive
in exchange for those products and services. All revenue is generated from contracts with customers.
Subscription - self-managed and SaaS
Subscription - self-managed
The Company's self-managed subscriptions include support, maintenance, upgrades, and updates on a when-and-if-available basis. Revenue for self-managed subscriptions is recognized ratably over the contract period based on the stand-ready nature of subscription elements.
The Company offers two tiers of paid subscriptions as part of the self-managed model: Premium and Ultimate. Subscriptions for self-managed licenses include both (i) a right to use the underlying software (License revenue - Self managed) and (ii) a right to receive post-contract customer support during the subscription term (Subscription revenue - Self managed). Post-contract customer support comprises maintenance services (including updates and upgrades to the software on a when-and-if-available basis) and support services. The Company has concluded that the right to use the software, which is recognized upon delivery of the license, and the right to receive technical support and software fixes and updates, which is recognized ratably over the term of the arrangement, are two distinct performance obligations. Since neither of these performance obligations are sold on a standalone basis, the Company estimates the SSP for each performance obligation using a model based on the “expected cost-plus margin” approach and updates the model on an annual basis or when facts and circumstances change. This model uses observable data points to develop the main inputs and assumptions which include the estimated historical costs to develop the paid features in the software license and the estimated future costs to provide post-contract customer support. Based on this model, the Company allocated between 1 to 23%, with the majority being less than 14%, of the entire transaction price to the right to use the underlying software (License revenue - Self managed) and allocated the remaining value of the transaction to the right to receive post-contract customer support (Subscription revenue - Self managed) during the period covered by these consolidated financial statements.
The typical term of a subscription contract for self-managed offering is one to three years.
Since January 2021, Starter paid tier is no longer offered to new customers but remains available for a limited transitory period to our existing customers.
SaaS
We also offer two tiers of paid SaaS subscriptions: Premium and Ultimate. These subscriptions provide access to our latest managed version of our product hosted in a public or private cloud based on the customer’s preference. Revenue from our SaaS products (Subscription revenue - SaaS) is recognized ratably over the contract period when the performance obligation is satisfied.
The typical term of a subscription contract for SaaS offering is one to three years.
Since January 2021, Starter paid tier is no longer offered to new customers but remains available for a limited transitory period to our existing customers.
License - self-managed and other
The license component of our self-managed subscriptions reflects the revenue recognized by providing customers with rights to use proprietary software features. The Company allocates between 1 to 23%, with the majority being less than 14%, of the entire transaction value to License revenue, which is recognized upfront when the software license is made available to our customers.
Other revenue consists of professional services revenue which is derived from fixed fee and time and materials offerings, subject to customer acceptance for fixed fee offerings. Uncertainty exists about customer acceptance and therefore, control is presumed to transfer upon confirmation from the customer,
as defined in each professional services contract. Accordingly, revenue is recognized upon satisfaction of all requirements per the applicable contract. Revenue from professional services provided on a time and material basis is recognized over the periods services are delivered.
The Company presents financial information about disaggregation of revenue in “Note 3. Revenues” of the consolidated financial statements.
Deferred Revenue and Contract Assets
Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. The portion of deferred revenue that the Company will recognize during the twelve-month period from the balance sheet date is recorded within current liabilities and the remaining portion is recorded as long-term.
The Company receives payments from customers based upon contractual billing schedules and accounts receivable are recorded when the right to consideration becomes unconditional. Customers are generally billed in advance, including some multi-year contracts, but the majority of customers in multi-year contracts specifically request to pay annually in advance. Payment terms on invoiced amounts are typically 30 to 60 days. In limited cases, the Company has offered deferred payment terms of a maximum of one year in contracts with a one year contractual term. For multi-year license subscriptions, we generally invoice customers annually at the beginning of each annual coverage period and the license revenue for the full multi-year term is recognized upfront on delivery from deferred revenue. Where the value of revenue recognized exceeds the value of amounts invoiced for a contract at the end of a reporting period, the excess is reclassified from deferred revenue to contract assets until invoiced. Contract assets are included in prepaid expenses and other current assets on the consolidated balance sheets.
During the years ended January 31, 2024, 2023 and 2022, $217.0 million, $145.9 million and $87.1 million, respectively, of revenue was recognized, which was included in the corresponding deferred revenue balance at the beginning of the reporting periods presented. The increase in deferred revenue balances for the periods presented is mainly attributable to the growth of contracts with new as well as existing customers.
Remaining Performance Obligations
As of January 31, 2024 and 2023, the aggregate amount of the transaction price allocated to billed and unbilled remaining performance obligations for which revenue has not yet been recognized was approximately $673.8 million and $435.9 million, respectively. As of January 31, 2024, the Company expects to recognize approximately 64% of the transaction price as product or services revenue over the next 12 months and 87% over the next 24 months.
Deferred Contract Acquisition Costs
Sales commissions and bonuses that are direct and incremental costs of the acquisition of contracts with customers are capitalized. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred when the costs are direct and incremental and would not have occurred absent the customer contract. The deferred commission and bonus amounts are recoverable through the future revenue streams from our customer contracts all of which are non-cancelable.
Commissions and bonuses paid upon the acquisition of an initial contract are amortized over an estimated period of benefit which has been determined generally to be three years based on historical analysis of average customer life and useful life of our product offerings. Commissions paid for subsequent renewals are amortized over the renewal term. Amortization is recognized on a straight-line basis and included in sales and marketing expenses in the consolidated statements of operations.
However, costs for commissions that are incremental to obtain a self-managed license contract are expensed immediately. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred costs. The Company did not recognize any impairment of deferred contract acquisition costs during the periods presented.
Cost of Revenue
Cost of revenue for self-managed and SaaS subscriptions consists primarily of allocated cloud-hosting costs paid to third party service providers, personnel-related costs associated with our customer support personnel, including contractors; and allocated overhead. Personnel-related expenses consist of salaries, benefits, bonuses, and stock-based compensation.
Cost of self-managed license and other revenue consists primarily of contractor and personnel-related costs, including stock-based compensation expenses, associated with the professional services team and customer support team, and allocated overhead.
Research and Development
Costs related to research and development of the Company’s software offerings are expensed as incurred. These costs consist primarily of compensation paid to the Company's research and development personnel, including contractors.
The Company’s internal customer software development process follows an iterative process that results in more frequent software releases than do traditional sequential or waterfall development methodologies and also results in internal validation of the software releases very shortly before they are made available to customers. Therefore, to date, costs to develop software that is marketed externally have not been capitalized as the current software development process is essentially completed concurrently with the establishment of technological feasibility through internal validation of the software releases. As such, all related software development costs are expensed as incurred and included in research and development expenses in the consolidated statements of operations. To date, software development for internal use has been immaterial and no such costs have been capitalized.
Advertising Costs
Advertising costs are expensed as incurred and are included within sales and marketing expenses in the consolidated statements of operations. These include costs incurred on public relations, website design, advertising, field marketing, and market research services. The Company incurred advertising costs of $32.5 million, $27.3 million and $21.4 million during the years ended January 31, 2024, 2023 and 2022, respectively.
Loss Contingencies
If an exposure to any potential claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. Significant judgment is required in both the determination of probability and the determination as to whether an exposure is reasonably estimable. If applicable, the Company records receivables for probable insurance or other third-party recoveries. Due to uncertainties related to these matters, accruals are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability and may revise its estimates. These revisions in the estimates of the potential liabilities could have a material impact on the Company’s results of operations and financial position. Legal fees and other costs associated with such actions are expensed as incurred.
Income Taxes
The Company is subject to income taxes in the United States and several foreign jurisdictions. The Company records a provision for income taxes for the anticipated tax consequences of the reported
results of operations using the asset and liability method. Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and the tax basis of assets and liabilities, as well as for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled.
Valuation allowances are established when necessary to reduce deferred tax assets to the amounts more likely than not expected to be realized. Management applies significant judgment in assessing the positive and negative evidence available in the determination of the amount of deferred tax assets that were more likely than not to be realized in the future. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under the tax law. The Company regularly reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences, and tax planning strategies. The Company’s judgments regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute its business plans and/or tax planning strategies. Should there be a change in the ability to recover deferred tax assets, the tax provision would increase or decrease in the period in which the assessment is changed.
Compliance with income tax regulations requires the Company to take certain tax positions. In assessing the exposure associated with various filing positions, the Company determines whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Company uses a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of the available evidence indicates that it is more likely than not that the position will be sustained upon tax authority examination, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than fifty percent likely of being realized upon ultimate settlement. Interest and penalties related to unrecognized tax benefits, if any, are included within the provision for income taxes in the consolidated statement of operations.
Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)
Comprehensive loss includes net loss and changes in stockholders’ equity that are excluded from net loss due to changes in the Company’s cumulative foreign currency translation account and unrealized gains or losses on short-term investments.
Net Loss per Share Attributable to Common Stockholders
Basic net loss per share is based on the weighted-average effect of all common shares issued and outstanding and is calculated by dividing net loss attributable to common stockholders by the weighted-average shares outstanding during the period. Diluted net loss per share is calculated by dividing net loss by the weighted-average number of common shares used in the basic loss per share calculation plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive instruments. We exclude equity instruments from the calculation of diluted loss per share if the effect of including such instruments is anti-dilutive. Since we are in a net loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potentially dilutive securities outstanding would have been anti-dilutive. For this calculation, convertible preferred stock, warrants and stock options are considered potentially dilutive instruments. While the convertible preferred stock had participating rights for dividends, it did not participate in losses and hence did not qualify as a participating security in the periods in which the Company generated a loss.
Stock-Based Compensation
The Company has granted equity classified stock-based awards to team members, members of its board of directors, and non-employee advisors. The majority of the Company's stock-based awards have been granted to team members and the service-based vesting condition for the majority of these awards is satisfied over four years.
The cost of stock-based awards granted to team members is measured at the grant date, based on the fair value of the award, and is generally recognized as expense on a straight-line basis over the requisite service period. Forfeitures are recorded as they occur. The Company has elected to use the Black-Scholes option pricing model to determine the fair value of stock options.
In May 2021, the Company granted 3 million shares of restricted stock units (“RSUs”) tied to our Class B common stock to Mr. Sijbrandij, our founder and CEO. The RSUs contain a service condition and a performance condition based on the achievement of eight separate stock price hurdles/tranches ranging from $95 to $500 per share. The fair value of the RSUs was determined utilizing a Monte Carlo valuation model. We recognize total stock-based compensation expense over the derived service period of each tranche using the accelerated attribution method, regardless of whether the stock price hurdles are achieved. Refer to “Note 10. Equity” for further discussion.
In September 2021, our board of directors and our stockholders approved the 2021 Employee Stock Purchase Plan (“ESPP”) to enable eligible team members to purchase shares of our Class A common stock with accumulated payroll deductions. We recognize stock-based expenses related to the shares to be issued under the ESPP on a straight-line basis over the offering period, using the Black-Scholes option-pricing model. We have been determining the volatility input based on the historical volatility of our peer group until such time as we established a 2-year public trading history of our own stock price. For the new offering period starting December 2023, we transitioned to using an average blend of historical volatility of our peer group and volatility of our own stock price when determining the volatility input.
In June 2022, the Company granted 0.4 million performance stock units (“PSUs”) to senior members of its management team subject to a revenue performance condition and service conditions. The number of PSUs that will ultimately vest will depend on the revenue achieved by the Company in fiscal 2025 relative to the defined target and these estimates are regularly reviewed by the Company. The fair value of PSUs is measured at the market price of the Company’s Class A common stock on the date of grant and compensation costs related to awards expected to vest are recognized on a graded-vesting method over the requisite service period. The estimate of awards expected to vest is reassessed by management at each reporting period.
In fiscal 2023, the board of directors of JiHu approved an employee stock option plan (“JiHu ESOP”) for its employees. The fair value of Restricted Stock Awards (“RSAs”) and stock option awards is measured on the date of grant and compensation costs related to these awards are recognized on a graded attribution method as the grants include a performance condition. The Company considers the RSAs and stock option awards granted pursuant to the JiHu ESOP as potentially dilutive equity instruments that will result in dilution of the Company’s stake in JiHu upon vesting of such award (or, in the case of option awards granted pursuant to the JiHu ESOP, upon vesting and subsequent exercise into shares of JiHu common stock). Any such dilution will be accounted for as an equity transaction. Until such awards granted pursuant to the JiHu ESOP are vested (or, in the case of option awards, vested and ultimately exercised into shares of JiHu common stock), the Company will continue to record the recognized stock-compensation expense of JiHu as part of the noncontrolling interest.
Segment Reporting
Our primary business activity is to sell subscriptions on both self-managed and SaaS models. Our chief operating decision maker, who is the Co-founder and Chief Executive Officer, reviews financial information presented on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. Accordingly, we operate our business as one operating
segment and one reporting unit. The Company presents financial information about geographical mix of revenue in “Note 3. Revenues” of the consolidated financial statements.
Business Combination
We include the results of operations of the businesses that we acquire beginning from the respective dates of acquisition. We allocate the fair value of the purchase price of our acquisitions to the tangible and intangible assets acquired, and liabilities assumed, based on their estimated fair values. The excess of the fair value of purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill.
We amortize our acquired intangible assets in business combinations and asset acquisitions on a straight-line basis with definite lives over a period of three years.
The liabilities for any contingent consideration are established at the time of the acquisition and will be evaluated at each reporting date. Any change in the fair value adjustment is recorded in general and administrative expenses.
Property and Equipment, Net
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets. The Company depreciates leasehold improvements over the shorter of the remaining lease term or estimated useful life of five years, and computers over two years.
Leases
The Company determines whether an arrangement is or contains a lease at inception, based on whether there is an identified asset and whether the Company controls the use of the identified asset throughout the period of use. At the lease commencement date, the Company determines the lease classification between finance and operating and recognizes a right-of-use asset and corresponding lease liability for each lease component. A right-of-use asset represents the Company’s right to use an underlying asset and a lease liability represents the Company’s obligation to make payments during the lease term. The Company only has operating leases of office premises leased by JiHu. The Company accounts for lease components and non-lease components separately. The Company does not recognize operating lease right-of-use assets and operating lease liabilities that arise from short-term leases (i.e., leases with a term of 12 months or less).
The lease liability is initially measured as the present value of the remaining lease payments over the lease term. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The discount rate used to determine the present value is the Company’s incremental borrowing rate unless the interest rate implicit in the lease is readily determinable. The Company estimates its incremental borrowing rate based on the information available at lease commencement date for borrowings with a similar term. The right-of-use asset is initially measured as the present value of the lease payments adjusted for prepaid lease payments to lessors.
Lease expense is recognized on a straight-line basis over the lease term.
Impairment of Long-lived Assets
We evaluate long-lived assets (including intangible assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset (including an intangible asset) may not be recoverable. An asset is considered impaired if its carrying amount exceeds the future undiscounted cash flow the asset is expected to generate. We measure recoverability of these assets by comparing the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If a long-lived asset (including an intangible asset) is considered to be impaired, the impairment to be recognized equals the amount by which the carrying value of the asset exceeds its fair market value. We have made no material adjustments to our long-lived assets (including intangible assets) in any of the years presented.
We test our goodwill for impairment at least annually in the fourth fiscal quarter of each year, or more frequently if events or changes in circumstances indicate that this asset may be impaired. Based on an analysis of qualitative and quantitative factors, including our market capitalization, we determined no goodwill impairment in any of the periods presented.
Equity Method Investment
The Company applies the equity method of accounting to investments when it has significant influence, but not controlling interest in the investee. The Company’s equity method investments are reported at cost and adjusted each period for its proportionate share of the investee’s income or loss. The cost on initial recognition of retained interest in an erstwhile subsidiary is based on fair value on the date of loss of control. The Company’s proportionate share of the net loss resulting from the investment is reported under loss from equity method investment, net of tax in our consolidated statements of operations. The carrying value of the Company’s equity method investments is reported in equity method investment in the consolidated balance sheets. The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. The Company determined there was an impairment during the year ended January 31, 2024. Refer to “Note 12. Joint Venture and Equity Method Investment” for more information.
Recently Adopted Accounting Standards
There were no recently adopted accounting standards during the year ended January 31, 2024 that had a material impact on the Company’s consolidated financial statements.
Recently Issued Accounting Standards Not Yet Adopted
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting ("Topic 280"): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires enhanced disclosures on an annual and interim basis for significant segment expenses. In addition, it provides new segment disclosure requirements for entities with a single reportable segment. For public business entities the amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company has not early adopted ASU 2023-07 and is currently evaluating the impact on the consolidated financial disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes ("Topic 740"): Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires enhancements to current disclosures in order to enhance the transparency and decision usefulness of income tax disclosures. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2024 and early adoption is permitted. The Company has not early adopted ASU 2023-09 and is currently evaluating the impact on the consolidated financial disclosures.
v3.24.1
Revenues
12 Months Ended
Jan. 31, 2024
Revenue from Contract with Customer [Abstract]  
Revenues
3. Revenues
Disaggregation of Revenue
The following table shows the components of revenues and their respective percentages of total revenue for the periods indicated (in thousands, except percentages):
Fiscal Year Ended January 31,
202420232022
Subscription—self-managed and SaaS$506,306 87 %$369,349 87 %$226,163 90 %
Subscription—self-managed355,707 61 275,275 65 179,564 72 
SaaS150,599 26 94,074 22 46,599 18 
License—self-managed and other$73,600 13 %$54,987 13 %$26,490 10 %
License—self-managed63,110 11 46,046 11 20,171 
Professional services and other10,490 8,941 6,319 
Total revenue$579,906 100 %$424,336 100 %$252,653 100 %
Total Revenue by Geographic Location
The following table summarizes the Company’s total revenue by geographic location based on the region of the Company’s contracting entity, which may be different than the region of the customer (in thousands):
Fiscal Year Ended January 31,
202420232022
United States$473,021 $352,975 $211,520 
Europe93,292 61,820 36,478 
Asia Pacific13,593 9,541 4,655 
Total revenue$579,906 $424,336 $252,653 
During the years ended January 31, 2024, 2023 and 2022, the United States accounted for 82%, 83% and 84% of total revenue, respectively. No other individual country exceeded 10% of total revenue for any of the periods presented.
The Company operates its business as a single operating segment.
v3.24.1
Cash, Cash Equivalents and Short-Term Investments
12 Months Ended
Jan. 31, 2024
Cash and Cash Equivalents [Abstract]  
Cash, Cash Equivalents and Short-Term Investments
4. Cash, Cash Equivalents and Short-Term Investments
The following table summarizes the Company’s cash, cash equivalents and short-term investments by category (in thousands):
As of January 31, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Cash and cash equivalents:
    Cash$80,953 $— $— $80,953 
    Money market funds187,175 — — 187,175 
    U.S. Treasury securities15,909 — (2)15,907 
    Commercial paper3,962 — (1)3,961 
Total cash and cash equivalents$287,999 $— $(3)$287,996 
Short-term investments:
    Commercial paper23,229 14 (1)23,242 
    Corporate debt securities231,219 740 (250)231,709 
    U.S. Agency securities56,324 29 (136)56,217 
    U.S. Treasury securities437,369 141 (389)437,121 
Total short-term investments$748,141 $924 $(776)$748,289 
As of January 31, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Cash and cash equivalents:
    Cash$232,332 $— $— $232,332 
    Money market funds60,073 — — 60,073 
    U.S. Agency securities2,997 — — 2,997 
Total cash and cash equivalents$295,402 $— $— $295,402 
Short-term investments:
    Commercial paper88,703 18 (112)88,609 
    Corporate debt securities95,805 33 (572)95,266 
    Municipal bonds1,989 — (19)1,970 
    Foreign government bonds2,211 — (41)2,170 
    U.S. Agency securities74,158 (435)73,725 
    U.S. Treasury securities383,238 — (3,729)379,509 
Total short-term investments$646,104 $53 $(4,908)$641,249 
The Company uses the specific-identification method to determine any realized gains or losses from the sale of the Company’s short-term investments classified as available-for-sale. For the periods presented, the Company did not have any material realized gains or losses as a result of maturities or sale of short-term investments.
During the years ended January 31, 2024 and 2023, the Company recorded $39.1 million and $14.5 million of interest income on cash equivalents and short-term investments, respectively, which includes $20.3 million and $6.1 million of net amortization of premiums or discounts on short-term investments during the years ended January 31, 2024 and 2023, respectively. During the year ended January 31, 2022, the Company recorded $0.7 million of interest income on cash equivalents and short-term investments.
The following table summarizes unrealized losses on the Company’s cash equivalents and short-term investments aggregated by category and the length of time such aggregated investments have been in a continuous unrealized loss position as of the periods presented (in thousands):
Less Than 12 Months12 Months or GreaterTotal
Carrying ValueGross Unrealized LossesCarrying ValueGross Unrealized LossesFair ValueGross Unrealized Losses
January 31, 2024
    U.S. Agency securities$35,979 $(53)$11,386 $(83)$47,365 $(136)
    Commercial paper15,462 (2)— — 15,462 (2)
    Corporate debt securities85,998 (192)15,485 (58)101,483 (250)
    U.S. Treasury securities139,567 (192)41,193 (199)180,760 (391)
Total cash equivalents and short-term investments$277,006 $(439)$68,064 $(340)$345,070 $(779)
Less Than 12 Months12 Months or GreaterTotal
Carrying ValueGross Unrealized LossesCarrying ValueGross Unrealized LossesFair ValueGross Unrealized Losses
January 31, 2023
    U.S. Agency securities$73,724 $(435)$— $— $73,724 $(435)
    Commercial paper45,015 (112)— — 45,015 (112)
    Corporate debt securities75,203 (572)— — 75,203 (572)
    Municipal bonds1,970 (19)— — 1,970 (19)
    Foreign government bonds2,170 (41)— — 2,170 (41)
    U.S. Treasury securities379,509 (3,729)— — 379,509 (3,729)
Total cash equivalents and short-term investments$577,591 $(4,908)$— $— $577,591 $(4,908)
The following table classifies the Company’s short-term investments by contractual maturities (in thousands):
January 31, 2024January 31, 2023
Amortized costFair ValueAmortized costFair Value
Due within 1 year$619,286 $618,765 $480,943 $477,520 
Due between 1 year to 2 years128,855 129,524 165,161 163,729 
Total$748,141 $748,289 $646,104 $641,249 
All available-for-sale securities have been classified as current, based on management’s ability to use the funds in current operations.
v3.24.1
Fair Value Measurements
12 Months Ended
Jan. 31, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements
5. Fair Value Measurements
The Company determines fair value based on the fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value assumes that the transaction to sell the asset or transfer the liability occurs in the principal or most advantageous market for the asset or liability and establishes that the fair value of an asset or liability shall be determined based on the assumptions that market participants would use in pricing the asset or liability. The classification of a financial asset or liability within the hierarchy is based upon the lowest level input that is significant to the fair value measurement. The fair value hierarchy prioritizes the inputs into three levels that may be used to measure fair value:
Level 1:     Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2:    Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3:    Inputs are unobservable based on the Company’s own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation.
The fair value of the Company’s Level 1 financial instruments, such as money market funds which are traded in active markets, is based on quoted market prices for identical instruments. The fair value of the Company’s Level 2 financial instruments such as commercial paper, corporate debt and U.S. government securities are obtained from an independent pricing service, which may use inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security that may not be actively traded. The Company’s marketable securities are held by custodians who obtain investment prices from a third-party pricing provider that incorporates standard inputs in various asset price models.
Financial assets measured at fair value on a recurring basis are summarized below (in thousands):
Level 1Level 2Level 3 Fair Value
January 31, 2024 (1)
Cash equivalents:
    Money market funds$187,175 $— $— $187,175 
    U.S. Treasury securities— 15,907 — 15,907 
    Commercial paper— 3,961 — 3,961 
Short-term investments:
    Commercial paper— 23,242 — 23,242 
    Corporate debt securities— 231,709 — 231,709 
    U.S. Agency securities— 56,217 — 56,217 
    U.S. Treasury securities— 437,121 — 437,121 
Total$187,175 $768,157 $— $955,332 
(1) Excludes $81.0 million in cash on the consolidated balance sheet as of January 31, 2024.
Level 1Level 2Level 3 Fair Value
January 31, 2023 (1)
Cash equivalents:
    Money market funds$60,073 $— $— $60,073 
    U.S. Agency securities— 2,997 — 2,997 
Short-term investments:
    Commercial paper— 88,609 — 88,609 
    Corporate debt securities— 95,266 — 95,266 
    Municipal bonds— 1,970 — 1,970 
Foreign government bonds— 2,170 — 2,170 
    U.S. Agency securities— 73,725 — 73,725 
    U.S. Treasury securities— 379,509 — 379,509 
Total$60,073 $644,246 $— $704,319 
(1) Excludes $232.3 million in cash on the consolidated balance sheet as of January 31, 2023.
The Company had $3.6 million and $3.4 million of Level 3 contingent consideration as of January 31, 2024 and January 31, 2023, respectively. Refer to “Note 6. Supplemental Financial Statement Information” for further details.
v3.24.1
Supplemental Financial Statement Information
12 Months Ended
Jan. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Supplemental Financial Statement Information
6. Supplemental Financial Statement Information
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consisted of the following (in thousands):
January 31, 2024January 31, 2023
Prepaid software subscriptions$12,835 $7,771 
Prepaid expenses for the Company’s events9,245 1,885 
Prepaid taxes 1,431 592 
Prepaid insurance2,718 3,199 
Prepaid advertising costs1,621 367 
Other prepaid expenses1,776 1,915 
Restricted cash (1)
— 2,500 
Interest receivable4,159 2,310 
Income tax receivable related to BAPA6,460 — 
Vendor receivable2,000 — 
Revenue contract asset1,910 1,532 
Security and other deposits371 510 
Other current assets1,075 1,746 
Total prepaid expenses and other current assets$45,601 $24,327 
(1) Refer to “Note 7. Business Combination”.
Property and Equipment, Net
Property and equipment, net of the following (in thousands):
January 31, 2024January 31, 2023
Computer and office equipment $9,182 $8,581 
Leasehold improvements1,154 1,208 
10,336 9,789 
Less: Accumulated depreciation (1)
(7,382)(3,992)
Total property and equipment, net (1)
$2,954 $5,797 
(1) The amounts in the table above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying property and equipment. During the year ended January 31, 2024, the Company also wrote off $1.1 million of fully depreciated assets as they were no longer in use.
Depreciation expense of property and equipment was $4.4 million, $3.2 million and $0.5 million for the years ended January 31, 2024, 2023 and 2022, respectively.
Other Non-Current Assets
Other non-current assets consisted of the following (in thousands):
January 31, 2024January 31, 2023
Security and other deposits$3,495 $3,172 
Deferred software implementation costs336 594 
Other non-current assets559 321 
Total other non-current assets$4,390 $4,087 
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following (in thousands):
January 31, 2024January 31, 2023
Income tax liability related to BAPA (1)
$258,675 $— 
Accrued expenses11,499 10,949 
Income taxes payable2,212 859 
Indirect taxes payable3,928 4,498 
Acquisition related contingent cash consideration3,608 — 
Customer refunds payable3,019 3,465 
ESPP employee contributions2,827 2,967 
Operating lease liabilities, current410 716 
Acquisition related consideration withheld in escrow (2)
— 2,500 
Total accrued expenses and other current liabilities$286,178 $25,954 
(1) Refer to “Note 13. Income Taxes” for a discussion on the unrecognized tax benefits related to the BAPA.
(2) Refer to “Note 7. Business Combination”.
Accrued Compensation and Benefits
Accrued compensation and benefits consisted of the following (in thousands):
January 31, 2024January 31, 2023
Accrued commissions$12,734 $8,512 
Payroll taxes payable 9,306 3,013 
Restructuring accrual and related charges (1)
188 — 
Other accrued team member related payables13,581 9,251 
Total accrued compensation and benefits$35,809 $20,776 
(1) Refer to “Note 11. Restructuring and Other Related Charges”.
Other Non-Current Liabilities
Other non-current liabilities consisted of the following (in thousands):
January 31, 2024January 31, 2023
Deferred tax liabilities, net$10,560 $849 
Provision towards labor matters (1)
2,197 2,504 
Long term taxes payable771 647 
Early exercised options liability420 1,800 
Acquisition related contingent cash consideration (2)
— 3,443 
Operating lease liabilities, non-current— 413 
Other non-current liabilities 112 168 
Total other non-current liabilities$14,060 $9,824 
(1) Refer to “Note 15. Commitments and Contingencies”.
(2) Refer to “Note 7. Business Combination”.
Other Income (Expense), Net
Other income (expense), net consisted of the following (in thousands):
Fiscal Year Ended January 31,
202420232022
Gain from deconsolidation of Arch, formerly Meltano (1)
$— $17,798 $— 
Impairment loss equity method investment in Arch, formerly Meltano (1)
(8,858)— — 
Foreign exchange gains (losses), net(3,157)4,364 (29,140)
Other income (expense), net189 (577)(1,710)
Total other income (expense), net$(11,826)$21,585 $(30,850)
(1) Refer to “Note 12. Joint Venture and Equity Method Investment”.
v3.24.1
Business Combination
12 Months Ended
Jan. 31, 2024
Business Combination and Asset Acquisition [Abstract]  
Business Combination
7. Business Combination
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California.
The transaction was accounted for as a business combination. The acquisition date fair value of the consideration transferred was $13.5 million, which included contingent cash consideration.
As of January 31, 2023, the Company held $2.5 million in an escrow as partial security for post-closing indemnification claims made within 18 months of the closing date. The Company fully paid this acquisition-related holdback during the year ended January 31, 2024.
In September 2022, one of the operational milestones was achieved and the Company paid $4.2 million of contingent cash consideration. The remaining contingent cash consideration is determined based upon the satisfaction of certain defined operational milestones and remeasured at fair value at each reporting period through earnings. We reassessed the fair value of outstanding operational milestones and recorded the fair value gain of $1.7 million in general and administrative expenses for the year ended January 31, 2023 and there has been no change for the year ended January 31, 2024.
As the fair value is based on unobservable inputs, the liability is included in Level 3 of the fair value measurement hierarchy. As of January 31, 2024 and January 31, 2023, the Company had recorded $3.6 million and $3.4 million of remaining contingent cash consideration which is included in other current liabilities and other long term liabilities on the respective consolidated balance sheets, respectively.
Interest accretion expense on contingent cash consideration was $0.2 million, $0.3 million and zero for the years ended January 31, 2024, 2023 and 2022, respectively.
v3.24.1
Goodwill and Intangible Assets, Net
12 Months Ended
Jan. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, Net
8. Goodwill and Intangible Assets, Net
Goodwill
The carrying amount of goodwill was as follows (in thousands):
Carrying Amount
Balance as of January 31, 2024 and January 31, 2023
$8,145 
There was no goodwill impairment for any periods presented.
Intangible Assets
Intangible assets, net consisted of the following (in thousands):
January 31, 2024
Gross Carrying AmountAccumulated AmortizationNet Book ValueWeighted average remaining amortization period (years)
Developed technology from business combination$6,200 $(4,467)$1,733 0.8
Developed technology from asset acquisitions (1) (2)
914 (914)— 0.0
Total$7,114 $(5,381)$1,733 
January 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Book ValueWeighted average remaining amortization period (years)
Developed technology from business combination$6,200 $(2,401)$3,799 1.8
Developed technology from asset acquisitions (1)
1,359 (1,257)102 0.3
Total$7,559 $(3,658)$3,901 
(1) The amounts in the tables above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying intangibles.
(2) During the year ended January 31, 2024, the Company wrote off $0.4 million of fully amortized intangible assets as the technology had become obsolete.
Amortization expense was $2.2 million, $2.4 million and $0.7 million for the years ended January 31, 2024, 2023 and 2022, respectively.
As of January 31, 2024, future amortization expense related to the intangibles assets is expected to be $1.7 million for the year ended January 31, 2025.
v3.24.1
Team Member Benefit Plans
12 Months Ended
Jan. 31, 2024
Retirement Benefits [Abstract]  
Team Member Benefit Plans 9. Team Member Benefit Plans
The Company contributes to defined contribution plans in a number of countries including a 401(k) savings plan for U.S. based team members and defined contribution arrangements in the United Kingdom, Australia, New Zealand and select other countries based on the legislative and tax requirements of the respective countries. Total contributions to these plans were $5.1 million, $3.9 million and $2.8 million for the years ended January 31, 2024, 2023 and 2022, respectively.
v3.24.1
Equity
12 Months Ended
Jan. 31, 2024
Equity [Abstract]  
Equity
10. Equity
In connection with the Company’s initial public offering (the “IPO”), on October 18, 2021, the Company filed a restated certificate of incorporation that authorized the issuance of 1,500,000,000 shares of Class A common stock, 250,000,000 shares of Class B common stock, and 50,000,000 shares of preferred stock at $0.0000025 par value for each class of shares. Common stockholders are entitled to
dividends when and if declared by the board of directors. No dividends have been declared to date. The holder of each share of Class A common stock is entitled to one vote and the holder of each share of Class B common stock is entitled to ten votes.
Common Stock
The Company had shares of common stock reserved for future issuance as follows (in thousands):
January 31, 2024January 31, 2023
Class A and Class B common stock
Options issued and outstanding8,503 12,686 
Shares available for issuance under Equity Incentive Plans24,868 21,483 
RSUs and PSUs issued and outstanding10,930 8,336 
Shares reserved for issuance to charitable organizations1,404 1,636 
ESPP 5,398 4,303 
Total51,103 48,444 
Early Exercised Options (subject to a repurchase right)
Certain stock option holders have the right to exercise unvested options, subject to a repurchase right held by the Company at the original exercise price, in the event of voluntary or involuntary termination of employment of the holder. As of January 31, 2024 and January 31, 2023, there were 22,278 and 194,304 shares, respectively, of unvested options that had been early exercised and were subject to repurchase for a total liability of $0.4 million and $1.8 million, respectively. The liability associated with early exercised options is included in other non-current liabilities in the consolidated balance sheets.
For accounting purposes, issuance of shares will be recognized only on vesting. However, shares issued for the early exercise of options are included in issued and outstanding shares as they are legally issued and outstanding.
Convertible Preferred Stock
Upon the closing of the IPO, all $79.6 million shares of the Company’s convertible preferred stock outstanding were automatically converted into an equal number of shares of Class B common stock and their carrying value of $424.9 million was reclassified into stockholders’ equity. As of January 31, 2024 and January 31, 2023, there were no shares of convertible preferred stock issued and outstanding.
Equity Incentive Plans
In 2015, the Company adopted the 2015 Equity Incentive Plan (the “2015 Plan”), in which shares of common stock of the Company are reserved for issuance of stock options to team members, directors, or consultants. The options generally vest 25% upon completion of one year and then ratably over 36 months. Options generally expire ten years from the date of grant. All these options qualify as equity settled awards and contain no performance conditions.
In September 2021, in connection with the IPO, the board of directors and stockholders approved the 2021 Equity Incentive Plan (the “2021 Plan”) as a successor to the Company’s 2015 Plan (together the “Plans”). The 2021 Plan authorizes the award of both stock options, which are intended to qualify for tax treatment under Section 422 of the Internal Revenue Code, and nonqualified stock options, as well for the award of restricted stock awards (“RSAs”), stock appreciation rights (“SARs”), restricted stock units (“RSUs”), performance stock units (“PSUs”) and stock bonus awards. Pursuant to the 2021 Plan, incentive stock options may be granted only to the Company’s team members. The Company may grant all other types of awards to its team members, directors, and consultants. The Company initially reserved 13,032,289 shares of its Class A common stock, plus any reserved shares of Class B common stock not
issued or subject to outstanding grants under the 2015 Plan on the effective date of the 2021 Plan, for issuance as Class A common stock pursuant to awards granted under the 2021 Plan. The number of shares reserved for issuance under the 2021 Plan increases automatically on February 1 of each of the years from 2022 through 2031.
The awards available for grant under the above Plans for the periods presented were as follows (in thousands):
January 31, 2024January 31, 2023
Available at beginning of period
21,483 18,248 
Awards authorized7,557 7,673 
RSUs and PSUs granted(6,258)(6,651)
RSUs and PSUs canceled and forfeited1,292 657 
Options canceled and forfeited777 1,496 
Options repurchased17 60 
Available at end of period
24,868 21,483 
In the event that shares previously issued under the above Plans are reacquired by the Company, such shares shall be added to the number of shares then available for issuance under the 2021 Plan. In the event that an outstanding stock option for any reason expires or is canceled, the shares allocable to the unexercised portion of such stock option will be added to the number of shares then available for issuance under the 2021 Plan.
Both Plans allow the grantees to early exercise stock options.
Stock Options, RSUs and PSUs
The following table summarizes options activity under the Plans, and related information:
Number of Stock Options Outstanding (in thousands)Weighted Average Exercise PriceWeighted Average Remaining YearsAggregate Intrinsic value (in millions)
Balances at January 31, 202116,043 $6.33 8.39$166.6 
Options granted7,936 18.68 8.50
Options exercised(4,789)5.40 5.07
Options canceled(81)6.20 — 
Options forfeited(1,963)10.47 — 
Balances at January 31, 202217,146 $11.83 8.24$894.8 
Options granted— — — 
Options exercised(2,964)8.49 — 
Options canceled(33)9.46 — 
Options forfeited(1,463)14.52 — 
Balances at January 31, 202312,686 $12.30 7.00$470.8 
Options granted— — — 
Options exercised(3,406)9.53 — 
Options canceled(126)11.23 — 
Options forfeited(651)17.24 — 
Balances at January 31, 2024
8,503 $13.03 5.85$499.2 
Options vested at January 31, 2024
6,323 $11.42 5.52$377.4 
Options vested and expected to vest at January 31, 2024
8,503 $13.03 5.85$499.2 
No options were granted during the years ended January 31, 2024 and 2023 and the aggregate grant-date fair value of options that vested during the years ended January 31, 2024, 2023 and 2022 was $17.9 million, $31.0 million and $10.8 million, respectively. The weighted-average grant-date fair value per share of options granted was $10.81 for the year ended January 31, 2022. The aggregate intrinsic value of options exercised during the years ended January 31, 2024, 2023 and 2022 was $128.8 million, $123.4 million and $280.5 million, respectively. The aggregate intrinsic value represents the difference between the exercise price and the fair value of the underlying common stock on the date of exercise. During the years ended January 31, 2024, 2023 and 2022, the Company recorded $17.6 million, $23.2 million and $22.6 million stock-based compensation expenses related to options, respectively.
As of January 31, 2024, approximately $21.9 million of total unrecognized compensation cost was related to stock options granted, that is expected to be recognized over a weighted-average period of 1.5 years. The expected stock compensation expense remaining to be recognized reflects only outstanding stock awards as of the periods presented, and assumes no forfeitures.
The following table summarizes the Company’s RSU activity (in thousands):
Number of Shares (1)
Weighted-
Average
grant date
fair value
Balances at January 31, 2021— $— 
Granted272 82.11 
Vested— — 
Canceled/forfeited— — 
Balances at January 31, 2022$0.3 $82.11 
Granted6,286 52.52 
Vested(930)55.01 
Canceled/forfeited(610)54.56 
Balances at January 31, 20235,046 $53.33 
Granted6,258 43.42 
Vested(2,372)48.47 
Canceled/forfeited(1,203)50.47 
Balances at January 31, 2024
7,729 $47.20 
(1) The table above does not include 3 million RSUs granted to the Company’s founder and the Chief Executive Officer (“CEO”) described below.
These RSUs are grants of shares of the Company’s common stock, the vesting of which is based on the requisite service requirement. Generally, the Company’s RSUs are subject to forfeiture and are expected to vest over two to four years ratably on a combination of bi-annual and quarterly basis. During the years ended January 31, 2024, 2023 and 2022, the Company recorded $117.6 million, $61.6 million and $0.7 million stock-based compensation expenses related to RSUs, respectively.
As of January 31, 2024, approximately $347.8 million of total unrecognized compensation cost was related to RSUs granted to team members other than the CEO, that is expected to be recognized over a weighted-average period of 3.0 years. The expected stock compensation expense remaining to be recognized reflects only outstanding stock awards as of the periods presented, and assumes no forfeitures.
In June 2022, the Company granted 0.4 million PSUs to senior members of its management team subject to revenue performance condition and service conditions. The number of awards granted represents 100% of the target goal; under the terms of the awards, the recipient may earn between 0% and 200% of the original grant. The performance condition is set to be achieved in fiscal 2025 and the service condition in the calendar year 2025. The Company recorded $1.3 million and $1.6 million of stock-based compensation expense related to PSUs during the years ended January 31, 2024 and 2023, respectively. As of January 31, 2024, unrecognized stock-based compensation expense related to these PSUs was $2.6 million to be recognized over a period of 1.9 years.
CEO Performance Award
In May 2021, the Company granted 3 million RSUs tied to its Class B common stock to Sytse Sijbrandij, the Company’s co-founder and CEO, with an estimated aggregate grant date fair value of $8.8 million. During the years ended January 31, 2024, 2023 and 2022, the Company recorded $1.7 million, $1.7 million and $1.2 million of stock-based compensation expense related to the CEO RSUs, respectively. As measured from the grant date, the derived service period of the respective tranches ranges from 2 to 7 years. As of January 31, 2024, unrecognized stock-based compensation expense related to these RSUs was $4.3 million which will be recognized over 4.8 years.
2021 Employee Stock Purchase Plan (“ESPP”)
In September 2021, the Company’s board of directors and its stockholders approved the ESPP and participation of eligible team members.
During the quarter ended July 31, 2023, the Company’s stock price on the purchase date, May 31, 2023, was lower than the Company’s stock price on the previously applicable offering date. As a result, the offering in effect was reset with the lower stock price becoming the new offering price and rolled over to a new 24-month offering period. The reset was treated as a modification resulting in incremental expense totaling $9.4 million, which is being recognized over the remaining requisite service period as of the date of reset.
During the quarter ended July 31, 2022, the Company’s stock price on the purchase date, May 31, 2022, was lower than the Company’s stock price on the previously applicable offering date. As a result, the offering in effect was reset with the lower stock price becoming the new offering price and rolled over to a new 24-month offering period. The reset was treated as a modification resulting in incremental expense totaling $9.9 million, which is being recognized over the remaining requisite service period as of the date of reset.
The following table summarizes assumptions used in estimating the fair value of the ESPP for the offering period in effect using the Black-Scholes option-pricing model:
Fiscal Year Ended January 31,
202420232022
Risk-free interest rate
4.22% - 5.30%
1.62% - 4.55%
0.07% - 0.17%
Volatility
40.95% - 65.56%
44.95% - 55.19%
38.47% - 41.75%
Expected term (in years)
0.50 - 2.00
0.50 - 2.00
0.57 - 1.07
Dividend yield—%—%—%
The Company recorded $19.0 million, $25.7 million and $5.1 million of stock-based compensation expense related to the ESPP during the years ended January 31, 2024, 2023 and 2022, respectively. As of January 31, 2024, approximately $13.5 million of total unrecognized compensation cost was related to the ESPP that is expected to be recognized over 1.8 years.
Stock-Based Compensation Expense
The Company recognized stock-based compensation expense as follows (in thousands):
Fiscal Year Ended January 31,
202420232022
Cost of revenue$6,400 $5,078 $1,300 
Sales and marketing68,766 48,001 10,550 
Research and development50,804 36,325 8,305 
General and administrative37,079 33,163 9,854 
Total stock-based compensation expense (1)
$163,049 $122,567 $30,009 
(1) The table above includes stock-based compensation of JiHu. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
The corporate income tax benefit recognized in the consolidated statements of operations for stock-based compensation expense was zero, $7.7 million and $7.0 million for the years ended January 31, 2024, 2023 and 2022, respectively.
Charitable Donation of Common Stock
In September 2021, the Company’s board of directors approved the reservation of up to 1,635,545 shares of Class A common stock for issuance to charitable organizations. In March 2023, the Company’s
board of directors approved the donation of $10.7 million aggregate principal amount of shares of Class A common stock to the GitLab Foundation (the “Foundation”), a California nonprofit public benefit corporation. The Foundation is also a related party as certain of the Company’s officers serve as directors of the Foundation. This donation shall occur in equal quarterly distributions throughout fiscal 2024.
During the year ended January 31, 2024, the Company donated 231,408 shares of Class A common stock at fair value to the Foundation. The fair value of the common stock was determined based on the quoted market price on the grant date. The donation expense of $10.7 million was recorded in general and administrative expense in the consolidated statements of operations for the year ended January 31, 2024.
v3.24.1
Restructuring and Other Related Charges
12 Months Ended
Jan. 31, 2024
Restructuring and Related Activities [Abstract]  
Restructuring and Other Related Charges
11. Restructuring and Other Related Charges
In February 2023, the Company reduced its total global headcount by approximately 7%.
As a result, the Company recognized total restructuring charges of approximately $9.3 million during the year ended January 31, 2024, which consisted primarily of one-time severance and other termination benefit costs of $8.0 million, as well as accelerated stock-based compensation of $1.3 million.
The Company recognized one-time severance and other termination benefit costs as follows (in thousands):
Fiscal Year Ended January 31,
2024
Cost of revenue$463 
Research and development2,119 
Sales and marketing3,811 
General and administrative1,634 
Total (1)
$8,027 
(1) Excludes stock-based compensation of $1.3 million.
The changes in liabilities resulting from the restructuring charges and related accruals were as follows (in thousands):
Balance as of January 31, 2023
$— 
Charges (1)
8,027 
Cash payments(7,839)
Balance as of January 31, 2024 (2)
$188 
(1) Excludes stock-based compensation of $1.3 million.
(2) Balance is included in accrued compensation and benefits on the consolidated balance sheet as of January 31, 2024.
v3.24.1
Joint Venture and Equity Method Investment
12 Months Ended
Jan. 31, 2024
Noncontrolling Interest [Abstract]  
Joint Venture and Equity Method Investment
12. Joint Venture and Equity Method Investment
Joint Venture
In February 2021, the Company along with Sequoia CBC Junyuan (Hubei) Equity Investment Partnership (Limited Partnership) and Suzhou Gaocheng Xinjian Equity Investment Fund Partnership (Limited Partnership) executed an investment agreement (the “Investment Agreement”) to establish GitLab Information Technology (Hubei) Co., LTD (“JiHu”), a legal entity in the People’s Republic of China. The Company accounted for JiHu as a variable interest entity and consolidated the entity in accordance with ASC Topic 810, Consolidation.
During fiscal year 2023, JiHu closed its Series A-1 through A-3 rounds of common stock financings where investors contributed a total of $54.6 million, net of issuance costs. In March 2022, one of the potential investors who could not participate in the Series A-1 financing round provided a $2.9 million loan to JiHu as an advance pending a capital contribution. The loan was repayable within ten business days of receipt of capital contribution from the investor. JiHu received an equity contribution from this investor during the Series A-2 round and repaid the loan in full in July 2022.
Subsequent to the closing of the financing rounds during fiscal year 2023, the Company retained control over JiHu with its equity stake reduced from 72% to 55%. As of January 31, 2024, the Company still retains control over JiHu with its equity stake at approximately 54%.
In April 2022, the board of directors of JiHu approved an employee stock option plan (“JiHu ESOP”) for its employees. As a result of forfeitures triggered by the departure of certain executives during the year ended January 31, 2024, the Company reversed stock-based compensation previously recorded for such executives. The Company recorded a $1.5 million gain and $7.8 million loss for the years ended January 31, 2024 and 2023, respectively.
As of January 31, 2024, approximately $3.6 million of total unrecognized compensation cost was related to the JiHu ESOP that is expected to be recognized over 3.9 years. The Company considers the RSAs and stock option awards granted pursuant to the JiHu ESOP as potentially dilutive equity instruments that will result in dilution of the Company’s stake in JiHu upon vesting of such award (or, in the case of option awards granted pursuant to the JiHu ESOP, upon vesting and subsequent exercise into shares of JiHu common stock). Any such dilution will be accounted for as an equity transaction. Until such awards granted pursuant to the JiHu ESOP are vested (or, in the case of option awards, vested and ultimately exercised into shares of JiHu common stock), the Company will continue to record the recognized stock-compensation expense of JiHu as part of the noncontrolling interest.
Operating Leases
The Company recognized $0.6 million, $0.6 million and $0.2 million of operating lease expense during the years ended January 31, 2024, 2023 and 2022, respectively. JiHu has non-cancelable operating leases maturing during the year ended January 31, 2025 with total lease payments of $0.4 million and total present value of lease liabilities of $0.4 million. Lease expense for the one short-term lease was immaterial during the years ended January 31, 2024, 2023 and 2022.
The table below presents supplemental information related to operating leases for the years ended January 31, 2024 (in thousands, except weighted-average information):
Weighted-average remaining lease term (in years)0.56
Weighted-average discount rate 3.7 %
Cash paid for amounts included in the measurement of lease liabilities
$694 
Selected Financial Information
Selected financial information of JiHu, post intercompany eliminations, is as follows (in thousands):
Fiscal Year Ended January 31,
202420232022
Revenue$6,451 $4,743 $1,237 
Cost of revenue2,414 1,731 945 
Gross profit4,037 3,012 292 
Operating expenses:
Sales and marketing7,369 7,670 3,200 
Research and development5,338 6,818 2,299 
General and administrative1,864 10,515 3,589 
Total operating expenses14,571 25,003 9,088 
Loss from operations(10,534)(21,991)(8,796)
Interest income1,078 659 — 
Other income, net858 1,633 67 
Net loss before income taxes(8,598)(19,699)(8,729)
Benefit from income taxes(16)— — 
Net loss$(8,614)$(19,699)$(8,729)
Net loss attributable to noncontrolling interest$(3,859)$(8,385)$(2,422)
January 31, 2024January 31, 2023
Cash and cash equivalents$43,896 $56,744 
Property and equipment, net489 1,135 
Operating lease right-of-use assets405 998 
Other assets2,835 3,950 
Total assets$47,625 $62,827 
Total liabilities$6,080 $8,871 
Equity Method Investment
In April 2021, the Company reorganized Meltano Inc. (“Meltano”), now operating as Arch Data, Inc. (“Arch”), which started as an internal project within the Company in July 2018, into a separate legal entity. The entity was funded by the Company’s contribution of intellectual property with the fair value of approximately $0.4 million and a preferred stock financing from third parties of $4.2 million, representing 12% ownership on a fully diluted basis.
On April 4, 2022, Arch closed its Series Seed-2 round of preferred stock financing and raised $7.2 million. Pursuant to this transaction, the board composition of Arch changed and the Company no longer has the power to appoint the majority of the board of directors of Arch. Consequently, despite having majority voting rights at the stockholder level, the Company no longer has control over Arch.
The loss of control of a majority owned subsidiary resulted in the deconsolidation of net assets of $9.4 million and non-controlling interest of Arch of $11.3 million, recognition of retained interest at fair value of $15.9 million, and a gain of $17.8 million recorded in other income (expense), net in April 2022. The fair value of retained interest was determined using the Option Pricing Model (“OPM”) Backsolve approach based on the most recent funding round of preferred stock. As of the date of the loss of control, the basis difference between the fair value of investment in Arch and the Company’s share in the net assets of Arch was attributed to equity method goodwill. Effective April 4, 2022, the Company accounts for this investment under the equity method.
The Company reviews for impairment whenever factors indicate that the carrying value of the equity method investment may not be recoverable. In Accordance with ASC 820, Fair Value Measurement, the Company calculated that the estimated undiscounted cash flows related to its equity method investment were less than the carrying amount of the equity method investment. As a result, the Company recorded an impairment charge of $8.9 million in other income (expense), net in the consolidated statement of operations during the year ended January 31, 2024 which reduced the investment value to zero as of January 31, 2024.
During the years ended January 31, 2024 and 2023, the Company recorded a loss from equity method investment of $3.8 million and $2.5 million, net of tax on the consolidated statements of operations, respectively.
v3.24.1
Income Taxes
12 Months Ended
Jan. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes
13. Income Taxes
The components of total loss from continuing operations before income taxes are as follows (in thousands):
Fiscal Year Ended January 31,
202420232022
US$14,328 $(4,877)$19,486 
Foreign(174,480)(170,453)(178,557)
Loss before income taxes$(160,152)$(175,330)$(159,071)
The provision for (benefit from) income taxes consisted of the following (in thousands):
Fiscal Year Ended January 31,
202420232022
Current:
Federal and State$(1,768)$1,432 $(863)
Foreign256,296 822 671 
Total current$254,528 $2,254 $(192)
Deferred:
Federal and State$(810)$614 $(1,443)
Foreign10,339 30 124 
Total deferred$9,529 $644 $(1,319)
Provision for (benefit from) income taxes$264,057 $2,898 $(1,511)
A reconciliation of the statutory U.S. federal income tax rate to the Company's effective tax rate is as follows:
Fiscal Year Ended January 31,
202420232022
Tax at federal statutory rate21.0 %21.0 %21.0 %
State, net of federal benefit(0.1)(0.2)0.2 
Stock-based compensation2.4 (0.4)5.0 
Non-deductible Executive Compensation(4.8)(1.6)(0.5)
Research tax credit6.3 2.7 1.0 
Foreign rate differential(1.8)5.5 6.1 
Change in valuation allowance(83.5)(29.0)(30.3)
Foreign derived intangible income deduction— 0.6 0.3 
Unrecognized tax benefits(104.9)(0.5)(1.3)
Other0.5 0.2 (0.6)
Total(164.9)%(1.7)%0.9 %
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts for income tax purposes.
Significant components of the Company's deferred tax assets and liabilities are as follows (in thousands):
January 31,
20242023
Deferred tax assets:
Net operating loss carryforwards$85,348 $144,016 
Research tax credits14,031 2,359 
Deferred revenue6,812 5,876 
Accruals and other assets6,237 3,590 
Capitalized R&D70,921 — 
Intangibles110,160 8,278 
Interest expense limitation35,085 — 
Stock-based compensation6,679 5,040 
Gross deferred tax assets335,273 169,159 
Valuation allowance(328,385)(159,470)
Net deferred tax assets6,888 9,689 
Deferred tax liabilities:
Deferred contract acquisition costs(7,019)(6,095)
Acquired intangibles— (863)
Equity method investment— (2,892)
Fixed assets(191)(499)
Unrealized foreign exchange adjustments(10,024)— 
Other(23)(189)
Net deferred tax liabilities$(10,369)$(849)
Under the provisions of ASC 740, Income Taxes, the determination of the Company’s ability to recognize its deferred tax asset requires an assessment of both negative and positive evidence when
determining the Company’s ability to recognize its deferred tax assets. As in prior years, the Company maintained that it was not more likely than not that the Company could recognize deferred tax assets in certain jurisdictions. The evidence evaluated by the Company included operating results during the most recent three-year period and future projections. More weight was given to historical results than to expectations of future profitability, which are inherently uncertain. Certain entities’ net losses in recent periods represented sufficient negative evidence to require a valuation allowance against its net deferred tax assets. This valuation allowance will be evaluated periodically and could be reversed partially or totally if business results have sufficiently improved to support realization of deferred tax assets.
The increase of $168.9 million in the valuation allowance for the year ended January 31, 2024 is primarily due to the addition of certain deferred tax assets from the estimated result of the settlement with the Internal Revenue Service and Dutch tax authorities. As of January 31, 2024, the Company recorded $10.4 million of net deferred tax liabilities.
The Company has not recorded a provision for deferred U.S. tax expense that could result from the remittance of foreign undistributed earnings since the Company intends to reinvest the earnings of the foreign subsidiaries indefinitely. The Company’s share of the undistributed earnings of foreign corporations not included in its consolidated federal income tax returns that could be subject to additional U.S. income tax if remitted is immaterial. As of January 31, 2024, the amount of unrecognized U.S federal deferred income tax liability for undistributed earnings is immaterial.
As of January 31, 2024, the Company had federal net operating loss carryforwards of approximately $285.6 million, state net operating loss carryforwards of approximately $336.7 million and foreign net operating loss carryforwards of approximately $31.7 million. The federal net operating loss carryforwards do not expire as they were generated after the enactment of the Tax Cuts and Jobs Act, where net operating losses generated after December 31, 2017 do not expire. The U.S. state net operating loss carryforwards, if not utilized, will begin to expire on various dates beginning in 2025. The foreign net operating loss carryforwards, if not utilized, will begin to expire on various dates beginning in 2027. In addition, the Company has research tax credit carryforwards of approximately $17.9 million for federal purposes. The U.S. Federal Research & Experimentation (R&E) credit, if not utilized, will begin to expire in 2038. The Company also has research tax credit carryforwards of approximately $3.9 million for U.S. state purposes, which if not utilized, will begin to expire in 2030. Pursuant to the U.S. Internal Revenue Code, the net operating loss and R&E credit could be subject to limitation should the Company experience an owner shift of greater than 50 percent over a 3 year period.
Uncertain Tax Positions
The Company has been in BAPA negotiations between the IRS and the DTA relating to the Company’s transfer pricing arrangements between the United States and the Netherlands. In the year ended January 31, 2024, the Company for the first time discussed with the IRS and DTA a framework to finalize its transfer pricing arrangements for the proposed BAPA period consisting of tax years ending December 31, 2018 through January 31, 2027. The proposed agreements between the Company, the IRS and the DTA are not yet final; in anticipation of the agreements, $254.9 million of net tax expense was recorded in the year ended January 31, 2024. This amount represents the unrecognized tax benefit relating to the BAPA. The unrecognized tax benefit represents the Company’s best estimate of the tax expense associated with the proposed agreements and their related effects.
As of January 31, 2024, the Company’s U.S. federal 2018 through 2022 tax years were open and subject to potential examination in one or more jurisdictions. In addition, in the United States, any net operating losses or credits that were generated in prior years but not yet fully utilized in a year that is closed under the statute of limitations may also be subject to examination. The Company is currently under examination in the Netherlands for the tax years ended December 31, 2015 and 2016. The Company expects negotiations to continue to the middle of fiscal 2025. The Company believes that it has adequately reserved for the outcome of this audit. The Company regularly assesses the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of its provision for
income taxes. The Company continues to monitor the progress of ongoing discussions with tax authorities and the effect, if any, of the expected expiration of the statute of limitations in various taxing jurisdictions.
As of January 31, 2024, unrecognized tax benefits approximated $396.8 million, of which $207.8 million would affect the effective tax rate if recognized. We have classified approximately $207.3 million of the unrecognized tax benefit as a current tax liability due to the anticipated timing of the settlement with the IRS and DTA and their associated payments, which are expected to be made within the next 12 months. As of January 31, 2023, unrecognized tax benefits approximated $7.5 million, of which $0.5 million would affect the effective tax rate if recognized.
The reconciliation of the Company's unrecognized tax benefits is as follows (in thousands):
January 31,
20242023
Beginning balance$7,460 $5,557 
Gross increases due to tax positions taken in prior periods324,364 685 
Gross increases due to tax position taken in current period65,001 1,369 
Gross decreases due to lapses in applicable statutes of limitations(1)(151)
Ending balance$396,824 $7,460 
The Company believes that it is reasonably possible that $389.0 million of the unrecognized tax benefit will be realized in the coming year due to the settlement of the BAPA. It is the Company’s policy to classify accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. For the years ended January 31, 2024, 2023 and 2022, the Company recognized interest and penalties of $52.1 million, $0.2 million and $0.1 million, respectively.
v3.24.1
Net Loss per Share
12 Months Ended
Jan. 31, 2024
Earnings Per Share [Abstract]  
Net Loss per Share
14. Net Loss per Share
The following table sets forth basic and diluted loss per share for each of the periods presented (in thousands, except per share data):
Fiscal Year Ended January 31,
202420232022
Numerator:
Net loss attributable to GitLab$(424,174)$(172,311)$(155,138)
Denominator:
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted154,283 148,407 79,755 
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted$(2.75)$(1.16)$(1.95)
Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares
outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands):
As of
January 31, 2024January 31, 2023January 31, 2022
Shares subject to outstanding common stock options8,503 12,686 17,146 
Unvested restricted stock in connection with business combination16 
Unvested early exercised stock options22 194 714 
Unvested RSUs and PSUs10,930 8,336 3,264 
Shares subject to the ESPP63 81 256 
Total 19,521 21,305 21,396 
v3.24.1
Commitments and Contingencies
12 Months Ended
Jan. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
15. Commitments and Contingencies
Contractual Obligations and Commitments
The Company’s purchase obligations represent third-party non-cancelable hosting infrastructure agreements, subscription arrangements and other commitments used in the ordinary course of business to meet operational requirements.
Future minimum payments under the Company’s non-cancelable purchase commitments as of January 31, 2024 were as follows (in thousands):
TotalLess than 1 Year1-3 Years4-5 YearsThereafter
Purchase commitments (1)
$152,849 $76,032 $76,300 $277 $240 
(1) The table above includes $85 million of remaining non-cancelable contractual commitments as of January 31, 2024 related to one of the Company’s hosting infrastructure vendors, under which the Company committed to spend an aggregate of at least $171 million between October 2020 and September 2025.
Loss Contingencies
In accordance with ASC 450, Loss Contingencies, the Company accrues for contingencies when losses become probable and reasonably estimable. Accordingly, the Company has recorded an estimated liability related to certain labor matters regarding its use of contractors in certain foreign countries. As of January 31, 2024 and January 31, 2023, the estimated liability relating to these matters was $2.2 million and $2.5 million recorded in other non-current liabilities on the consolidated balance sheets, respectively.
Warranties and Indemnifications
The Company enters into service level agreements with customers which warrant defined levels of uptime and support response times and permit those customers to receive credits for prepaid amounts in the event that those performance and response levels are not met. To date, the Company has not experienced any significant failures to meet defined levels of performance and response. In connection with the service level agreements, the Company has not incurred any significant costs and has not accrued any liabilities in the consolidated financial statements.
In the ordinary course of business, the Company enters into contractual arrangements under which the Company agrees to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties, and other liabilities relating to or arising from the Company’s platform or the Company’s acts or omissions. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments.
In addition, the Company has agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that may enable the Company to recover a portion of any future amounts paid.
Legal Proceedings
The Company is, and from time to time, may become involved in legal proceedings or be subject to claims arising in the ordinary course of its business. The Company is not presently a party to any legal proceedings that in the opinion of management, if determined adversely to the Company, would individually or taken together have a material adverse effect on its business, financial condition or operating results.
Defending such proceedings is costly and can impose a significant burden on management and team members. 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 the Company because of defense and settlement costs, diversion of management resources and other factors.
v3.24.1
Subsequent Event
12 Months Ended
Jan. 31, 2024
Subsequent Events [Abstract]  
Subsequent Event
16. Subsequent Event
On March 20, 2024, the Company acquired all of the outstanding equity, vested employee stock options and other rights to acquire share capital of Oxeye Security Limited (“Oxeye”) in exchange for approximately $26.0 million in cash, subject to a one-time payment to the Israel Innovation Authority and certain customary purchase price adjustments, inclusive of amounts escrowed as partial security for Oxeye indemnification obligations and certain contingent consideration withheld at closing from certain Oxeye stockholders who became Company team members following the transaction. As part of the transaction, the Company will also offer RSUs as a substitution for unvested employee stock options held by the continuing employees of Oxeye.
Oxeye has developed application security testing solutions and the Company believes this acquisition will allow the Company to strengthen its product offerings. Oxeye has negligible revenues as of the date of acquisition. The Company is currently in the process of finalizing the accounting for this transaction and expects to complete the preliminary allocation of the purchase consideration to the assets acquired and liabilities assumed by the end of the first quarter of fiscal 2025.
v3.24.1
Schedule II: Valuation and Qualifying Accounts
12 Months Ended
Jan. 31, 2024
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Schedule II: Valuation and Qualifying Accounts
Schedule II: Valuation and Qualifying Accounts
The table below details the activity of the deferred tax valuation allowance for the fiscal years ended January 31, 2024, 2023, and 2022:

Balance at Beginning of YearAdditionsWrite-offs or DeductionsBalance at End of Year
(in thousands)
Year ended January 31, 2024
Deferred tax valuation allowance$159,470 $168,915 $— $328,385 
Year ended January 31, 2023
Deferred tax valuation allowance$115,839 $43,631 $— $159,470 
Year ended January 31, 2022
Deferred tax valuation allowance$74,870 $40,969 $— $115,839 
v3.24.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Pay vs Performance Disclosure      
Net Income (Loss) $ (424,174) $ (172,311) $ (155,138)
v3.24.1
Insider Trading Arrangements
3 Months Ended 12 Months Ended
Jan. 31, 2024
shares
Jan. 31, 2024
shares
Trading Arrangements, by Individual    
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Sytse Sijbrandij [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
Sytse Sijbrandij 10b5-1 Plan
On December 26, 2023, Sytse Sijbrandij, Co-Founder, Chair of the board of directors, and Chief Executive Officer, entered into, through Mr. Sibrandij’s revocable trust, a new pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Sijbrandij Rule 10b5-1 Plan”) under the Exchange Act for the sale of shares of the Company’s Class A common stock (resulting from the conversion of the Company’s Class B common stock). The Sijbrandij Rule 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s
securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Sijbrandij Rule 10b5-1 Plan provides for the potential sale of approximately 1,008,000 shares, which reflects the aggregate number of shares of the Company’s Class A common stock resulting from the conversion of the Company’s Class B common stock, so long as the market price of the Company’s Class A common stock is higher than certain minimum threshold prices specified in the Sijbrandij Rule 10b5-1 Plan, between April 15, 2024 and March 19, 2025.
The Sijbrandij Rule 10b5-1 Plan includes a representation from Mr. Sijbrandij to the broker administering the plan that he was not in possession of any material nonpublic information regarding the Company or the securities subject to the Sijbrandij Rule 10b5-1 Plan at the time it was entered into. A similar representation was made to the Company in connection with the adoption of the Sijbrandij Rule 10b5-1 Plan under the Company’s policies regarding transactions in the Company’s securities. Those representations were made as of the date of adoption of the Sijbrandij Rule 10b5-1 Plan, and speak only as of such date. In making those representations, there is no assurance with respect to any material nonpublic information of which Mr. Sijbrandij was unaware, or with respect to any material nonpublic information acquired by Mr. Sijbrandij or the Company after the date of the representation.
Name Sytse Sijbrandij  
Title Co-Founder, Chair of the board of directors, and Chief Executive Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date December 26, 2023  
Arrangement Duration 338 days  
Aggregate Available 1,008,000 1,008,000
Brian Robbins [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
Brian Robins 10b5-1 Plan
On December 27, 2023, Brian Robins, the Company’s Chief Financial Officer, entered into a new pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Robins Rule 10b5-1 Plan”) under the Exchange Act for the sale of shares of the Company’s Class A common stock resulting from the exercise of vested stock options for shares of the Company’s Class B common stock and subsequent conversion to Class A common stock prior to consummating any sale in connection with the exercise of vested stock options. The Robins Rule 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The aggregate number of shares of Class A common stock that will be available for sale under the Robins Rule 10b5-1 Plan is not yet determinable because the shares available will be net of shares sold to satisfy tax withholding obligations that arise in connection with the exercise and settlement of option awards. As such, for purposes of this disclosure, the aggregate number of shares of the Company’s Class A common stock available for sale is approximately 240,000 shares, which reflects shares of the Company’s Class A common stock resulting from the exercise of vested stock options for shares of the Company’s Class B common stock and subsequent conversion to Class A common stock prior to consummating any sale in connection with the exercise of vested stock options, so long as the market price of the Company’s Class A common stock is higher than certain minimum threshold prices specified in the Robins Rule 10b5-1 Plan between March 27, 2024 and February 28, 2025.
The Robins Rule 10b5-1 Plan includes a representation from Mr. Robins to the broker administering the plan that he was not in possession of any material nonpublic information regarding the Company or the securities subject to the Robins Rule 10b5-1 Plan at the time it was entered into. A similar representation was made to the Company in connection with the adoption of the Robins Rule 10b5-1 Plan under the Company’s policies regarding transactions in the Company’s securities. Those representations were made as of the date of adoption of the Robins Rule 10b5-1 Plan, and speak only as of such date. In making those representations, there is no assurance with respect to any material nonpublic information of which Mr. Robins was unaware, or with respect to any material nonpublic information acquired by Mr. Robins or the Company after the date of the representation.
Once executed, transactions under each of the Sijbrandij Rule 10b5-1 Plan and the Robins Rule 10b5-1 Plan will be disclosed publicly through Form 4 and/or Form 144 filings with the Securities and Exchange Commission in accordance with applicable securities laws, rules, and regulations. Except as may be required by law, the Company does not undertake any obligation to update or report any modification, termination, or other activity under current or future Rule 10b5-1 plans that may be adopted by Mr. Sijbrandij, Mr. Robins or other officers or directors of the Company.
Name Brian Robins  
Title Chief Financial Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date December 27, 2023  
Arrangement Duration 338 days  
Aggregate Available 240,000 240,000
v3.24.1
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
12 Months Ended
Jan. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Fiscal Year
Fiscal Year
The Company's fiscal year ends on January 31. For example, references to fiscal 2024 and 2023 refer to the fiscal year ended January 31, 2024 and 2023, respectively.
Use of Estimates
Use of Estimates
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, allocation of revenue to the license element in the Company's self-managed subscriptions, estimating the amortization period for capitalized costs to obtain a contract, allowance for doubtful accounts, stock-based compensation expense, fair value of contingent consideration, fair valuation of retained interest in an investee on loss of control, valuation allowance for deferred income taxes, reserves for unrecognized income tax benefits, valuation of acquired intangibles assets and impairment of goodwill and equity method investments. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates.
Principles of Consolidation
Principles of Consolidation
The consolidated financial statements include 100% of the accounts of wholly owned and majority owned subsidiaries as well as a variable interest entity for which the Company is the primary beneficiary. The ownership interest of other investors is recorded as noncontrolling interest. All intercompany accounts and transactions have been eliminated in consolidation.
Foreign Currency
Foreign Currency
The reporting currency of the Company is the U.S. dollar. The Company determines the functional currency of each foreign subsidiary and the variable interest entity in accordance with ASC 830, Foreign Currency Matters, based on the currency of the primary economic environment in which each subsidiary and the variable interest entity operate. Items included in the financial statements of such subsidiaries and the variable interest entity are measured using that functional currency.
For subsidiaries where the U.S. dollar is the functional currency, foreign currency denominated monetary assets and liabilities are re-measured into U.S. dollars at current exchange rates and foreign currency denominated non-monetary assets and liabilities are re-measured into U.S. dollars at historical exchange rates.
Gains or losses from foreign currency remeasurement and settlements are included in foreign exchange gains (losses), net which is presented within other income (expense), net on the consolidated statements of operations. For the years ended January 31, 2024, 2023 and 2022, the Company recognized foreign exchange gains (losses), net of $(3.2) million, $4.4 million and $(29.1) million, respectively.
For subsidiaries and the variable interest entity where the functional currency is other than the U.S. dollar, the Company uses the period-end exchange rates to translate assets and liabilities, the average monthly exchange rates to translate revenue and expenses, and historical exchange rates to translate stockholders’ equity (deficit) into U.S. dollars. The Company records translation gains and losses in accumulated other comprehensive income (loss) as a component of stockholders’ equity (deficit) in the consolidated balance sheets.
Cash, Cash Equivalents, and Restricted Cash
Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents as of January 31, 2024 and 2023, consists of cash held in checking and savings accounts, investments in money market accounts and certain highly-liquid investments. The Company considers all highly-liquid investments purchased with an original or remaining maturity of three months or less at the date of purchase to be cash equivalents.
Short-Term Investments - Marketable Securities
Short-Term Investments - Marketable Securities
The Company classifies its marketable securities with stated maturities of three months and greater at the date of purchase as short-term investments due to its ability to use these securities to support the Company’s current operations.
As of January 31, 2024 and 2023, all short-term investments are classified as available-for-sale and are reported at fair value, which is based on quoted market prices for such securities, if available, or based on quoted market prices of financial instruments with similar characteristics. If the fair value of a security falls below its amortized cost, the carrying value is reduced to its fair value if management intends to sell or it is more likely than not that it will be required to sell before recovery of the amortized cost basis. If neither of these conditions are satisfied, impairment is assessed for credit losses by comparing the present value of expected cash flows with the amortized cost basis, and an allowance for credit losses is recorded for the excess of amortized cost over expected cash flows. Impairment losses not attributable to credit losses are reported as a separate component of other comprehensive loss, net of tax.
The cost of securities sold is based on the specific-identification method. Unrealized gains and losses are reported as a separate component of accumulated other comprehensive income (loss). Realized gains and losses on available-for-sale securities are recognized upon sale and are included in other income (expense), net in the consolidated statements of operations. Interest on securities classified as available-for-sale is included within interest income on our consolidated statements of operations.
Available-for-sale securities are recorded at fair value each reporting period and are adjusted for the amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income of the consolidated statements of operations.
Accounts Receivable and Allowance for Doubtful Accounts
Accounts Receivable and Allowance for Doubtful Accounts
Accounts receivable, which represent trade receivables from the Company’s customers, are recorded at the invoiced amount and do not bear interest. The Company extends credit of typically 30 to 60 days to its customers in the normal course of business and does not require collateral from its customers. The allowance for doubtful accounts is the Company’s best estimate of the amount of expected credit losses in existing accounts receivable.
Concentration of Credit Risk and Significant Customers
Concentration of Credit Risk and Significant Customers
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, short-term investments, and accounts receivable. At times, cash deposits may be in excess of insured limits. The Company believes that the financial institutions or corporations that hold its cash, cash equivalents, restricted cash, and short-term investments are financially sound and, accordingly, minimal credit risk exists with respect to these balances. The Company maintains allowances for potential credit losses on accounts receivable when deemed necessary.
The Company uses various distribution channels.
Fair Value of Financial Instruments
Fair Value of Financial Instruments
We define fair value as the price that would be received from selling an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, we consider the principal or most advantageous market in which to transact and the market-based risk. We apply fair value accounting for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The carrying amounts reported in the consolidated financial statements approximate the fair value for cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable and accrued liabilities due to their short-term nature. The Company also recorded at fair value acquisition related contingent considerations further discussed in “Note 7. Business Combination.”
The Company measures assets and liabilities at fair value at each reporting period using a fair value hierarchy which requires it to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. U.S. GAAP describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, to measure the fair value:
Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – Inputs are unobservable based on the Company’s own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation.
Fair value estimates are made at a specific point in time based on relevant market information and information about the financial or nonfinancial asset or liability.
The Company determines fair value based on the fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value assumes that the transaction to sell the asset or transfer the liability occurs in the principal or most advantageous market for the asset or liability and establishes that the fair value of an asset or liability shall be determined based on the assumptions that market participants would use in pricing the asset or liability. The classification of a financial asset or liability within the hierarchy is based upon the lowest level input that is significant to the fair value measurement. The fair value hierarchy prioritizes the inputs into three levels that may be used to measure fair value:
Level 1:     Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2:    Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3:    Inputs are unobservable based on the Company’s own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation.
The fair value of the Company’s Level 1 financial instruments, such as money market funds which are traded in active markets, is based on quoted market prices for identical instruments. The fair value of the Company’s Level 2 financial instruments such as commercial paper, corporate debt and U.S. government securities are obtained from an independent pricing service, which may use inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security that may not be actively traded. The Company’s marketable securities are held by custodians who obtain investment prices from a third-party pricing provider that incorporates standard inputs in various asset price models.
Revenue Recognition
Revenue Recognition
The Company generates revenue primarily from offering self-managed (on-premise) and SaaS subscriptions. Revenue is also generated from professional services, including consulting and training.
In accordance with ASC 606, revenue is recognized when a customer obtains control of the promised products and services. The amount of revenue recognized reflects the consideration that the Company expects to be entitled to receive in exchange for these products and services. To achieve the core principle of this standard, the Company applies the following five-step model as a framework:
1)Identify the contract with a customer. We consider the terms and conditions of our arrangements with customers to identify contracts under ASC 606. We consider that we have a contract with a customer when the contract is approved, we can identify each party's rights regarding the products and services to be transferred, we can identify the payment terms for the products and services, we have determined the customer has the ability and intent to pay, and the contract has commercial substance. We apply judgment in determining the customer's ability and intent to pay, which is based upon factors including the customer's historical payment experience or, for new customers, credit and financial information pertaining to the customers. At contract inception, we also evaluate whether two or more contracts should be combined and accounted for as a single contract. Further, contract modifications generally qualify as a separate contract.
The typical term of a subscription contract for self-managed or SaaS offering is one to three years. Our contracts are non-cancelable over the contract term and we act as principal in all our customer contracts. Customers have the right to terminate their contracts generally only if we breach the contract and we fail to remedy the breach in accordance with the contractual terms.
2)Identify the performance obligations in the contract. Performance obligations in our contracts are identified based on the products and services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the product or service either on its own or together with other resources that are readily available from third parties or from us, and are distinct in the context of the contract, whereby the transfer of the product or service is separately identifiable from other promises in the contract.
Our self-managed subscriptions include two performance obligations: (i) to provide access to proprietary features in our software, and (ii) to provide support and maintenance (including the combined obligation to provide software updates on a when-and-if-available basis).
Our SaaS products provide access to hosted software as well as support, which is evaluated to be a single performance obligation.
Services-related performance obligations relate to the provision of consulting and training services. These services are distinct from subscriptions and do not result in significant customization of the software except in certain limited unique contracts.
Some of our customers have the option to purchase additional licenses or renew at a stated price. These options are evaluated on a case-by-case basis but generally do not provide a material right as they
are either at the same price as the existing licenses or are within our range of standalone selling price (“SSP”) and, as such, would not result in a separate performance obligation. Where material rights are identified in our contracts, they are treated as separate performance obligations.
3)Determine the transaction price. We determine transaction price based on the consideration to which we expect to be entitled in exchange for transferring products and services to the customer.
If the consideration to which we expect to be entitled includes variable consideration, the amount of variable consideration included in the transaction price is estimated. In the event that some portion of the estimated variable consideration is uncertain, such estimates are constrained. Variable consideration is therefore included in the transaction price only to the extent it is probable that a significant future reversal of cumulative revenue under the contract will not occur when the uncertainty associated with the variable consideration is resolved. Our contracts are non-refundable and non-cancellable. We do not offer refunds, rebates, or credits to our customers in the normal course of business. The impact of variable considerations has not been material.
For contracts with a one year term, we applied a practical expedient available under ASC 606 and made no evaluation for the existence of a significant financing component. In these contracts, at contract inception, the period between when we expect to transfer a promised product or service to the customer and when the customer pays for that product or service will be one year or less. For contracts with terms of more than a year, we have applied judgment in determining that advance payments in such contracts are not collected with the primary intention of availing finance and therefore, do not represent a significant financing component. Revenue is recognized net of any taxes collected from customers which are subsequently remitted to governmental entities (e.g., sales tax and other indirect taxes). We do not offer the right of refund in our contracts.
4)Allocate the transaction price to the performance obligations in the contract. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. For contracts that contain multiple performance obligations, we allocate the transaction price for each contract to each performance obligation based on the relative SSP for each performance obligation. We use judgment in determining the SSP for our products and services. We typically assess the SSP for our products and services on an annual basis or when facts and circumstances change. To determine SSP, we maximize the use of observable standalone sales and observable data, where available. In instances where performance obligations do not have observable standalone sales, we utilize available information that may include other observable inputs or use the expected cost-plus margin approach to estimate the price we would charge if the products and services were sold separately. The expected cost-plus margin approach is currently used to determine SSP for each distinct performance obligation for self-managed subscriptions.
We have concluded that (i) the right to use the software and (ii) the right to receive technical support and software fixes and updates are two distinct performance obligations in our self-managed subscriptions. Since neither of these performance obligations are sold on a standalone basis, we estimate SSP for each performance obligation using a model based on the “expected cost-plus margin” approach and update the model on an annual basis or when facts and circumstances change. This model uses observable data points to develop the main inputs and assumptions, which include the estimated historical costs to develop the paid features in the software license and the estimated future costs to provide post-contract customer support.
5)Revenue is recognized when or as we satisfy a performance obligation. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised products and services to a customer. We recognize revenue when we transfer control of the products and services to our customers for an amount that reflects the consideration that we expect to receive
in exchange for those products and services. All revenue is generated from contracts with customers.
Subscription - self-managed and SaaS
Subscription - self-managed
The Company's self-managed subscriptions include support, maintenance, upgrades, and updates on a when-and-if-available basis. Revenue for self-managed subscriptions is recognized ratably over the contract period based on the stand-ready nature of subscription elements.
The Company offers two tiers of paid subscriptions as part of the self-managed model: Premium and Ultimate. Subscriptions for self-managed licenses include both (i) a right to use the underlying software (License revenue - Self managed) and (ii) a right to receive post-contract customer support during the subscription term (Subscription revenue - Self managed). Post-contract customer support comprises maintenance services (including updates and upgrades to the software on a when-and-if-available basis) and support services. The Company has concluded that the right to use the software, which is recognized upon delivery of the license, and the right to receive technical support and software fixes and updates, which is recognized ratably over the term of the arrangement, are two distinct performance obligations. Since neither of these performance obligations are sold on a standalone basis, the Company estimates the SSP for each performance obligation using a model based on the “expected cost-plus margin” approach and updates the model on an annual basis or when facts and circumstances change. This model uses observable data points to develop the main inputs and assumptions which include the estimated historical costs to develop the paid features in the software license and the estimated future costs to provide post-contract customer support. Based on this model, the Company allocated between 1 to 23%, with the majority being less than 14%, of the entire transaction price to the right to use the underlying software (License revenue - Self managed) and allocated the remaining value of the transaction to the right to receive post-contract customer support (Subscription revenue - Self managed) during the period covered by these consolidated financial statements.
The typical term of a subscription contract for self-managed offering is one to three years.
Since January 2021, Starter paid tier is no longer offered to new customers but remains available for a limited transitory period to our existing customers.
SaaS
We also offer two tiers of paid SaaS subscriptions: Premium and Ultimate. These subscriptions provide access to our latest managed version of our product hosted in a public or private cloud based on the customer’s preference. Revenue from our SaaS products (Subscription revenue - SaaS) is recognized ratably over the contract period when the performance obligation is satisfied.
The typical term of a subscription contract for SaaS offering is one to three years.
Since January 2021, Starter paid tier is no longer offered to new customers but remains available for a limited transitory period to our existing customers.
License - self-managed and other
The license component of our self-managed subscriptions reflects the revenue recognized by providing customers with rights to use proprietary software features. The Company allocates between 1 to 23%, with the majority being less than 14%, of the entire transaction value to License revenue, which is recognized upfront when the software license is made available to our customers.
Other revenue consists of professional services revenue which is derived from fixed fee and time and materials offerings, subject to customer acceptance for fixed fee offerings. Uncertainty exists about customer acceptance and therefore, control is presumed to transfer upon confirmation from the customer,
as defined in each professional services contract. Accordingly, revenue is recognized upon satisfaction of all requirements per the applicable contract. Revenue from professional services provided on a time and material basis is recognized over the periods services are delivered.
The Company presents financial information about disaggregation of revenue in “Note 3. Revenues” of the consolidated financial statements.
Deferred Revenue and Contract Assets
Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. The portion of deferred revenue that the Company will recognize during the twelve-month period from the balance sheet date is recorded within current liabilities and the remaining portion is recorded as long-term.
The Company receives payments from customers based upon contractual billing schedules and accounts receivable are recorded when the right to consideration becomes unconditional. Customers are generally billed in advance, including some multi-year contracts, but the majority of customers in multi-year contracts specifically request to pay annually in advance. Payment terms on invoiced amounts are typically 30 to 60 days. In limited cases, the Company has offered deferred payment terms of a maximum of one year in contracts with a one year contractual term. For multi-year license subscriptions, we generally invoice customers annually at the beginning of each annual coverage period and the license revenue for the full multi-year term is recognized upfront on delivery from deferred revenue. Where the value of revenue recognized exceeds the value of amounts invoiced for a contract at the end of a reporting period, the excess is reclassified from deferred revenue to contract assets until invoiced. Contract assets are included in prepaid expenses and other current assets on the consolidated balance sheets.
During the years ended January 31, 2024, 2023 and 2022, $217.0 million, $145.9 million and $87.1 million, respectively, of revenue was recognized, which was included in the corresponding deferred revenue balance at the beginning of the reporting periods presented. The increase in deferred revenue balances for the periods presented is mainly attributable to the growth of contracts with new as well as existing customers.
Remaining Performance Obligations
As of January 31, 2024 and 2023, the aggregate amount of the transaction price allocated to billed and unbilled remaining performance obligations for which revenue has not yet been recognized was approximately $673.8 million and $435.9 million, respectively. As of January 31, 2024, the Company expects to recognize approximately 64% of the transaction price as product or services revenue over the next 12 months and 87% over the next 24 months.
Deferred Contract Acquisition Costs
Sales commissions and bonuses that are direct and incremental costs of the acquisition of contracts with customers are capitalized. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred when the costs are direct and incremental and would not have occurred absent the customer contract. The deferred commission and bonus amounts are recoverable through the future revenue streams from our customer contracts all of which are non-cancelable.
Commissions and bonuses paid upon the acquisition of an initial contract are amortized over an estimated period of benefit which has been determined generally to be three years based on historical analysis of average customer life and useful life of our product offerings. Commissions paid for subsequent renewals are amortized over the renewal term. Amortization is recognized on a straight-line basis and included in sales and marketing expenses in the consolidated statements of operations.
However, costs for commissions that are incremental to obtain a self-managed license contract are expensed immediately. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred costs. The Company did not recognize any impairment of deferred contract acquisition costs during the periods presented.
Cost of Revenue
Cost of Revenue
Cost of revenue for self-managed and SaaS subscriptions consists primarily of allocated cloud-hosting costs paid to third party service providers, personnel-related costs associated with our customer support personnel, including contractors; and allocated overhead. Personnel-related expenses consist of salaries, benefits, bonuses, and stock-based compensation.
Cost of self-managed license and other revenue consists primarily of contractor and personnel-related costs, including stock-based compensation expenses, associated with the professional services team and customer support team, and allocated overhead.
Research and Development
Research and Development
Costs related to research and development of the Company’s software offerings are expensed as incurred. These costs consist primarily of compensation paid to the Company's research and development personnel, including contractors.
The Company’s internal customer software development process follows an iterative process that results in more frequent software releases than do traditional sequential or waterfall development methodologies and also results in internal validation of the software releases very shortly before they are made available to customers. Therefore, to date, costs to develop software that is marketed externally have not been capitalized as the current software development process is essentially completed concurrently with the establishment of technological feasibility through internal validation of the software releases. As such, all related software development costs are expensed as incurred and included in research and development expenses in the consolidated statements of operations. To date, software development for internal use has been immaterial and no such costs have been capitalized.
Advertising Costs
Advertising Costs
Advertising costs are expensed as incurred and are included within sales and marketing expenses in the consolidated statements of operations. These include costs incurred on public relations, website design, advertising, field marketing, and market research services.
Loss Contingencies
Loss Contingencies
If an exposure to any potential claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. Significant judgment is required in both the determination of probability and the determination as to whether an exposure is reasonably estimable. If applicable, the Company records receivables for probable insurance or other third-party recoveries. Due to uncertainties related to these matters, accruals are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability and may revise its estimates. These revisions in the estimates of the potential liabilities could have a material impact on the Company’s results of operations and financial position. Legal fees and other costs associated with such actions are expensed as incurred.
Income Taxes
Income Taxes
The Company is subject to income taxes in the United States and several foreign jurisdictions. The Company records a provision for income taxes for the anticipated tax consequences of the reported
results of operations using the asset and liability method. Under this method, the Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and the tax basis of assets and liabilities, as well as for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled.
Valuation allowances are established when necessary to reduce deferred tax assets to the amounts more likely than not expected to be realized. Management applies significant judgment in assessing the positive and negative evidence available in the determination of the amount of deferred tax assets that were more likely than not to be realized in the future. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under the tax law. The Company regularly reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences, and tax planning strategies. The Company’s judgments regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute its business plans and/or tax planning strategies. Should there be a change in the ability to recover deferred tax assets, the tax provision would increase or decrease in the period in which the assessment is changed.
Compliance with income tax regulations requires the Company to take certain tax positions. In assessing the exposure associated with various filing positions, the Company determines whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Company uses a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of the available evidence indicates that it is more likely than not that the position will be sustained upon tax authority examination, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than fifty percent likely of being realized upon ultimate settlement. Interest and penalties related to unrecognized tax benefits, if any, are included within the provision for income taxes in the consolidated statement of operations.
Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)
Comprehensive Loss and Accumulated Other Comprehensive Income (Loss)
Comprehensive loss includes net loss and changes in stockholders’ equity that are excluded from net loss due to changes in the Company’s cumulative foreign currency translation account and unrealized gains or losses on short-term investments.
Net Loss per Share Attributable to Common Stockholders
Net Loss per Share Attributable to Common Stockholders
Basic net loss per share is based on the weighted-average effect of all common shares issued and outstanding and is calculated by dividing net loss attributable to common stockholders by the weighted-average shares outstanding during the period. Diluted net loss per share is calculated by dividing net loss by the weighted-average number of common shares used in the basic loss per share calculation plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive instruments. We exclude equity instruments from the calculation of diluted loss per share if the effect of including such instruments is anti-dilutive. Since we are in a net loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potentially dilutive securities outstanding would have been anti-dilutive. For this calculation, convertible preferred stock, warrants and stock options are considered potentially dilutive instruments. While the convertible preferred stock had participating rights for dividends, it did not participate in losses and hence did not qualify as a participating security in the periods in which the Company generated a loss.
Stock-Based Compensation
Stock-Based Compensation
The Company has granted equity classified stock-based awards to team members, members of its board of directors, and non-employee advisors. The majority of the Company's stock-based awards have been granted to team members and the service-based vesting condition for the majority of these awards is satisfied over four years.
The cost of stock-based awards granted to team members is measured at the grant date, based on the fair value of the award, and is generally recognized as expense on a straight-line basis over the requisite service period. Forfeitures are recorded as they occur. The Company has elected to use the Black-Scholes option pricing model to determine the fair value of stock options.
In May 2021, the Company granted 3 million shares of restricted stock units (“RSUs”) tied to our Class B common stock to Mr. Sijbrandij, our founder and CEO. The RSUs contain a service condition and a performance condition based on the achievement of eight separate stock price hurdles/tranches ranging from $95 to $500 per share. The fair value of the RSUs was determined utilizing a Monte Carlo valuation model. We recognize total stock-based compensation expense over the derived service period of each tranche using the accelerated attribution method, regardless of whether the stock price hurdles are achieved. Refer to “Note 10. Equity” for further discussion.
In September 2021, our board of directors and our stockholders approved the 2021 Employee Stock Purchase Plan (“ESPP”) to enable eligible team members to purchase shares of our Class A common stock with accumulated payroll deductions. We recognize stock-based expenses related to the shares to be issued under the ESPP on a straight-line basis over the offering period, using the Black-Scholes option-pricing model. We have been determining the volatility input based on the historical volatility of our peer group until such time as we established a 2-year public trading history of our own stock price. For the new offering period starting December 2023, we transitioned to using an average blend of historical volatility of our peer group and volatility of our own stock price when determining the volatility input.
In June 2022, the Company granted 0.4 million performance stock units (“PSUs”) to senior members of its management team subject to a revenue performance condition and service conditions. The number of PSUs that will ultimately vest will depend on the revenue achieved by the Company in fiscal 2025 relative to the defined target and these estimates are regularly reviewed by the Company. The fair value of PSUs is measured at the market price of the Company’s Class A common stock on the date of grant and compensation costs related to awards expected to vest are recognized on a graded-vesting method over the requisite service period. The estimate of awards expected to vest is reassessed by management at each reporting period.
In fiscal 2023, the board of directors of JiHu approved an employee stock option plan (“JiHu ESOP”) for its employees. The fair value of Restricted Stock Awards (“RSAs”) and stock option awards is measured on the date of grant and compensation costs related to these awards are recognized on a graded attribution method as the grants include a performance condition. The Company considers the RSAs and stock option awards granted pursuant to the JiHu ESOP as potentially dilutive equity instruments that will result in dilution of the Company’s stake in JiHu upon vesting of such award (or, in the case of option awards granted pursuant to the JiHu ESOP, upon vesting and subsequent exercise into shares of JiHu common stock). Any such dilution will be accounted for as an equity transaction. Until such awards granted pursuant to the JiHu ESOP are vested (or, in the case of option awards, vested and ultimately exercised into shares of JiHu common stock), the Company will continue to record the recognized stock-compensation expense of JiHu as part of the noncontrolling interest.
Segment Reporting
Segment Reporting
Our primary business activity is to sell subscriptions on both self-managed and SaaS models. Our chief operating decision maker, who is the Co-founder and Chief Executive Officer, reviews financial information presented on a consolidated basis for the purposes of making operating decisions, allocating resources and evaluating financial performance. Accordingly, we operate our business as one operating
segment and one reporting unit.
Business Combination
Business Combination
We include the results of operations of the businesses that we acquire beginning from the respective dates of acquisition. We allocate the fair value of the purchase price of our acquisitions to the tangible and intangible assets acquired, and liabilities assumed, based on their estimated fair values. The excess of the fair value of purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill.
We amortize our acquired intangible assets in business combinations and asset acquisitions on a straight-line basis with definite lives over a period of three years.
The liabilities for any contingent consideration are established at the time of the acquisition and will be evaluated at each reporting date. Any change in the fair value adjustment is recorded in general and administrative expenses.
Property and Equipment, net
Property and Equipment, Net
Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets. The Company depreciates leasehold improvements over the shorter of the remaining lease term or estimated useful life of five years, and computers over two years.
Leases
Leases
The Company determines whether an arrangement is or contains a lease at inception, based on whether there is an identified asset and whether the Company controls the use of the identified asset throughout the period of use. At the lease commencement date, the Company determines the lease classification between finance and operating and recognizes a right-of-use asset and corresponding lease liability for each lease component. A right-of-use asset represents the Company’s right to use an underlying asset and a lease liability represents the Company’s obligation to make payments during the lease term. The Company only has operating leases of office premises leased by JiHu. The Company accounts for lease components and non-lease components separately. The Company does not recognize operating lease right-of-use assets and operating lease liabilities that arise from short-term leases (i.e., leases with a term of 12 months or less).
The lease liability is initially measured as the present value of the remaining lease payments over the lease term. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The discount rate used to determine the present value is the Company’s incremental borrowing rate unless the interest rate implicit in the lease is readily determinable. The Company estimates its incremental borrowing rate based on the information available at lease commencement date for borrowings with a similar term. The right-of-use asset is initially measured as the present value of the lease payments adjusted for prepaid lease payments to lessors.
Lease expense is recognized on a straight-line basis over the lease term.
Impairment of Long-Lived Assets
Impairment of Long-lived Assets
We evaluate long-lived assets (including intangible assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset (including an intangible asset) may not be recoverable. An asset is considered impaired if its carrying amount exceeds the future undiscounted cash flow the asset is expected to generate. We measure recoverability of these assets by comparing the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If a long-lived asset (including an intangible asset) is considered to be impaired, the impairment to be recognized equals the amount by which the carrying value of the asset exceeds its fair market value. We have made no material adjustments to our long-lived assets (including intangible assets) in any of the years presented.
We test our goodwill for impairment at least annually in the fourth fiscal quarter of each year, or more frequently if events or changes in circumstances indicate that this asset may be impaired. Based on an analysis of qualitative and quantitative factors, including our market capitalization, we determined no goodwill impairment in any of the periods presented.
Equity Method Investment
Equity Method Investment
The Company applies the equity method of accounting to investments when it has significant influence, but not controlling interest in the investee. The Company’s equity method investments are reported at cost and adjusted each period for its proportionate share of the investee’s income or loss. The cost on initial recognition of retained interest in an erstwhile subsidiary is based on fair value on the date of loss of control. The Company’s proportionate share of the net loss resulting from the investment is reported under loss from equity method investment, net of tax in our consolidated statements of operations. The carrying value of the Company’s equity method investments is reported in equity method investment in the consolidated balance sheets. The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable.
Recently Adopted Accounting Standards and Recently Issued Accounting Standards Not Yet Adopted
Recently Adopted Accounting Standards
There were no recently adopted accounting standards during the year ended January 31, 2024 that had a material impact on the Company’s consolidated financial statements.
Recently Issued Accounting Standards Not Yet Adopted
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting ("Topic 280"): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires enhanced disclosures on an annual and interim basis for significant segment expenses. In addition, it provides new segment disclosure requirements for entities with a single reportable segment. For public business entities the amendments are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company has not early adopted ASU 2023-07 and is currently evaluating the impact on the consolidated financial disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes ("Topic 740"): Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires enhancements to current disclosures in order to enhance the transparency and decision usefulness of income tax disclosures. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2024 and early adoption is permitted. The Company has not early adopted ASU 2023-09 and is currently evaluating the impact on the consolidated financial disclosures.
v3.24.1
Revenues (Tables)
12 Months Ended
Jan. 31, 2024
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue
The following table shows the components of revenues and their respective percentages of total revenue for the periods indicated (in thousands, except percentages):
Fiscal Year Ended January 31,
202420232022
Subscription—self-managed and SaaS$506,306 87 %$369,349 87 %$226,163 90 %
Subscription—self-managed355,707 61 275,275 65 179,564 72 
SaaS150,599 26 94,074 22 46,599 18 
License—self-managed and other$73,600 13 %$54,987 13 %$26,490 10 %
License—self-managed63,110 11 46,046 11 20,171 
Professional services and other10,490 8,941 6,319 
Total revenue$579,906 100 %$424,336 100 %$252,653 100 %
Revenue by Geographic Location
The following table summarizes the Company’s total revenue by geographic location based on the region of the Company’s contracting entity, which may be different than the region of the customer (in thousands):
Fiscal Year Ended January 31,
202420232022
United States$473,021 $352,975 $211,520 
Europe93,292 61,820 36,478 
Asia Pacific13,593 9,541 4,655 
Total revenue$579,906 $424,336 $252,653 
v3.24.1
Cash, Cash Equivalents and Short-Term Investments (Tables)
12 Months Ended
Jan. 31, 2024
Cash and Cash Equivalents [Abstract]  
Schedule of Short Term Investments
The following table summarizes the Company’s cash, cash equivalents and short-term investments by category (in thousands):
As of January 31, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Cash and cash equivalents:
    Cash$80,953 $— $— $80,953 
    Money market funds187,175 — — 187,175 
    U.S. Treasury securities15,909 — (2)15,907 
    Commercial paper3,962 — (1)3,961 
Total cash and cash equivalents$287,999 $— $(3)$287,996 
Short-term investments:
    Commercial paper23,229 14 (1)23,242 
    Corporate debt securities231,219 740 (250)231,709 
    U.S. Agency securities56,324 29 (136)56,217 
    U.S. Treasury securities437,369 141 (389)437,121 
Total short-term investments$748,141 $924 $(776)$748,289 
As of January 31, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Cash and cash equivalents:
    Cash$232,332 $— $— $232,332 
    Money market funds60,073 — — 60,073 
    U.S. Agency securities2,997 — — 2,997 
Total cash and cash equivalents$295,402 $— $— $295,402 
Short-term investments:
    Commercial paper88,703 18 (112)88,609 
    Corporate debt securities95,805 33 (572)95,266 
    Municipal bonds1,989 — (19)1,970 
    Foreign government bonds2,211 — (41)2,170 
    U.S. Agency securities74,158 (435)73,725 
    U.S. Treasury securities383,238 — (3,729)379,509 
Total short-term investments$646,104 $53 $(4,908)$641,249 
Schedule of Unrealized Losses Cash Equivalents and Short Term Investment
The following table summarizes unrealized losses on the Company’s cash equivalents and short-term investments aggregated by category and the length of time such aggregated investments have been in a continuous unrealized loss position as of the periods presented (in thousands):
Less Than 12 Months12 Months or GreaterTotal
Carrying ValueGross Unrealized LossesCarrying ValueGross Unrealized LossesFair ValueGross Unrealized Losses
January 31, 2024
    U.S. Agency securities$35,979 $(53)$11,386 $(83)$47,365 $(136)
    Commercial paper15,462 (2)— — 15,462 (2)
    Corporate debt securities85,998 (192)15,485 (58)101,483 (250)
    U.S. Treasury securities139,567 (192)41,193 (199)180,760 (391)
Total cash equivalents and short-term investments$277,006 $(439)$68,064 $(340)$345,070 $(779)
Less Than 12 Months12 Months or GreaterTotal
Carrying ValueGross Unrealized LossesCarrying ValueGross Unrealized LossesFair ValueGross Unrealized Losses
January 31, 2023
    U.S. Agency securities$73,724 $(435)$— $— $73,724 $(435)
    Commercial paper45,015 (112)— — 45,015 (112)
    Corporate debt securities75,203 (572)— — 75,203 (572)
    Municipal bonds1,970 (19)— — 1,970 (19)
    Foreign government bonds2,170 (41)— — 2,170 (41)
    U.S. Treasury securities379,509 (3,729)— — 379,509 (3,729)
Total cash equivalents and short-term investments$577,591 $(4,908)$— $— $577,591 $(4,908)
Schedule of Short Term Investments by Contractual Maturity
The following table classifies the Company’s short-term investments by contractual maturities (in thousands):
January 31, 2024January 31, 2023
Amortized costFair ValueAmortized costFair Value
Due within 1 year$619,286 $618,765 $480,943 $477,520 
Due between 1 year to 2 years128,855 129,524 165,161 163,729 
Total$748,141 $748,289 $646,104 $641,249 
v3.24.1
Fair Value Measurements (Tables)
12 Months Ended
Jan. 31, 2024
Fair Value Disclosures [Abstract]  
Schedule of Financial Assets Measured at Fair Value on Recurring Basis
Financial assets measured at fair value on a recurring basis are summarized below (in thousands):
Level 1Level 2Level 3 Fair Value
January 31, 2024 (1)
Cash equivalents:
    Money market funds$187,175 $— $— $187,175 
    U.S. Treasury securities— 15,907 — 15,907 
    Commercial paper— 3,961 — 3,961 
Short-term investments:
    Commercial paper— 23,242 — 23,242 
    Corporate debt securities— 231,709 — 231,709 
    U.S. Agency securities— 56,217 — 56,217 
    U.S. Treasury securities— 437,121 — 437,121 
Total$187,175 $768,157 $— $955,332 
(1) Excludes $81.0 million in cash on the consolidated balance sheet as of January 31, 2024.
Level 1Level 2Level 3 Fair Value
January 31, 2023 (1)
Cash equivalents:
    Money market funds$60,073 $— $— $60,073 
    U.S. Agency securities— 2,997 — 2,997 
Short-term investments:
    Commercial paper— 88,609 — 88,609 
    Corporate debt securities— 95,266 — 95,266 
    Municipal bonds— 1,970 — 1,970 
Foreign government bonds— 2,170 — 2,170 
    U.S. Agency securities— 73,725 — 73,725 
    U.S. Treasury securities— 379,509 — 379,509 
Total$60,073 $644,246 $— $704,319 
(1) Excludes $232.3 million in cash on the consolidated balance sheet as of January 31, 2023.
v3.24.1
Supplemental Financial Statement Information (Tables)
12 Months Ended
Jan. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Other Current Assets
Prepaid expenses and other current assets consisted of the following (in thousands):
January 31, 2024January 31, 2023
Prepaid software subscriptions$12,835 $7,771 
Prepaid expenses for the Company’s events9,245 1,885 
Prepaid taxes 1,431 592 
Prepaid insurance2,718 3,199 
Prepaid advertising costs1,621 367 
Other prepaid expenses1,776 1,915 
Restricted cash (1)
— 2,500 
Interest receivable4,159 2,310 
Income tax receivable related to BAPA6,460 — 
Vendor receivable2,000 — 
Revenue contract asset1,910 1,532 
Security and other deposits371 510 
Other current assets1,075 1,746 
Total prepaid expenses and other current assets$45,601 $24,327 
(1) Refer to “Note 7. Business Combination”.
Property, Plant and Equipment
Property and equipment, net of the following (in thousands):
January 31, 2024January 31, 2023
Computer and office equipment $9,182 $8,581 
Leasehold improvements1,154 1,208 
10,336 9,789 
Less: Accumulated depreciation (1)
(7,382)(3,992)
Total property and equipment, net (1)
$2,954 $5,797 
(1) The amounts in the table above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying property and equipment. During the year ended January 31, 2024, the Company also wrote off $1.1 million of fully depreciated assets as they were no longer in use.
Schedule of Other Assets, Noncurrent
Other non-current assets consisted of the following (in thousands):
January 31, 2024January 31, 2023
Security and other deposits$3,495 $3,172 
Deferred software implementation costs336 594 
Other non-current assets559 321 
Total other non-current assets$4,390 $4,087 
Schedule of Accrued Liabilities
Accrued expenses and other current liabilities consisted of the following (in thousands):
January 31, 2024January 31, 2023
Income tax liability related to BAPA (1)
$258,675 $— 
Accrued expenses11,499 10,949 
Income taxes payable2,212 859 
Indirect taxes payable3,928 4,498 
Acquisition related contingent cash consideration3,608 — 
Customer refunds payable3,019 3,465 
ESPP employee contributions2,827 2,967 
Operating lease liabilities, current410 716 
Acquisition related consideration withheld in escrow (2)
— 2,500 
Total accrued expenses and other current liabilities$286,178 $25,954 
(1) Refer to “Note 13. Income Taxes” for a discussion on the unrecognized tax benefits related to the BAPA.
(2) Refer to “Note 7. Business Combination”.
Schedule of Accounts Payable and Accrued Liabilities
Accrued compensation and benefits consisted of the following (in thousands):
January 31, 2024January 31, 2023
Accrued commissions$12,734 $8,512 
Payroll taxes payable 9,306 3,013 
Restructuring accrual and related charges (1)
188 — 
Other accrued team member related payables13,581 9,251 
Total accrued compensation and benefits$35,809 $20,776 
(1) Refer to “Note 11. Restructuring and Other Related Charges”.
Schedule of Other Non-current Liabilities
Other non-current liabilities consisted of the following (in thousands):
January 31, 2024January 31, 2023
Deferred tax liabilities, net$10,560 $849 
Provision towards labor matters (1)
2,197 2,504 
Long term taxes payable771 647 
Early exercised options liability420 1,800 
Acquisition related contingent cash consideration (2)
— 3,443 
Operating lease liabilities, non-current— 413 
Other non-current liabilities 112 168 
Total other non-current liabilities$14,060 $9,824 
(1) Refer to “Note 15. Commitments and Contingencies”.
(2) Refer to “Note 7. Business Combination”.
Schedule of Other Income, Net
Other income (expense), net consisted of the following (in thousands):
Fiscal Year Ended January 31,
202420232022
Gain from deconsolidation of Arch, formerly Meltano (1)
$— $17,798 $— 
Impairment loss equity method investment in Arch, formerly Meltano (1)
(8,858)— — 
Foreign exchange gains (losses), net(3,157)4,364 (29,140)
Other income (expense), net189 (577)(1,710)
Total other income (expense), net$(11,826)$21,585 $(30,850)
(1) Refer to “Note 12. Joint Venture and Equity Method Investment”.
v3.24.1
Goodwill and Intangible Assets, Net (Tables)
12 Months Ended
Jan. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The carrying amount of goodwill was as follows (in thousands):
Carrying Amount
Balance as of January 31, 2024 and January 31, 2023
$8,145 
Schedule of Finite-Lived Intangible Assets
Intangible assets, net consisted of the following (in thousands):
January 31, 2024
Gross Carrying AmountAccumulated AmortizationNet Book ValueWeighted average remaining amortization period (years)
Developed technology from business combination$6,200 $(4,467)$1,733 0.8
Developed technology from asset acquisitions (1) (2)
914 (914)— 0.0
Total$7,114 $(5,381)$1,733 
January 31, 2023
Gross Carrying AmountAccumulated AmortizationNet Book ValueWeighted average remaining amortization period (years)
Developed technology from business combination$6,200 $(2,401)$3,799 1.8
Developed technology from asset acquisitions (1)
1,359 (1,257)102 0.3
Total$7,559 $(3,658)$3,901 
(1) The amounts in the tables above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying intangibles.
(2) During the year ended January 31, 2024, the Company wrote off $0.4 million of fully amortized intangible assets as the technology had become obsolete.
v3.24.1
Equity (Tables)
12 Months Ended
Jan. 31, 2024
Equity [Abstract]  
Schedule of Stock Reserved For Future Issuance
The Company had shares of common stock reserved for future issuance as follows (in thousands):
January 31, 2024January 31, 2023
Class A and Class B common stock
Options issued and outstanding8,503 12,686 
Shares available for issuance under Equity Incentive Plans24,868 21,483 
RSUs and PSUs issued and outstanding10,930 8,336 
Shares reserved for issuance to charitable organizations1,404 1,636 
ESPP 5,398 4,303 
Total51,103 48,444 
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award
The awards available for grant under the above Plans for the periods presented were as follows (in thousands):
January 31, 2024January 31, 2023
Available at beginning of period
21,483 18,248 
Awards authorized7,557 7,673 
RSUs and PSUs granted(6,258)(6,651)
RSUs and PSUs canceled and forfeited1,292 657 
Options canceled and forfeited777 1,496 
Options repurchased17 60 
Available at end of period
24,868 21,483 
Share-based Payment Arrangement, Option, Activity
The following table summarizes options activity under the Plans, and related information:
Number of Stock Options Outstanding (in thousands)Weighted Average Exercise PriceWeighted Average Remaining YearsAggregate Intrinsic value (in millions)
Balances at January 31, 202116,043 $6.33 8.39$166.6 
Options granted7,936 18.68 8.50
Options exercised(4,789)5.40 5.07
Options canceled(81)6.20 — 
Options forfeited(1,963)10.47 — 
Balances at January 31, 202217,146 $11.83 8.24$894.8 
Options granted— — — 
Options exercised(2,964)8.49 — 
Options canceled(33)9.46 — 
Options forfeited(1,463)14.52 — 
Balances at January 31, 202312,686 $12.30 7.00$470.8 
Options granted— — — 
Options exercised(3,406)9.53 — 
Options canceled(126)11.23 — 
Options forfeited(651)17.24 — 
Balances at January 31, 2024
8,503 $13.03 5.85$499.2 
Options vested at January 31, 2024
6,323 $11.42 5.52$377.4 
Options vested and expected to vest at January 31, 2024
8,503 $13.03 5.85$499.2 
Schedule of Restricted Stock Units Activity
The following table summarizes the Company’s RSU activity (in thousands):
Number of Shares (1)
Weighted-
Average
grant date
fair value
Balances at January 31, 2021— $— 
Granted272 82.11 
Vested— — 
Canceled/forfeited— — 
Balances at January 31, 2022$0.3 $82.11 
Granted6,286 52.52 
Vested(930)55.01 
Canceled/forfeited(610)54.56 
Balances at January 31, 20235,046 $53.33 
Granted6,258 43.42 
Vested(2,372)48.47 
Canceled/forfeited(1,203)50.47 
Balances at January 31, 2024
7,729 $47.20 
(1) The table above does not include 3 million RSUs granted to the Company’s founder and the Chief Executive Officer (“CEO”) described below.
Schedule of Estimating the Fair Value of the ESPP
The following table summarizes assumptions used in estimating the fair value of the ESPP for the offering period in effect using the Black-Scholes option-pricing model:
Fiscal Year Ended January 31,
202420232022
Risk-free interest rate
4.22% - 5.30%
1.62% - 4.55%
0.07% - 0.17%
Volatility
40.95% - 65.56%
44.95% - 55.19%
38.47% - 41.75%
Expected term (in years)
0.50 - 2.00
0.50 - 2.00
0.57 - 1.07
Dividend yield—%—%—%
Schedule of Share Based Compensation Expense
The Company recognized stock-based compensation expense as follows (in thousands):
Fiscal Year Ended January 31,
202420232022
Cost of revenue$6,400 $5,078 $1,300 
Sales and marketing68,766 48,001 10,550 
Research and development50,804 36,325 8,305 
General and administrative37,079 33,163 9,854 
Total stock-based compensation expense (1)
$163,049 $122,567 $30,009 
(1) The table above includes stock-based compensation of JiHu. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Restructuring and Other Related Charges (Tables)
12 Months Ended
Jan. 31, 2024
Restructuring and Related Activities [Abstract]  
Schedule of Restructuring Charges
The Company recognized one-time severance and other termination benefit costs as follows (in thousands):
Fiscal Year Ended January 31,
2024
Cost of revenue$463 
Research and development2,119 
Sales and marketing3,811 
General and administrative1,634 
Total (1)
$8,027 
(1) Excludes stock-based compensation of $1.3 million.
Schedule of Restructuring Reserve by Type of Cost
The changes in liabilities resulting from the restructuring charges and related accruals were as follows (in thousands):
Balance as of January 31, 2023
$— 
Charges (1)
8,027 
Cash payments(7,839)
Balance as of January 31, 2024 (2)
$188 
(1) Excludes stock-based compensation of $1.3 million.
(2) Balance is included in accrued compensation and benefits on the consolidated balance sheet as of January 31, 2024.
v3.24.1
Joint Venture and Equity Method Investment (Tables)
12 Months Ended
Jan. 31, 2024
Noncontrolling Interest [Abstract]  
Schedule of Supplemental Information Related to Operating Leases
The table below presents supplemental information related to operating leases for the years ended January 31, 2024 (in thousands, except weighted-average information):
Weighted-average remaining lease term (in years)0.56
Weighted-average discount rate 3.7 %
Cash paid for amounts included in the measurement of lease liabilities
$694 
Schedule of Variable Interest Entities
Selected financial information of JiHu, post intercompany eliminations, is as follows (in thousands):
Fiscal Year Ended January 31,
202420232022
Revenue$6,451 $4,743 $1,237 
Cost of revenue2,414 1,731 945 
Gross profit4,037 3,012 292 
Operating expenses:
Sales and marketing7,369 7,670 3,200 
Research and development5,338 6,818 2,299 
General and administrative1,864 10,515 3,589 
Total operating expenses14,571 25,003 9,088 
Loss from operations(10,534)(21,991)(8,796)
Interest income1,078 659 — 
Other income, net858 1,633 67 
Net loss before income taxes(8,598)(19,699)(8,729)
Benefit from income taxes(16)— — 
Net loss$(8,614)$(19,699)$(8,729)
Net loss attributable to noncontrolling interest$(3,859)$(8,385)$(2,422)
January 31, 2024January 31, 2023
Cash and cash equivalents$43,896 $56,744 
Property and equipment, net489 1,135 
Operating lease right-of-use assets405 998 
Other assets2,835 3,950 
Total assets$47,625 $62,827 
Total liabilities$6,080 $8,871 
v3.24.1
Income Taxes (Tables)
12 Months Ended
Jan. 31, 2024
Income Tax Disclosure [Abstract]  
Schedule of Income before Income Tax, Domestic and Foreign
The components of total loss from continuing operations before income taxes are as follows (in thousands):
Fiscal Year Ended January 31,
202420232022
US$14,328 $(4,877)$19,486 
Foreign(174,480)(170,453)(178,557)
Loss before income taxes$(160,152)$(175,330)$(159,071)
Schedule of Components of Income Tax Expense (Benefit)
The provision for (benefit from) income taxes consisted of the following (in thousands):
Fiscal Year Ended January 31,
202420232022
Current:
Federal and State$(1,768)$1,432 $(863)
Foreign256,296 822 671 
Total current$254,528 $2,254 $(192)
Deferred:
Federal and State$(810)$614 $(1,443)
Foreign10,339 30 124 
Total deferred$9,529 $644 $(1,319)
Provision for (benefit from) income taxes$264,057 $2,898 $(1,511)
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of the statutory U.S. federal income tax rate to the Company's effective tax rate is as follows:
Fiscal Year Ended January 31,
202420232022
Tax at federal statutory rate21.0 %21.0 %21.0 %
State, net of federal benefit(0.1)(0.2)0.2 
Stock-based compensation2.4 (0.4)5.0 
Non-deductible Executive Compensation(4.8)(1.6)(0.5)
Research tax credit6.3 2.7 1.0 
Foreign rate differential(1.8)5.5 6.1 
Change in valuation allowance(83.5)(29.0)(30.3)
Foreign derived intangible income deduction— 0.6 0.3 
Unrecognized tax benefits(104.9)(0.5)(1.3)
Other0.5 0.2 (0.6)
Total(164.9)%(1.7)%0.9 %
Schedule of Deferred Tax Assets and Liabilities
Significant components of the Company's deferred tax assets and liabilities are as follows (in thousands):
January 31,
20242023
Deferred tax assets:
Net operating loss carryforwards$85,348 $144,016 
Research tax credits14,031 2,359 
Deferred revenue6,812 5,876 
Accruals and other assets6,237 3,590 
Capitalized R&D70,921 — 
Intangibles110,160 8,278 
Interest expense limitation35,085 — 
Stock-based compensation6,679 5,040 
Gross deferred tax assets335,273 169,159 
Valuation allowance(328,385)(159,470)
Net deferred tax assets6,888 9,689 
Deferred tax liabilities:
Deferred contract acquisition costs(7,019)(6,095)
Acquired intangibles— (863)
Equity method investment— (2,892)
Fixed assets(191)(499)
Unrealized foreign exchange adjustments(10,024)— 
Other(23)(189)
Net deferred tax liabilities$(10,369)$(849)
Schedule of Unrecognized Tax Benefits Roll Forward
The reconciliation of the Company's unrecognized tax benefits is as follows (in thousands):
January 31,
20242023
Beginning balance$7,460 $5,557 
Gross increases due to tax positions taken in prior periods324,364 685 
Gross increases due to tax position taken in current period65,001 1,369 
Gross decreases due to lapses in applicable statutes of limitations(1)(151)
Ending balance$396,824 $7,460 
v3.24.1
Net Loss per Share (Tables)
12 Months Ended
Jan. 31, 2024
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth basic and diluted loss per share for each of the periods presented (in thousands, except per share data):
Fiscal Year Ended January 31,
202420232022
Numerator:
Net loss attributable to GitLab$(424,174)$(172,311)$(155,138)
Denominator:
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted154,283 148,407 79,755 
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted$(2.75)$(1.16)$(1.95)
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands):
As of
January 31, 2024January 31, 2023January 31, 2022
Shares subject to outstanding common stock options8,503 12,686 17,146 
Unvested restricted stock in connection with business combination16 
Unvested early exercised stock options22 194 714 
Unvested RSUs and PSUs10,930 8,336 3,264 
Shares subject to the ESPP63 81 256 
Total 19,521 21,305 21,396 
v3.24.1
Commitments and Contingencies (Tables)
12 Months Ended
Jan. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Contractual Obligation, Fiscal Year Maturity
Future minimum payments under the Company’s non-cancelable purchase commitments as of January 31, 2024 were as follows (in thousands):
TotalLess than 1 Year1-3 Years4-5 YearsThereafter
Purchase commitments (1)
$152,849 $76,032 $76,300 $277 $240 
(1) The table above includes $85 million of remaining non-cancelable contractual commitments as of January 31, 2024 related to one of the Company’s hosting infrastructure vendors, under which the Company committed to spend an aggregate of at least $171 million between October 2020 and September 2025.
v3.24.1
Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details)
$ / shares in Units, shares in Millions
1 Months Ended 12 Months Ended
Jun. 30, 2022
shares
May 31, 2021
target
$ / shares
shares
Jan. 31, 2024
USD ($)
segment
reporting_unit
obligation
Jan. 31, 2023
USD ($)
Jan. 31, 2022
USD ($)
Significant Accounting Policies [Line Items]          
Foreign exchange gains (losses), net     $ (3,157,000) $ 4,364,000 $ (29,140,000)
Foreign currency translation adjustments     (4,122,000) (5,874,000) 27,639,000
Restricted cash       2,500,000  
Allowance for doubtful accounts     $ 673,000 1,564,000  
Number of performance obligations | obligation     2    
Allocation of price (as a percent)     14.00%    
Deferred revenue recognized     $ 217,000,000 145,900,000 87,100,000
Remaining performance obligation     $ 673,800,000 435,900,000  
Deferred contract acquisition cost, term     3 years    
Advertising costs     $ 32,500,000 27,300,000 21,400,000
Award vesting period (in years)     4 years    
Number of operating segments | segment     1    
Number of reporting units | reporting_unit     1    
Intangible assets acquired, useful life     3 years    
Goodwill impairment     $ 0 $ 0 $ 0
Internal-use software          
Significant Accounting Policies [Line Items]          
Property and equipment, useful life     5 years    
Computers          
Significant Accounting Policies [Line Items]          
Property and equipment, useful life     2 years    
PSUs          
Significant Accounting Policies [Line Items]          
RSUs granted in period (in shares) | shares 0.4        
Chief Executive Officer | RSUs          
Significant Accounting Policies [Line Items]          
RSUs granted in period (in shares) | shares   3.0      
Number of threshold stock price targets | target   8      
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-02-01          
Significant Accounting Policies [Line Items]          
Remaining performance obligation, next twelve months (as a percent)     64.00%    
Remaining performance obligation, next twenty four months (as a percent)     87.00%    
Minimum          
Significant Accounting Policies [Line Items]          
Subscription contract term (in years)     1 year    
Allocation of price (as a percent)     100.00%    
Payment terms (in days)     30 days    
Minimum | Chief Executive Officer | RSUs          
Significant Accounting Policies [Line Items]          
Threshold stock price target (in dollars per share) | $ / shares   $ 95      
Maximum          
Significant Accounting Policies [Line Items]          
Subscription contract term (in years)     3 years    
Allocation of price (as a percent)     23.00%    
Payment terms (in days)     60 days    
Maximum | Chief Executive Officer | RSUs          
Significant Accounting Policies [Line Items]          
Threshold stock price target (in dollars per share) | $ / shares   $ 500      
Distribution Channel One | Accounts Receivable | Credit Concentration Risk          
Significant Accounting Policies [Line Items]          
Concentration risk, percentage     12.00%    
Distribution Channel Two | Accounts Receivable | Credit Concentration Risk          
Significant Accounting Policies [Line Items]          
Concentration risk, percentage     13.00%    
Distribution Channel Three | Accounts Receivable | Credit Concentration Risk          
Significant Accounting Policies [Line Items]          
Concentration risk, percentage       12.00%  
v3.24.1
Revenues - Disaggregation of Revenue by Product and Service (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Disaggregation of Revenue [Line Items]      
Total revenue $ 579,906 $ 424,336 $ 252,653
Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 100.00% 100.00% 100.00%
Subscription—self-managed and SaaS      
Disaggregation of Revenue [Line Items]      
Total revenue $ 506,306 $ 369,349 $ 226,163
Subscription—self-managed and SaaS | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 87.00% 87.00% 90.00%
Subscription—self-managed      
Disaggregation of Revenue [Line Items]      
Total revenue $ 355,707 $ 275,275 $ 179,564
Subscription—self-managed | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 61.00% 65.00% 72.00%
SaaS      
Disaggregation of Revenue [Line Items]      
Total revenue $ 150,599 $ 94,074 $ 46,599
SaaS | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 26.00% 22.00% 18.00%
License—self-managed and other      
Disaggregation of Revenue [Line Items]      
Total revenue $ 73,600 $ 54,987 $ 26,490
License—self-managed and other | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 13.00% 13.00% 10.00%
License—self-managed      
Disaggregation of Revenue [Line Items]      
Total revenue $ 63,110 $ 46,046 $ 20,171
License—self-managed | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 11.00% 11.00% 8.00%
Professional services and other      
Disaggregation of Revenue [Line Items]      
Total revenue $ 10,490 $ 8,941 $ 6,319
Professional services and other | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 2.00% 2.00% 2.00%
v3.24.1
Revenues - Disaggregation of Revenue by Geographic Region (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Disaggregation of Revenue [Line Items]      
Total revenue $ 579,906 $ 424,336 $ 252,653
United States      
Disaggregation of Revenue [Line Items]      
Total revenue 473,021 352,975 211,520
Europe      
Disaggregation of Revenue [Line Items]      
Total revenue 93,292 61,820 36,478
Asia Pacific      
Disaggregation of Revenue [Line Items]      
Total revenue $ 13,593 $ 9,541 $ 4,655
v3.24.1
Revenues - Narrative (Details)
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
United States | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 82.00% 83.00% 84.00%
v3.24.1
Cash, Cash Equivalents and Short-Term Investments - Schedule of Cash and Short Term Investments (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost $ 748,141 $ 646,104
Gross Unrealized Gains 924 53
Gross Unrealized Losses (776) (4,908)
Fair Value 748,289 641,249
Cash and Cash Equivalents    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 287,999 295,402
Gross Unrealized Gains 0 0
Gross Unrealized Losses (3) 0
Fair Value 287,996 295,402
Cash | Cash and Cash Equivalents    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 80,953 232,332
Gross Unrealized Gains 0 0
Gross Unrealized Losses 0 0
Fair Value 80,953 232,332
Money market funds | Cash and Cash Equivalents    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 187,175 60,073
Gross Unrealized Gains 0 0
Gross Unrealized Losses 0 0
Fair Value 187,175 60,073
U.S. Treasury securities    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 437,369 383,238
Gross Unrealized Gains 141 0
Gross Unrealized Losses (389) (3,729)
Fair Value 437,121 379,509
U.S. Treasury securities | Cash and Cash Equivalents    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 15,909  
Gross Unrealized Gains 0  
Gross Unrealized Losses (2)  
Fair Value 15,907  
Commercial paper    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 23,229 88,703
Gross Unrealized Gains 14 18
Gross Unrealized Losses (1) (112)
Fair Value 23,242 88,609
Commercial paper | Cash and Cash Equivalents    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 3,962  
Gross Unrealized Gains 0  
Gross Unrealized Losses (1)  
Fair Value 3,961  
Corporate debt securities    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 231,219 95,805
Gross Unrealized Gains 740 33
Gross Unrealized Losses (250) (572)
Fair Value 231,709 95,266
U.S. Agency securities    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost 56,324 74,158
Gross Unrealized Gains 29 2
Gross Unrealized Losses (136) (435)
Fair Value $ 56,217 73,725
U.S. Agency securities | Cash and Cash Equivalents    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost   2,997
Gross Unrealized Gains   0
Gross Unrealized Losses   0
Fair Value   2,997
Municipal bonds    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost   1,989
Gross Unrealized Gains   0
Gross Unrealized Losses   (19)
Fair Value   1,970
Foreign government bonds    
Debt Securities, Available-for-sale [Line Items]    
Amortized Cost   2,211
Gross Unrealized Gains   0
Gross Unrealized Losses   (41)
Fair Value   $ 2,170
v3.24.1
Cash, Cash Equivalents and Short-Term Investments - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Cash and Cash Equivalents [Abstract]      
Interest and investment income $ 39,100 $ 14,500 $ 700
Net amortization of premiums or discounts on short-term investments $ 20,349 $ 6,077 $ 0
v3.24.1
Cash, Cash Equivalents and Short-Term Investments - Schedule of Unrealized Losses Cash Equivalents and Short Term Investment (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value $ 277,006 $ 577,591
Less than 12 months, gross unrealized losses (439) (4,908)
12 months or greater, carrying value 68,064 0
12 months or greater, gross unrealized losses (340) 0
Fair Value 345,070 577,591
Gross Unrealized Losses (779) (4,908)
U.S. Agency securities    
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value 35,979 73,724
Less than 12 months, gross unrealized losses (53) (435)
12 months or greater, carrying value 11,386 0
12 months or greater, gross unrealized losses (83) 0
Fair Value 47,365 73,724
Gross Unrealized Losses (136) (435)
Commercial paper    
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value 15,462 45,015
Less than 12 months, gross unrealized losses (2) (112)
12 months or greater, carrying value 0 0
12 months or greater, gross unrealized losses 0 0
Fair Value 15,462 45,015
Gross Unrealized Losses (2) (112)
Corporate debt securities    
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value 85,998 75,203
Less than 12 months, gross unrealized losses (192) (572)
12 months or greater, carrying value 15,485 0
12 months or greater, gross unrealized losses (58) 0
Fair Value 101,483 75,203
Gross Unrealized Losses (250) (572)
Municipal bonds    
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value   1,970
Less than 12 months, gross unrealized losses   (19)
12 months or greater, carrying value   0
12 months or greater, gross unrealized losses   0
Fair Value   1,970
Gross Unrealized Losses   (19)
Foreign government bonds    
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value   2,170
Less than 12 months, gross unrealized losses   (41)
12 months or greater, carrying value   0
12 months or greater, gross unrealized losses   0
Fair Value   2,170
Gross Unrealized Losses   (41)
U.S. Treasury securities    
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]    
Less than 12 months, carrying value 139,567 379,509
Less than 12 months, gross unrealized losses (192) (3,729)
12 months or greater, carrying value 41,193 0
12 months or greater, gross unrealized losses (199) 0
Fair Value 180,760 379,509
Gross Unrealized Losses $ (391) $ (3,729)
v3.24.1
Cash, Cash Equivalents and Short-Term Investments - Schedule of Short Term Investments by Contractual Maturity (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Amortized cost    
Due within 1 year $ 619,286 $ 480,943
Due between 1 year to 2 years 128,855 165,161
Total 748,141 646,104
Fair Value    
Due within 1 year 618,765 477,520
Due between 1 year to 2 years 129,524 163,729
Total $ 748,289 $ 641,249
v3.24.1
Fair Value Measurements (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments $ 748,289 $ 641,249
Cash held in bank accounts 748,141 646,104
Cash and Cash Equivalents    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 287,996 295,402
Cash held in bank accounts 287,999 295,402
Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 955,332 704,319
Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 187,175 60,073
Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 768,157 644,246
Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 0 0
Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 23,242 88,609
Cash held in bank accounts 23,229 88,703
Commercial paper | Cash and Cash Equivalents    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 3,961  
Cash held in bank accounts 3,962  
Commercial paper | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 23,242 88,609
Commercial paper | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
Commercial paper | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 23,242 88,609
Commercial paper | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
Corporate debt securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 231,709 95,266
Cash held in bank accounts 231,219 95,805
Corporate debt securities | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 231,709 95,266
Corporate debt securities | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
Corporate debt securities | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 231,709 95,266
Corporate debt securities | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
Municipal bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   1,970
Cash held in bank accounts   1,989
Municipal bonds | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   1,970
Municipal bonds | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   0
Municipal bonds | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   1,970
Municipal bonds | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   0
Foreign government bonds | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   2,170
Foreign government bonds | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   0
Foreign government bonds | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   2,170
Foreign government bonds | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments   0
U.S. Agency securities | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 56,217 73,725
U.S. Agency securities | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
U.S. Agency securities | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 56,217 73,725
U.S. Agency securities | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
U.S. Treasury securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 437,121 379,509
Cash held in bank accounts 437,369 383,238
U.S. Treasury securities | Cash and Cash Equivalents    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 15,907  
Cash held in bank accounts 15,909  
U.S. Treasury securities | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 437,121 379,509
U.S. Treasury securities | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
U.S. Treasury securities | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 437,121 379,509
U.S. Treasury securities | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 0 0
Cash | Cash and Cash Equivalents    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Short-term investments 80,953 232,332
Cash held in bank accounts 80,953 232,332
Money market funds | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 187,175 60,073
Money market funds | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 187,175 60,073
Money market funds | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
Money market funds | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0 0
U.S. Treasury securities | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 15,907  
U.S. Treasury securities | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0  
U.S. Treasury securities | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 15,907  
U.S. Treasury securities | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0  
Commercial paper | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 3,961  
Commercial paper | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 0  
Commercial paper | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents 3,961  
Commercial paper | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents $ 0  
U.S. Agency securities | Fair Value, Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents   2,997
U.S. Agency securities | Fair Value, Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents   0
U.S. Agency securities | Fair Value, Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents   2,997
U.S. Agency securities | Fair Value, Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash equivalents   $ 0
v3.24.1
Fair Value Measurements - Narrative (Details) - USD ($)
$ in Millions
Jan. 31, 2024
Jan. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent cash consideration   $ 3.4
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Contingent cash consideration $ 3.6 $ 3.4
v3.24.1
Supplemental Financial Statement Information - Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Prepaid software subscriptions $ 12,835 $ 7,771  
Prepaid expenses for the Company’s events 9,245 1,885  
Prepaid taxes 1,431 592  
Prepaid insurance 2,718 3,199  
Prepaid advertising costs 1,621 367  
Other prepaid expenses 1,776 1,915  
Restricted cash 0 2,500 $ 0
Interest receivable 4,159 2,310  
Income tax receivable related to BAPA 6,460 0  
Vendor receivable 2,000 0  
Revenue contract asset 1,910 1,532  
Security and other deposits 371 510  
Other current assets 1,075 1,746  
Total prepaid expenses and other current assets [1] $ 45,601 $ 24,327  
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Supplemental Financial Statement Information - Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Property, Plant and Equipment [Line Items]      
Property and equipment, gross $ 10,336 $ 9,789  
Less: Accumulated depreciation (7,382) (3,992)  
Property and equipment, net [1] 2,954 5,797  
Write off of fully depreciated assets 1,100    
Depreciation expense 4,400 3,200 $ 500
Computer and office equipment      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross 9,182 8,581  
Leasehold improvements      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross $ 1,154 $ 1,208  
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Supplemental Financial Statement Information - Schedule of Other Long-Term Assets (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Security and other deposits $ 3,495 $ 3,172
Deferred software implementation costs 336 594
Other non-current assets 559 321
Total other non-current assets [1] $ 4,390 $ 4,087
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Supplemental Financial Statement Information - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Income tax liability related to BAPA $ 258,675 $ 0
Accrued expenses 11,499 10,949
Income taxes payable 2,212 859
Indirect taxes payable 3,928 4,498
Acquisition related contingent cash consideration 3,608 0
Customer refunds payable 3,019 3,465
ESPP employee contributions 2,827 2,967
Operating lease liabilities, current $ 410 $ 716
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Total accrued expenses and other current liabilities Total accrued expenses and other current liabilities
Acquisition related consideration withheld in escrow $ 0 $ 2,500
Total accrued expenses and other current liabilities [1] $ 286,178 $ 25,954
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Supplemental Financial Statement Information - Schedule of Accrued Compensation and Benefits (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accrued commissions $ 12,734 $ 8,512
Payroll taxes payable 9,306 3,013
Restructuring accrual and related charges 188 0
Other accrued team member related payables 13,581 9,251
Total accrued compensation and benefits $ 35,809 $ 20,776
v3.24.1
Supplemental Financial Statement Information - Other Non-Current Liabilities (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Deferred tax liabilities, net $ 10,560 $ 849
Provision towards labor matters 2,197 2,504
Long term taxes payable 771 647
Early exercised options liability 420 1,800
Acquisition related contingent cash consideration 0 3,443
Operating lease liabilities, non-current $ 0 $ 413
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] Total other non-current liabilities Total other non-current liabilities
Other non-current liabilities $ 112 $ 168
Total other non-current liabilities [1] $ 14,060 $ 9,824
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Supplemental Financial Statement Information - Other Income, Net (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Gain from deconsolidation of Arch, formerly Meltano $ 0 $ 17,798 $ 0
Impairment of equity method investment (8,858) 0 0
Foreign exchange gains (losses), net (3,157) 4,364 (29,140)
Other income (expense), net 189 (577) (1,710)
Total other income (expense), net $ (11,826) $ 21,585 $ (30,850)
v3.24.1
Business Combination - Narrative (Details) - USD ($)
$ in Thousands
1 Months Ended 12 Months Ended
Dec. 03, 2021
Sep. 30, 2022
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Business Acquisition [Line Items]          
Partial settlement of acquisition related contingent cash consideration     $ 0 $ 3,137 $ 0
Gain in fair value of contingent consideration     0 1,722 0
Contingent cash consideration       3,400  
Accretion expense     $ 200 300 $ 0
Opstrace Inc.          
Business Acquisition [Line Items]          
Business combination, consideration transferred $ 13,500        
Cash consideration held back       $ 2,500  
Post-closing indemnification term       18 months  
Partial settlement of acquisition related contingent cash consideration   $ 4,200      
v3.24.1
Goodwill and Intangible Assets, Net - Rollforward of Goodwill (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Goodwill [Roll Forward]    
Goodwill [1] $ 8,145 $ 8,145
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Goodwill and Intangible Assets, Net - Narrative (Details) - USD ($)
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]      
Goodwill impairment $ 0 $ 0 $ 0
Amortization of intangible assets 2,167,000 $ 2,362,000 $ 665,000
Finite-lived intangible asset, expected amortization, year one $ 1,700,000    
v3.24.1
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 7,114 $ 7,559
Accumulated Amortization (5,381) (3,658)
Net Book Value 1,733 3,901
Write-off of fully amortized intangible assets 400  
Developed technology from business combination    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 6,200 6,200
Accumulated Amortization (4,467) (2,401)
Net Book Value $ 1,733 $ 3,799
Weighted average remaining amortization period (years) 9 months 18 days 1 year 9 months 18 days
Developed technology from asset acquisitions    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 914 $ 1,359
Accumulated Amortization (914) (1,257)
Net Book Value $ 0 $ 102
Weighted average remaining amortization period (years) 0 years 3 months 18 days
v3.24.1
Team Member Benefit Plans (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Retirement Benefits [Abstract]      
Defined contribution plan, contribution amount $ 5.1 $ 3.9 $ 2.8
v3.24.1
Equity - Narrative (Details)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Jun. 30, 2022
shares
May 31, 2021
USD ($)
shares
Jul. 31, 2022
USD ($)
Oct. 31, 2023
USD ($)
Jan. 31, 2024
USD ($)
vote
$ / shares
shares
Jan. 31, 2023
USD ($)
$ / shares
shares
Jan. 31, 2022
USD ($)
$ / shares
shares
Mar. 31, 2023
USD ($)
Oct. 18, 2021
$ / shares
shares
Oct. 17, 2021
USD ($)
shares
Sep. 30, 2021
shares
Jan. 31, 2021
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Preferred stock, shares authorized (in shares) | shares         50,000,000 50,000,000     50,000,000      
Preferred stock, par value (in USD per share) | $ / shares         $ 0.0000025 $ 0.0000025     $ 0.0000025      
Shares subject to repurchase obligation (in shares) | shares         22,278 194,304            
Deferred compensation liability, noncurrent         $ 400 $ 1,800            
Convertible preferred stock, shares outstanding (in shares) | shares         0 0 0     79,600,000   79,551,000
Carrying value of of convertible preferred stock             $ 0     $ 424,900   $ 424,904
Convertible preferred stock, shares issued (in shares) | shares         0 0            
Award vesting period (in years)         4 years              
Options granted (in shares) | shares         0 0 7,936,000          
Aggregate intrinsic value, options vested         $ 17,900 $ 31,000 $ 10,800          
Options granted (in USD per share) | $ / shares             $ 10.81          
Intrinsic value of options exercised         128,800 123,400 $ 280,500          
Compensation expense not yet recognized         21,900              
Total stock-based compensation expense         163,049 122,567 30,009          
Grant date fair value of RSUs granted   $ 8,800                    
Offering period     24 months 24 months                
Tax benefit for stock-based compensation expense         0 7,700 7,000          
Charitable donation of common stock         $ 10,700              
Shares subject to outstanding common stock options                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Period for recognition (in years)         1 year 6 months              
Total stock-based compensation expense         $ 17,600 23,200 22,600          
Shares subject to outstanding common stock options | 2015 Equity Incentive Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Expiration period (in years)         10 years              
Shares subject to outstanding common stock options | 2015 Equity Incentive Plan | Period one                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting percentage         25.00%              
Award vesting period (in years)         1 year              
Shares subject to outstanding common stock options | 2015 Equity Incentive Plan | Period two                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting period (in years)         36 months              
RSUs                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Compensation expense not yet recognized         $ 347,800              
Period for recognition (in years)         3 years              
Total stock-based compensation expense         $ 117,600 61,600 700          
RSUs | Chief Executive Officer                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Period for recognition (in years)         4 years 9 months 18 days              
PSUs granted (in shares) | shares   3,000,000                    
Total stock-based compensation expense         $ 1,700 1,700 1,200          
Compensation expense not yet recognized         $ 4,300              
RSUs | Minimum | Chief Executive Officer                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Period for recognition (in years)         2 years              
RSUs | Maximum | Chief Executive Officer                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Period for recognition (in years)         7 years              
RSUs | 2021 Equity Incentive Plan | Minimum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting period (in years)         2 years              
RSUs | 2021 Equity Incentive Plan | Maximum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting period (in years)         4 years              
PSUs                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting percentage 100.00%                      
Period for recognition (in years)         1 year 10 months 24 days              
PSUs granted (in shares) | shares 400,000                      
Total stock-based compensation expense         $ 1,300 1,600            
Compensation expense not yet recognized         $ 2,600              
PSUs | Minimum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting percentage 0.00%                      
PSUs | Maximum                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Award vesting percentage 200.00%                      
ESPP | 2021 Employee Stock Purchase Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Period for recognition (in years)         1 year 9 months 18 days              
Total stock-based compensation expense         $ 19,000 $ 25,700 $ 5,100          
Compensation expense not yet recognized         $ 13,500              
Plan modification, cost not yet recognized     $ 9,900 $ 9,400                
Class A Common Stock                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Common stock, shares authorized (in shares) | shares         1,500,000,000 1,500,000,000     1,500,000,000      
Common stock, par value (in USD per share) | $ / shares         $ 0.0000025 $ 0.0000025     $ 0.0000025      
Voting rights, vote per share | vote         1              
Common stock reserved for future issuance (in shares) | shares                     1,635,545  
Aggregate principal amount, donation               $ 10,700        
Charitable donation of common stock (in shares) | shares         231,408              
Charitable donation of common stock         $ 10,700              
Class A Common Stock | 2021 Equity Incentive Plan                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Common stock reserved for future issuance (in shares) | shares                     13,032,289  
Class B Common Stock                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
Common stock, shares authorized (in shares) | shares         250,000,000 250,000,000     250,000,000      
Common stock, par value (in USD per share) | $ / shares         $ 0.0000025 $ 0.0000025     $ 0.0000025      
Voting rights, vote per share | vote         10              
Class B Common Stock | RSUs | Chief Executive Officer                        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                        
PSUs granted (in shares) | shares   3,000,000                    
v3.24.1
Equity - Schedule of Stock Reserved For Future Issuance (Details) - shares
shares in Thousands
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Class of Stock [Line Items]        
Options issued and outstanding (in shares) 8,503 12,686 17,146 16,043
Shares available for issuance under Equity Incentive Plans (in shares) 24,868 21,483 18,248  
Class A and Class B common stock        
Class of Stock [Line Items]        
Options issued and outstanding (in shares) 8,503 12,686    
Shares available for issuance under Equity Incentive Plans (in shares) 24,868 21,483    
Shares reserved for issuance to charitable organizations (in shares) 1,404 1,636    
Common stock reserved for future issuance (in shares) 51,103 48,444    
RSUs and PSUs | Class A and Class B common stock        
Class of Stock [Line Items]        
Share-based compensation awards other than options (in shares) 10,930 8,336    
ESPP | Class A and Class B common stock        
Class of Stock [Line Items]        
Share-based compensation awards other than options (in shares) 5,398 4,303    
v3.24.1
Equity - Awards Available for Grant (Details) - shares
shares in Thousands
3 Months Ended 12 Months Ended
Apr. 30, 2023
Jan. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award, Awards Available For Grant [Roll Forward]    
Balance, beginning of period (in shares) 21,483 21,483
Awards authorized (in shares) 7,673 7,557
Options cancelled and forfeited (in shares) 1,496 777
Options repurchased (in shares) 60 17
Balance, end of period (in shares)   24,868
RSUs and PSUs    
Share-based Compensation Arrangement by Share-based Payment Award, Awards Available For Grant [Roll Forward]    
RSUs and PSUs granted (in shares) (6,651) (6,258)
RSUs and PSUs cancelled and forfeited (in shares) 657 1,292
v3.24.1
Equity - Summary of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Number of Stock Options Outstanding (in thousands)        
Balance, beginning of period (in shares) 12,686,000 17,146,000 16,043,000  
Options granted (in shares) 0 0 7,936,000  
Options exercised (in shares) (3,406,000) (2,964,000) (4,789,000)  
Options cancelled (in shares) (126,000) (33,000) (81,000)  
Options forfeited (in shares) (651,000) (1,463,000) (1,963,000)  
Balance, end of period (in shares) 8,503,000 12,686,000 17,146,000 16,043,000
Options vested (in shares) 6,323,000      
Options expected to vest (in shares) 8,503,000      
Weighted Average Exercise Price        
Balance, beginning of period (in USD per share) $ 12.30 $ 11.83 $ 6.33  
Options granted (in USD per share) 0 0 18.68  
Options exercised (in USD per share) 9.53 8.49 5.40  
Options cancelled (in USD per share) 11.23 9.46 6.20  
Options forfeited (in USD per share) 17.24 14.52 10.47  
Balance, end of period (in USD per share) 13.03 $ 12.30 $ 11.83 $ 6.33
Options vested (in USD per share) 11.42      
Options expected to vest (in USD per share) $ 13.03      
Weighted Average Remaining Years        
Outstanding (in years) 5 years 10 months 6 days 7 years 8 years 2 months 26 days 8 years 4 months 20 days
Options granted (in years)     8 years 6 months  
Options exercised (in years)     5 years 25 days  
Options vested (in years) 5 years 6 months 7 days      
Options expected to vest (in years) 5 years 10 months 6 days      
Aggregate Intrinsic value (in millions)        
Outstanding value $ 499.2 $ 470.8 $ 894.8 $ 166.6
Options vested 377.4      
Options expected to vest $ 499.2      
v3.24.1
Equity - Schedule of Restricted Stock Units Activity (Details) - RSUs - $ / shares
shares in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Number of Shares      
Balance, beginning of period (in shares) 5,046 300 0
Granted (in shares) 6,258 6,286 272
Vested (in shares) (2,372) (930) 0
Canceled/forfeited (in shares) (1,203) (610) 0
Balance, ending of period (in shares) 7,729 5,046 300
Weighted- Average grant date fair value      
Balance, beginning of period (in USD per share) $ 53.33 $ 82.11 $ 0
Granted (in USD per share) 43.42 52.52 82.11
Vested (in USD per share) 48.47 55.01 0
Canceled/forfeited (in USD per share) 50.47 54.56 0
Balance, ending of period (in USD per share) $ 47.20 $ 53.33 $ 82.11
Chief Executive Officer      
Number of Shares      
Granted (in shares) 3,000    
v3.24.1
Equity - Schedule of Weighted Average Fair Value Assumptions (Details) - ESPP
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Dividend yield (as a percent) 0.00% 0.00% 0.00%
Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate (as a percent) 4.22% 1.62% 0.07%
Volatility (as a percent) 40.95% 44.95% 38.47%
Expected term (in years) 6 months 6 months 6 months 25 days
Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate (as a percent) 5.30% 4.55% 0.17%
Volatility (as a percent) 65.56% 55.19% 41.75%
Expected term (in years) 2 years 2 years 1 year 25 days
v3.24.1
Equity - Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense $ 163,049 $ 122,567 $ 30,009
Cost of revenue      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 6,400 5,078 1,300
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 68,766 48,001 10,550
Research and development      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense 50,804 36,325 8,305
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense $ 37,079 $ 33,163 $ 9,854
v3.24.1
Restructuring and Other Related Charges - Narrative (Details) - USD ($)
$ in Thousands
1 Months Ended 12 Months Ended
Feb. 28, 2023
Jan. 31, 2024
Restructuring Cost and Reserve [Line Items]    
Positions eliminated, percent 7.00%  
Restructuring charges   $ 9,300
Employee Severance    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges   8,027
One-time Termination Benefits    
Restructuring Cost and Reserve [Line Items]    
Restructuring charges   $ 1,300
v3.24.1
Restructuring and Other Related Charges - Schedule of Restructuring Costs (Details)
$ in Thousands
12 Months Ended
Jan. 31, 2024
USD ($)
Restructuring Cost and Reserve [Line Items]  
Restructuring charges $ 9,300
Employee Severance  
Restructuring Cost and Reserve [Line Items]  
Restructuring charges 8,027
One-time Termination Benefits  
Restructuring Cost and Reserve [Line Items]  
Restructuring charges 1,300
Cost of revenue | Employee Severance  
Restructuring Cost and Reserve [Line Items]  
Restructuring charges 463
Research and development | Employee Severance  
Restructuring Cost and Reserve [Line Items]  
Restructuring charges 2,119
Sales and marketing | Employee Severance  
Restructuring Cost and Reserve [Line Items]  
Restructuring charges 3,811
General and administrative | Employee Severance  
Restructuring Cost and Reserve [Line Items]  
Restructuring charges $ 1,634
v3.24.1
Restructuring and Other Related Charges - Restructuring Accrual (Details)
$ in Thousands
12 Months Ended
Jan. 31, 2024
USD ($)
Restructuring Reserve [Roll Forward]  
Beginning balance $ 0
Charges 9,300
Ending balance 188
One-time Termination Benefits  
Restructuring Reserve [Roll Forward]  
Charges 1,300
Employee Severance  
Restructuring Reserve [Roll Forward]  
Beginning balance 0
Charges 8,027
Cash payments (7,839)
Ending balance $ 188
v3.24.1
Joint Venture and Equity Method Investment - Narrative (Details)
$ in Thousands
1 Months Ended 3 Months Ended 12 Months Ended
Apr. 04, 2022
USD ($)
Apr. 30, 2022
USD ($)
Mar. 31, 2022
USD ($)
day
Apr. 30, 2021
USD ($)
Apr. 30, 2023
USD ($)
Jan. 31, 2024
USD ($)
Jan. 31, 2023
USD ($)
Jan. 31, 2022
USD ($)
Noncontrolling Interest [Line Items]                
Stock-based compensation           $ 163,049 $ 122,567 $ 30,009
Operating Lease, Expense           600 600 200
Operating lease, total lease payments           400    
Operating lease liabilities           400    
Contributions received from noncontrolling interests, net of issuance costs           0 61,726 26,450
Decrease from deconsolidation             11,342  
Gain from deconsolidation of Arch, formerly Meltano           0 17,798 0
Impairment of equity method investment           8,858 0 0
Loss from equity method investment, net of tax           (3,824) (2,468) $ 0
Noncontrolling Interests                
Noncontrolling Interest [Line Items]                
Decrease from deconsolidation             11,342  
Arch (Meltano Inc.)                
Noncontrolling Interest [Line Items]                
Gain from deconsolidation of Arch, formerly Meltano   $ 17,800            
Loss from equity method investment, net of tax           $ (3,800) $ (2,500)  
Arch (Meltano Inc.) | Noncontrolling Interests                
Noncontrolling Interest [Line Items]                
Decrease in net assets upon consolidation $ 9,400              
Decrease from deconsolidation 11,300              
Arch (Meltano Inc.) | Accumulated Deficit                
Noncontrolling Interest [Line Items]                
Decrease from deconsolidation 15,900              
GitLab Information Technology (Hubei) Co., LTD ("JiHu")                
Noncontrolling Interest [Line Items]                
Ownership percentage           54.00% 55.00% 72.00%
Arch (Meltano Inc.)                
Noncontrolling Interest [Line Items]                
Loan payable, period (in days)       $ 400        
Ownership percentage by noncontrolling owners       12.00%        
GitLab Information Technology (Hubei) Co., LTD ("JiHu")                
Noncontrolling Interest [Line Items]                
Consideration received on transaction, net         $ 54,600      
Stock-based compensation           $ (1,500) $ 7,800  
Compensation expense not yet recognized           $ 3,600    
Period for recognition (in years)           3 years 10 months 24 days    
GitLab Information Technology (Hubei) Co., LTD ("JiHu") | Variable Interest Entity, Primary Beneficiary                
Noncontrolling Interest [Line Items]                
Loans payable     $ 2,900          
Loan payable, period (in days) | day     10          
Arch (Meltano Inc.)                
Noncontrolling Interest [Line Items]                
Consideration received on transaction, net $ 7,200              
Contributions received from noncontrolling interests, net of issuance costs       $ 4,200        
v3.24.1
Joint Venture and Equity Method Investment - Supplemental Information Related to Operating Leases (Details)
$ in Thousands
12 Months Ended
Jan. 31, 2024
USD ($)
Leases [Abstract]  
Weighted-average remaining lease term (in years) 6 months 21 days
Weighted-average discount rate 3.70%
Cash paid for amounts included in the measurement of lease liabilities $ 694
v3.24.1
Joint Venture and Equity Method Investment - Schedule of Intercompany Eliminations (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Noncontrolling Interest [Line Items]      
Revenue $ 579,906 $ 424,336 $ 252,653
Cost of revenue 59,708 51,680 29,985
Gross profit 520,198 372,656 222,668
Sales and marketing 356,393 309,992 190,754
Research and development 200,840 156,143 97,217
Total operating expenses 707,638 584,067 351,625
Loss from operations (187,440) (211,411) (128,957)
Interest income 39,114 14,496 736
Total other income (expense), net (11,826) 21,585 (30,850)
Benefit from income taxes 264,057 2,898 (1,511)
Net loss (428,033) (180,696) (157,560)
Net loss attributable to noncontrolling interest (3,859) (8,385) (2,422)
Cash and cash equivalents 287,996 [1] 295,402 [1] 884,672
Property and equipment, net [1] 2,954 5,797  
Operating lease right-of-use assets 405 [1] 998  
TOTAL ASSETS [1] 1,317,861 1,169,200  
Total liabilities [1] 699,927 344,475  
Variable Interest Entity, Primary Beneficiary      
Noncontrolling Interest [Line Items]      
Revenue 6,451 4,743 1,237
Cost of revenue 2,414 1,731 945
Gross profit 4,037 3,012 292
Sales and marketing 7,369 7,670 3,200
Research and development 5,338 6,818 2,299
General and administrative 1,864 10,515 3,589
Total operating expenses 14,571 25,003 9,088
Loss from operations (10,534) (21,991) (8,796)
Interest income 1,078 659 0
Total other income (expense), net 858 1,633 67
Net loss before income taxes (8,598) (19,699) (8,729)
Benefit from income taxes (16) 0 0
Net loss (8,614) (19,699) (8,729)
Net loss attributable to noncontrolling interest (3,859) (8,385) $ (2,422)
Cash and cash equivalents 43,896 56,744  
Property and equipment, net 489 1,135  
Operating lease right-of-use assets 405 998  
Other assets 2,835 3,950  
TOTAL ASSETS 47,625 62,827  
Total liabilities $ 6,080 $ 8,871  
[1]
(1) As of January 31, 2024 and January 31, 2023, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $47.6 million and $62.8 million, respectively, and liabilities of $6.1 million and $8.9 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 12. Joint Venture and Equity Method Investment” for further discussion.
v3.24.1
Income Taxes - Components of Total Income (Loss) From Continuing Operations (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Income Tax Disclosure [Abstract]      
US $ 14,328 $ (4,877) $ 19,486
Foreign (174,480) (170,453) (178,557)
Loss before income taxes $ (160,152) $ (175,330) $ (159,071)
v3.24.1
Income Taxes - Schedule of Income Tax Expense (Benefit) (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Current:      
Federal and State $ (1,768) $ 1,432 $ (863)
Foreign 256,296 822 671
Total current 254,528 2,254 (192)
Deferred:      
Federal and State (810) 614 (1,443)
Foreign 10,339 30 124
Total deferred 9,529 644 (1,319)
Provision for (benefit from) income taxes $ 264,057 $ 2,898 $ (1,511)
v3.24.1
Income Taxes - Effective Income Tax Rate Reconciliation (Details)
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Effective Income Tax Rate Reconciliation, Percent [Abstract]      
Tax at federal statutory rate 21.00% 21.00% 21.00%
State, net of federal benefit (0.10%) (0.20%) 0.20%
Stock-based compensation 2.40% (0.40%) 5.00%
Non-deductible Executive Compensation (4.80%) (1.60%) (0.50%)
Research tax credit 6.30% 2.70% 1.00%
Foreign rate differential (1.80%) 5.50% 6.10%
Change in valuation allowance (83.50%) (29.00%) (30.30%)
Foreign derived intangible income deduction 0.00% 0.60% 0.30%
Unrecognized tax benefits (104.90%) (0.50%) (1.30%)
Other 0.50% 0.20% (0.60%)
Total (164.90%) (1.70%) 0.90%
v3.24.1
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Jan. 31, 2024
Jan. 31, 2023
Deferred tax assets:    
Net operating loss carryforwards $ 85,348 $ 144,016
Research tax credits 14,031 2,359
Deferred revenue 6,812 5,876
Accruals and other assets 6,237 3,590
Capitalized R&D 70,921 0
Intangibles 110,160 8,278
Interest expense limitation 35,085 0
Stock-based compensation 6,679 5,040
Gross deferred tax assets 335,273 169,159
Valuation allowance (328,385) (159,470)
Net deferred tax assets 6,888 9,689
Deferred tax liabilities:    
Deferred contract acquisition costs (7,019) (6,095)
Acquired intangibles 0 (863)
Equity method investment 0 (2,892)
Fixed assets (191) (499)
Unrealized foreign exchange adjustments (10,024) 0
Other (23) (189)
Net deferred tax liabilities $ (10,369) $ (849)
v3.24.1
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Income Tax Examination [Line Items]      
Increase in valuation allowance $ 168,900    
Deferred tax liabilities, net 10,369 $ 849  
Research tax credits 14,031 2,359  
Unrecognized tax benefits, income tax penalties expense 254,900    
Unrecognized tax benefits 396,824 7,460 $ 5,557
Unrecognized tax benefits that would effect tax rate 207,800 500  
Unrecognized tax benefits, current 207,300    
Unrecognized tax benefit reasonably possible to be realized 389,000    
Interest and penalties recognized 52,100 $ 200 $ 100
Federal      
Income Tax Examination [Line Items]      
Net operating loss carryforwards 285,600    
Research tax credits 17,900    
State      
Income Tax Examination [Line Items]      
Net operating loss carryforwards 336,700    
Research tax credits 3,900    
Foreign      
Income Tax Examination [Line Items]      
Net operating loss carryforwards $ 31,700    
v3.24.1
Income Taxes - Schedule of Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]    
Beginning balance $ 7,460 $ 5,557
Gross increases due to tax positions taken in prior periods 324,364 685
Gross increases due to tax position taken in current period 65,001 1,369
Gross decreases due to lapses in applicable statutes of limitations (1) (151)
Ending balance $ 396,824 $ 7,460
v3.24.1
Net Loss per Share - Schedule of Earning Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
Numerator:      
Net loss attributable to GitLab, basic $ (424,174) $ (172,311) $ (155,138)
Net loss attributable to GitLab, diluted $ (424,174) $ (172,311) $ (155,138)
Denominator:      
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic (in shares) 154,283 148,407 79,755
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, diluted (in shares) 154,283 148,407 79,755
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic (in USD per share) $ (2.75) $ (1.16) $ (1.95)
Net loss per share attributable to GitLab Class A and Class B common stockholders, diluted (in USD per share) $ (2.75) $ (1.16) $ (1.95)
v3.24.1
Net Loss per Share - Schedule of Potentially Dilutive Securities (Details) - shares
shares in Thousands
3 Months Ended 12 Months Ended
Apr. 30, 2023
Jan. 31, 2024
Jan. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive securities (in shares) 21,305 19,521 21,396
Shares subject to outstanding common stock options      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive securities (in shares) 12,686 8,503 17,146
Unvested restricted stock in connection with business combination      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive securities (in shares) 8 3 16
Unvested early exercised stock options      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive securities (in shares) 194 22 714
Unvested RSUs and PSUs      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive securities (in shares) 8,336 10,930 3,264
Shares subject to the ESPP      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive securities (in shares) 81 63 256
v3.24.1
Commitments and Contingencies (Details) - USD ($)
$ in Millions
Jan. 31, 2024
Jan. 31, 2023
Commitments and Contingencies Disclosure [Abstract]    
Estimate of possible loss $ 2.2 $ 2.5
v3.24.1
Commitments and Contingencies - Hosting Infrastructure Commitments (Details)
$ in Thousands
12 Months Ended
Jan. 31, 2024
USD ($)
Other Commitments [Line Items]  
Purchase obligation, total $ 152,849
Less than 1 Year 76,032
1-3 Years 76,300
4-5 Years 277
Thereafter 240
Hosting Infrastructure Commitments  
Other Commitments [Line Items]  
Purchase obligation, total 85,000
Minimum service commitment $ 171,000
v3.24.1
Subsequent Event (Details)
$ in Millions
Mar. 20, 2024
USD ($)
Subsequent Event | Oxeye Security Limited  
Subsequent Event [Line Items]  
Business combination, consideration transferred $ 26.0
v3.24.1
Schedule II: Valuation and Qualifying Accounts (Details) - SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset - USD ($)
$ in Thousands
12 Months Ended
Jan. 31, 2024
Jan. 31, 2023
Jan. 31, 2022
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount, Beginning Balance $ 159,470 $ 115,839 $ 74,870
SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Cost and Expense 168,915 43,631 40,969
SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction 0 0 0
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount, Ending Balance $ 328,385 $ 159,470 $ 115,839