GITLAB INC., 10-K filed on 4/8/2022
Annual Report
v3.22.1
Cover - USD ($)
shares in Millions, $ in Billions
 12 Months Ended
Jan. 31, 2022
Apr. 01, 2022
Oct. 14, 2021
Document Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Jan. 31, 2022    
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 Non-accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company true    
Entity Ex Transition Period false    
ICFR Auditor Attestation Flag false    
Entity Shell Company false    
Entity Public Float     $ 7.3
Documents Incorporated by Reference Portions of the registrant’s Definitive Proxy Statement (“Proxy Statement”) relating to the 2022 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, 2022 and is incorporated by reference into Part III of this Report.    
Entity Central Index Key 0001653482    
Current Fiscal Year End Date --01-31    
Document Fiscal Year Focus 2022    
Document Fiscal Period Focus FY    
Amendment Flag false    
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    
Class A Common Stock      
Document Information [Line Items]      
Entity Common Stock, Shares Outstanding   52.3  
Class B Common Stock      
Document Information [Line Items]      
Entity Common Stock, Shares Outstanding   95.3  
v3.22.1
Audit Information
 12 Months Ended
Jan. 31, 2022
Audit Information [Abstract]  
Auditor Name KPMG LLP
Auditor Location Pittsburgh, PA
Auditor Firm ID 185
v3.22.1
Consolidated Balance Sheets - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
CURRENT ASSETS:    
Cash and cash equivalents $ 884,672 [1] $ 282,850
Short-term investments 50,031 [1] 0
Accounts receivable, net of allowance for doubtful accounts of $1,098 and $1,022 as of January 31, 2022 and January 31, 2021, respectively 77,233 [1] 39,651
Deferred contract acquisition costs, current 24,363 [1] 18,700
Prepaid expenses and other current assets 15,544 [1] 7,292
Total current assets 1,051,843 [1] 348,493
Property and equipment, net 3,271 [1] 0
Goodwill 8,145 0
Intangible assets, net 6,285 [1] 797
Deferred contract acquisition costs, non-current 14,743 [1] 11,776
Other long-term assets 7,151 [1] 1,500
TOTAL ASSETS 1,091,438 [1] 362,566
CURRENT LIABILITIES:    
Accounts payable 4,984 [1] 3,111
Accrued expenses and other current liabilities 24,571 [1] 7,348
Accrued compensation and benefits 32,820 [1] 13,179
Deferred revenue, current 179,224 [1] 103,543
Total current liabilities 241,599 [1] 127,181
Deferred revenue, non-current 32,568 [1] 30,625
Other non-current liabilities 18,002 [1] 11,078
TOTAL LIABILITIES 292,169 [1] 168,884
Commitments and contingencies (Note 14) [1]
Convertible preferred stock, $0.0000025 par value; no shares and 79,959 shares authorized as of January 31, 2022 and January 31, 2021, respectively; no shares and 79,551 shares issued and outstanding as of January 31, 2022 and January 31, 2021, respectively 0 [1] 424,904
STOCKHOLDERS’ EQUITY (DEFICIT):    
Preferred stock, $0.0000025 par value; 50,000 shares and no shares authorized as of January 31, 2022 and January 31, 2021, respectively; no shares issued and outstanding as of January 31, 2022 and January 31, 2021, respectively 0 [1] 0
Additional paid-in capital 1,320,479 [1] 186,892
Accumulated deficit (553,337) [1] (398,199)
Accumulated other comprehensive income (loss) 7,724 [1] (19,915)
Total GitLab stockholders' equity (deficit) 774,866 [1] (231,222)
Noncontrolling interests 24,403 [1] 0
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) 799,269 [1] (231,222)
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK, AND STOCKHOLDERS’ EQUITY (DEFICIT) 1,091,438 [1] 362,566
Class A Common Stock    
STOCKHOLDERS’ EQUITY (DEFICIT):    
Common stock, value, issued 0 [1] 0
Class B Common Stock    
STOCKHOLDERS’ EQUITY (DEFICIT):    
Common stock, value, issued $ 0 [1] $ 0
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Allowance for doubtful accounts $ 1,098 $ 1,022
Convertible preferred stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Convertible preferred stock, shares authorized (in shares) 0 79,959,000
Convertible preferred stock, shares issued (in shares) 0 79,551,000
Convertible preferred stock, shares outstanding (in shares) 0 79,551,000
STOCKHOLDERS’ EQUITY (DEFICIT):    
Preferred stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Preferred stock, shares authorized (in shares) 50,000,000 0
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Assets of consolidated variable interest entity $ 1,091,438 [1] $ 362,566
Total liabilities 292,169 [1] $ 168,884
Variable Interest Entity, Primary Beneficiary    
STOCKHOLDERS’ EQUITY (DEFICIT):    
Assets of consolidated variable interest entity 17,732  
Total liabilities $ 3,663  
Class A Common Stock    
STOCKHOLDERS’ EQUITY (DEFICIT):    
Common stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Common stock, shares authorized (in shares) 1,500,000,000 163,000,000
Common stock, shares issued (in shares) 27,141,000 1,151,000
Common stock, shares outstanding (in shares) 27,141,000 1,151,000
Class B Common Stock    
STOCKHOLDERS’ EQUITY (DEFICIT):    
Common stock, par value (in USD per share) $ 0.0000025 $ 0.0000025
Common stock, shares authorized (in shares) 250,000,000 163,000,000
Common stock, shares issued (in shares) 119,747,000 52,468,000
Common stock, shares outstanding (in shares) 119,747,000 52,468,000
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Consolidated Statements of Operations - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Revenue $ 252,653 $ 152,176 $ 81,227
Cost of revenue 29,985 18,463 9,376
Gross profit 222,668 133,713 71,851
Operating expenses:      
Sales and marketing 190,754 154,086 99,225
Research and development 97,217 106,643 59,364
General and administrative 63,654 86,868 41,629
Total operating expenses 351,625 347,597 200,218
Loss from operations (128,957) (213,884) (128,367)
Interest income 736 1,070 3,626
Other income (expense), net (30,850) 23,452 (4,800)
Loss before income taxes (159,071) (189,362) (129,541)
Provision for (benefit from) income taxes (1,511) 2,832 1,200
Net loss (157,560) (192,194) (130,741)
Net loss attributable to noncontrolling interest (2,422) 0 0
Net loss attributable to GitLab $ (155,138) $ (192,194) $ (130,741)
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted      
Basic (in USD per share) $ (1.95) $ (3.82) $ (2.76)
Diluted (in USD per share) $ (1.95) $ (3.82) $ (2.76)
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted      
Basic (in shares) 79,755,000 50,343,000 47,308,000
Diluted (in shares) 79,755,000 50,343,000 47,308,000
Subscription—self-managed and SaaS      
Revenue $ 226,163 $ 132,763 $ 70,367
Cost of revenue 23,668 14,453 6,467
License—self-managed and other      
Revenue 26,490 19,413 10,860
Cost of revenue $ 6,317 $ 4,010 $ 2,909
v3.22.1
Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Statement of Comprehensive Income [Abstract]      
Net loss $ (157,560) $ (192,194) $ (130,741)
Foreign currency translation adjustments 27,639 (24,005) 4,165
Comprehensive loss including noncontrolling interest (129,921) (216,199) (126,576)
Net loss attributable to noncontrolling interest (2,422) 0 0
Foreign currency translation adjustments attributable to noncontrolling interest 375 0 0
Comprehensive loss attributable to noncontrolling interest (2,047) 0 0
Comprehensive loss attributable to GitLab $ (127,874) $ (216,199) $ (126,576)
v3.22.1
Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($)
$ in Thousands
Total
Common Stock
Common Stock
Class A Common Stock
Common Stock
Class A Common Stock
Conversion To Dual Class Common Stock Structure
Common Stock
Class A Common Stock
Conversion Of Class B To Class A
Common Stock
Class A Common Stock
Conversion Of Stock By Selling Stockholder Upon Initial Public Offering
Common Stock
Class B Common Stock
Common Stock
Class B Common Stock
Conversion To Dual Class Common Stock Structure
Common Stock
Class B Common Stock
Conversion Of Class B To Class A
Common Stock
Class B Common Stock
Conversion Of Stock By Selling Stockholder Upon Initial Public Offering
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive (Loss) Income
Noncontrolling Interests
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Stockholders' Equity, beginning balance $ (50,457) $ 0 $ 0       $ 0       $ 24,882 $ (75,264) $ (75) $ 0
Convertible Preferred Stock, beginning balance (in shares) at Jan. 31, 2019 65,546,000                          
Convertible Preferred Stock, beginning balance at Jan. 31, 2019 $ 156,969                          
Increase (Decrease) in Temporary Equity [Roll Forward]                            
Series E financing, less issuance costs of $326 (in shares) 14,413,000                          
Series E financing, less issuance costs of $326 $ 268,177                          
Convertible Preferred Stock, ending balance (in shares) at Jan. 31, 2020 79,959,000                          
Convertible Preferred Stock, ending balance at Jan. 31, 2020 $ 425,146                          
Stockholders' Equity, beginning balance (in shares) at Jan. 31, 2019   48,483,000 0       0              
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Conversion of stock (in shares)       (48,483,000) 1,151,000     48,483,000 (1,151,000)          
Issuance of common stock related to vested exercised stock options (in shares) 2,141,000           1,475,000              
Issuance of common stock related to vested exercised stock options $ 743                   743      
Issuance of common stock related to early exercised stock options, net of repurchases (in shares)             531,000              
Vesting of early exercised stock options 671                   671      
Stock-based compensation expense 40,872                   40,872      
Foreign currency translation adjustments 4,165                       4,165  
Net loss (130,741)                     (130,741)    
Stockholders' Equity, ending balance (in shares) at Jan. 31, 2020   0 1,151,000       49,338,000              
Stockholders' Equity, ending balance at Jan. 31, 2020 (134,747) $ 0 $ 0       $ 0       67,168 (206,005) 4,090 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Stockholders' Equity, beginning balance $ (134,747) $ 0 $ 0       $ 0       67,168 (206,005) 4,090 0
Issuance of common stock upon conversion of preferred stock (in shares) (408,000)                          
Issuance of common stock upon conversion of preferred stock $ (242)                          
Convertible Preferred Stock, ending balance (in shares) at Jan. 31, 2021 79,551,000                          
Convertible Preferred Stock, ending balance at Jan. 31, 2021 $ 424,904                          
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Repurchase of common stock (in shares)             (20,000)              
Repurchase of common stock (820)                   (820)      
Conversion of stock (in shares)             408,000              
Conversion of stock $ 242                   242      
Issuance of common stock related to vested exercised stock options (in shares) 2,862,000           1,876,000              
Issuance of common stock related to vested exercised stock options $ 5,618                   5,618      
Issuance of common stock related to early exercised stock options, net of repurchases (in shares)             866,000              
Vesting of early exercised stock options 2,838                   2,838      
Stock-based compensation expense 111,846                   111,846      
Foreign currency translation adjustments (24,005)                       (24,005)  
Net loss (192,194)                     (192,194)    
Stockholders' Equity, ending balance (in shares) at Jan. 31, 2021   0 1,151,000       52,468,000              
Stockholders' Equity, ending balance at Jan. 31, 2021 (231,222) $ 0 $ 0       $ 0       186,892 (398,199) (19,915) 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Stockholders' Equity, beginning balance $ (231,222) $ 0 $ 0       $ 0       186,892 (398,199) (19,915) 0
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 [1] $ 0                          
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Repurchase of common stock (in shares)             (13,000)              
Repurchase of common stock (590)                   (590)      
Conversion of stock (in shares)         14,550,000 2,500,000 79,551,000   (14,550,000) (2,500,000)        
Conversion of stock $ 424,904                   424,904      
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              
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 connections 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      
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      
Foreign currency translation adjustments 28,014                       27,639 375
Capital contributions from noncontrolling interest holders 26,450                         26,450
Net loss (157,560)                     (155,138)   (2,422)
Stockholders' Equity, ending balance (in shares) at Jan. 31, 2022   0 27,141,000       119,747,000              
Stockholders' Equity, ending balance at Jan. 31, 2022 799,269 [1] $ 0 $ 0       $ 0       1,320,479 (553,337) 7,724 24,403
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Stockholders' Equity, beginning balance $ 799,269 [1] $ 0 $ 0       $ 0       $ 1,320,479 $ (553,337) $ 7,724 $ 24,403
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 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 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Parenthetical)
$ in Thousands
 12 Months Ended
Jan. 31, 2020
USD ($)
Statement of Stockholders' Equity [Abstract]  
Issuance costs $ 326
v3.22.1
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:      
Net loss $ (157,560) $ (192,194) $ (130,741)
Adjustments to reconcile net loss to net cash used in operating activities:      
Stock-based compensation expense 30,009 111,846 40,872
Amortization of intangible assets 665 222 0
Depreciation expense 543 0 0
Amortization of deferred contract acquisition costs 33,368 18,469 7,960
Unrealized foreign exchange (gain) loss 20,389 (24,322) 4,257
Other non-cash expense 197 458 122
Changes in assets and liabilities:      
Accounts receivable (38,223) (14,745) (13,457)
Prepaid expenses and other current assets (8,219) 677 (5,743)
Costs deferred related to contract acquisition (42,575) (34,137) (15,223)
Other long-term assets (3,374) 252 (1,128)
Accounts payable 1,877 1,474 914
Accrued expenses and other current liabilities 13,953 733 3,395
Accrued compensation and benefits 19,755 4,646 5,791
Deferred revenue 79,074 52,382 41,950
Other long-term liabilities 307 659 865
Net cash used in operating activities (49,814) (73,580) (60,166)
CASH FLOWS FROM INVESTING ACTIVITIES:      
Purchases of short-term investments (100,031) 0 0
Proceeds from maturities of short-term investments 50,000 0 0
Purchases of property and equipment (3,541) 0 0
Payments for business combination, net of cash acquired and consideration withheld in an escrow (323) 0 0
Payments for asset acquisitions 0 (933) 0
Other investing activities 0 91 0
Net cash used in investing activities (53,895) (842) 0
CASH FLOWS FROM FINANCING ACTIVITIES:      
Proceeds from initial public offering, net of underwriting discounts 654,552 0 0
Proceeds from the issuance of common stock upon exercise of stock options, including early exercises, net of repurchases 25,354 13,765 3,088
Proceeds from warrants exercised 86 0 0
Net proceeds from Series E preferred stock financing 0 0 268,177
Repurchase of common stock in a tender offer (590) (820) 0
Contributions received from noncontrolling interests 26,450 0 0
Payments of deferred offering costs (4,667) 0 0
Net cash provided by financing activities 701,185 12,945 271,265
Impact of foreign exchange on cash, cash equivalents and restricted cash 6,846 1,000 (226)
Net increase (decrease) in cash, cash equivalents and restricted cash 604,322 (60,477) 210,873
Cash, cash equivalents and restricted cash at beginning of period 282,850 343,327 132,454
Cash, cash equivalents and restricted cash at end of period 887,172 282,850 343,327
Supplemental disclosure of cash flow information:      
Cash paid for income taxes 1,310 1,901 1,986
Cash donations 1,000 0 0
Supplemental disclosure of non-cash investing and financing activities:      
Vesting of early exercised stock options 7,212 2,838 671
Issuance of common stock upon conversion of preferred stock 424,904 242 0
Unpaid property and equipment in accrued expenses 273 0 0
Unpaid deferred offering costs 40 0 0
Reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets to the amounts shown in the consolidated statements of cash flows above:      
Cash and cash equivalents 884,672 [1] 282,850 343,327
Restricted cash 2,500 0 0
Total cash, cash equivalents and restricted cash $ 887,172 $ 282,850 $ 343,327
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 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 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Organization and Description of Business
 12 Months Ended
Jan. 31, 2022
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. While the Company is headquartered in San Francisco, California, it operates on an all-remote model. The Company is a technology company and its primary offering is “GitLab,” a complete DevOps 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.
Stock Split
In January 2019, the Company’s board of directors and stockholders approved an amendment to the Company’s amended and restated certificate of incorporation effecting a four-to-one stock split of the Company’s issued and outstanding shares of common and convertible preferred stock. The split was effected on February 28, 2019. The par values of the common and convertible preferred stock were also adjusted as a result of the stock split. All issued and outstanding share and per share amounts included in the accompanying consolidated financial statements and notes thereto have been adjusted to reflect this stock split for all periods presented.
Initial Public Offering (“IPO”)
On October 18, 2021, the Company closed its IPO of 8,940,000 shares of Class A common stock at an offering price of $77.00 per share, including 520,000 shares pursuant to the exercise of the underwriters’ option to purchase additional shares of Class A common stock, resulting in net proceeds to the Company of $654.6 million, after deducting underwriting discounts of $33.8 million, and before the deferred offering costs discussed below. In addition, an entity affiliated with the Company’s founder and the CEO sold 2,500,000 shares of Class A common stock (upon conversion of shares of Class B common stock) at the IPO. The Company did not receive any proceeds from the sale of shares of its Class A common stock by the selling stockholder.
Prior to the IPO, deferred offering costs, which consist primarily of legal, accounting, consulting, and other fees related to the Company’s IPO, were capitalized in prepaid expense and other current assets on the consolidated balance sheets. During the year ended January 31, 2022, the Company incurred $4.7 million of deferred offering costs. Upon consummation of the IPO, the deferred offering costs of $4.7 million previously capitalized were reclassified into stockholders’ equity as a reduction of the IPO proceeds on the consolidated balance sheets.
Upon the closing of the IPO, 79.6 million shares of the Company’s outstanding convertible preferred stock were automatically converted into an equal number of shares of Class B common stock.
Acquisition
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. Refer to “Note 5. Business Combination” for further discussion of the transaction.
Impact of COVID-19
The World Health Organization declared in March 2020 that the recent outbreak of the coronavirus disease, or COVID-19, constituted a pandemic. The COVID-19 pandemic has caused general business
disruption worldwide beginning in January 2020. While the Company has experienced and may continue to experience a modest adverse impact on certain parts of its business, including a lengthening in the sales cycle for some prospective customers and delays in the delivery of professional services and trainings to customers, the Company’s results of operations, cash flows, and financial condition have not been adversely impacted to date. However, as certain customers or partners experience downturns or uncertainty in their own business operations or revenue resulting from the spread of COVID-19, they may continue to decrease or delay their spending, request pricing discounts, or seek renegotiations of their contracts, any of which may result in decreased revenue and cash receipts for the Company. In addition, the Company may experience customer losses, including due to bankruptcy or customers ceasing operations, which may result in an inability to collect accounts receivable from these customers. The full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations, cash flows, and financial condition will depend on future developments that are highly uncertain and cannot be accurately predicted.The global impact of COVID-19 continues to rapidly evolve, and the Company will continue to monitor the situation and the effects on its business and operations closely. The Company does not yet know the full extent of potential impacts on its business or operations or on the global economy as a whole, particularly if the COVID-19 pandemic continues and persists for an extended period of time. See Part I, Item IA, “Risk Factors” in this Annual Report on Form 10-K for additional information. Given the uncertainty, we cannot reasonably estimate the impact on our future results of operations, cash flows, or financial condition.
v3.22.1
Basis of Presentation and Summary of Significant Accounting Policies
 12 Months Ended
Jan. 31, 2022
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 2022 and 2021 refer to the fiscal year ended January 31, 2022 and 2021, 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, fair valuation of stock-based compensation, fair value of contingent consideration, valuation allowance for deferred income taxes, valuation of intangibles assets, and impairment of goodwill. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions, including the impact of the COVID-19 pandemic, 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 our 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.
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. Our consolidated financial statements include the operating results of the acquired entity beginning from the date of acquisition.
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 in other income (expense), net on the consolidated statements of operations. For the years ended January 31, 2022, 2021 and 2020, the Company recognized foreign exchange gains (losses), net of $(29.1) million, $23.4 million and $(4.9) 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, 2022, 2021 and 2020, the Company recognized foreign translation adjustments of $27.6 million, $(24.0) million, and $4.2 million, respectively.
Foreign currency translation adjustments and the offsetting foreign exchange gain or losses for the periods presented are primarily caused by the intercompany loans of short-term nature for entities where functional currency is not the U.S. dollar.
Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents as of January 31, 2022 and 2021, consisted of cash held in checking and savings accounts and investments in money market accounts. 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 consists of $2.5 million acquisition related security deposit withheld in an escrow for post-closing indemnification claims recorded in other long-term assets on consolidated balance sheet as of January 31, 2022, refer to “Note 5. Business Combination.”
Short-Term Investments
The Company classifies certificates of deposits with banks with an original maturity of three months or greater at the date of purchase as short-term investments and such investments are carried at amortized cost, which approximates their fair value.
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 Company establishes an allowance for doubtful accounts based on its estimate of the collectability of the accounts. The estimate is based on the age of the individual outstanding invoices and the collection history of each customer. As of January 31, 2022 and 2021, the allowance for doubtful accounts was $1.1
million and $1.0 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 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. To minimize credit losses on accounts receivable, the Company extends credit to customers based on an evaluation of their ability to pay amounts due under contractual arrangement.
The Company uses various distribution channels. There was one distribution channel whose balance represented 14% of the accounts receivable balance as of January 31, 2022. There were no distribution channels or individual customers whose balance represented more than 10% of the accounts receivable balance as of January 31, 2021.
There were no customers whose revenue represented more than 10% of total revenue during the years ended January 31, 2022, 2021 and 2020.
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 5. 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 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 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.
Variable consideration is 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 standalone selling price (“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 stand-alone selling price 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 and SaaS subscriptions consist of support, maintenance, upgrades and updates on a when-and-if-available basis. Revenue for support and maintenance is recognized ratably over the contract period based on the stand-ready nature of these subscription elements.
The Company offers three tiers of paid subscriptions as part of the self-managed model: Starter, 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 stand-alone selling price 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 1-15% 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.
Starter tier is now deprecated and available for a limited transitory period to our existing customers.
SaaS
We also offer three tiers of paid SaaS subscriptions: Starter (previously Bronze), Premium (previously Gold), and Ultimate (previously Platinum). These subscriptions provide access to our latest managed version of our product hosted in a public cloud. 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 self-managed or SaaS offering is one to three years.
Starter tier is now deprecated and 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 1-15% of the transaction value to License revenue, which is recognized upfront when the software license is made available to our customer.
Other revenue consists of professional services revenue which is primarily derived from fixed fee offerings which are subject to customer acceptance. Given the Company’s limited history of providing professional services, 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
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. Contract assets include amounts related to our
contractual right to consideration for both completed and partially completed performance obligations that may not have been invoiced; such amounts have been immaterial to date.
During the fiscal years ended January 31, 2022, 2021 and 2020, $87.1 million, $58.1 million and $29.2 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, 2022 and 2021, 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 $312.4 million and $159.9 million, respectively. As of January 31, 2022, we expected to recognize approximately 65% of the transaction price as product or services revenue over the next 12 months and the remainder thereafter.
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. 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.
The following table presents the change in deferred contract acquisition costs (in thousands):
January 31,
202220212020
Beginning balance$30,476 $14,375 $7,156 
Added during the year41,998 34,570 15,179 
Amortized during the year(33,368)(18,469)(7,960)
Ending balance$39,106 $30,476 $14,375 
Deferred Offering Costs
Deferred offering costs consist primarily of legal, accounting, consulting, and other fees related to the Company’s IPO, and were capitalized in prepaid expenses and other current assets on the consolidated balance sheets prior to the IPO. Upon consummation of the IPO, the deferred offering costs of $4.7 million were reclassified into stockholders’ equity (deficit) as a reduction of the IPO proceeds on the consolidated balance sheets. There were no deferred offering costs recorded as of January 31, 2022 and 2021.
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, third-party cloud infrastructure expenses incurred in connection with the customers’ use of GitLab; compensation paid to the Company's customer support personnel, including contractors; and allocated overhead.
Cost of revenue for self-managed license includes personnel-related expenses. Other costs of revenue include professional services, primarily compensation paid to the Company's professional services personnel, including contractors; 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; and allocated overhead associated with developing new features or enhancing existing features.
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 $21.4 million, $14.1 million and $17.2 million during the years ended January 31, 2022, 2021 and 2020, 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 accrues 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 (deficit) that are excluded from net loss due to changes in the Company’s cumulative foreign currency translation account.
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 has participating rights for dividends, it does not participate in losses and hence will not qualify as a participating security in the periods in which the Company generates a loss.
Stock-Based Compensation
The Company has granted equity classified stock-based awards consisting primarily of stock options 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 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.
The Company records incremental stock-based compensation expense when certain affiliated stockholders or new investors purchase shares from team members and founders of the Company in excess of the fair value of such shares as part of secondary stock purchase transactions. The Company recognized any such excess value as stock-based compensation expense in the consolidated statements of operations.
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. Any portion of these RSUs may only be earned upon a corporate transaction or after a liquidity event and only to the extent Mr. Sijbrandij continues to lead the company as our CEO. We will 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 9. 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, and determine volatility over an expected term based on the historical volatility of the Company’s peer group, until we establish a sufficient public trading history of our own stock price. The ESPP provides for up to a 27-month offering period, and includes four purchase periods of approximately six months. The ESPP allows eligible team members to purchase shares of our common stock at a 15% discount on the lower price of either (i) the offering period begin date or (ii) the purchase date. The ESPP also includes a reset provision for the purchase price if the stock price on the purchase date is less than the stock price on the offering date.
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 and long-lived assets in Note 3 and Note 4, respectively, of the consolidated financial statements.
Business Combination
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. 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.
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.
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. We found no goodwill impairment in any of the periods presented.
Preferred Stock
There has been no beneficial conversion feature with respect to the preferred stock issued by the Company and the conditions for separation have not been met; as such, the entire proceeds have been allocated to preferred stock.
Recently Adopted Accounting Standards
In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”), which requires a customer in a hosting arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40, Intangibles-Goodwill and Other, to determine which implementation costs to capitalize as assets or expense as incurred. The Company has prospectively adopted ASU 2018-15 as of February 1, 2021 with no material impact.
Recently Issued Accounting Standards Not Yet Adopted
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“Topic 842”). Topic 842 supersedes the lease requirements in ASC Topic 840, Leases. Under Topic 842, lessees are required to recognize assets and liabilities on the consolidated balance sheet for most leases and provide enhanced disclosures. Leases will continue to be classified as either finance or operating. For public companies, Topic 842 is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company has elected to use the extended transition period that allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies under the JOBS Act. For as long as the Company remains an “emerging growth company,” the new guidance is effective for annual reporting periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted. The adoption of ASU 2016-02 is not expected to have a material effect on the Company’s consolidated financial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires the
measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Since the Company follows private company’s adoption timelines, this new guidance is effective for the Company for its fiscal year beginning February 1, 2023. The Company is currently evaluating the effect of the adoption of ASU 2016-13 on its consolidated financial statements. The effect will largely depend on the composition and credit quality of the Company's portfolio of financial assets and the economic conditions at the time of adoption.
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes in order to reduce cost and complexity of its application. This new guidance is effective for the Company for its fiscal year beginning February 1, 2022 and interim periods within its fiscal year beginning February 1, 2023. Early adoption is permitted. The adoption of ASU 2019-12 is not expected to have a material effect on the Company’s consolidated financial statements.
v3.22.1
Revenues
 12 Months Ended
Jan. 31, 2022
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,
202220212020
Subscription—self-managed and SaaS$226,163 90 %$132,763 87 %$70,367 87 %
Subscription—self-managed179,564 72 114,949 75 65,420 81 
SaaS46,599 18 17,814 12 4,947 6 
License—self-managed and other$26,490 10 %$19,413 13 %$10,860 13 %
License—self-managed20,171 8 14,525 10 9,879 12 
Professional services and other6,319 2 4,888 3 981 1 
Total revenue$252,653 100 %$152,176 100 %$81,227 100 %
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,
202220212020
United States$211,520 $125,990 $67,823 
Europe36,478 22,348 11,167 
Asia Pacific4,655 3,838 2,237 
Total revenue$252,653 $152,176 $81,227 
During the years ended January 31, 2022, 2021 and 2020, the United States accounted for 84%, 83% and 83% of total revenue, respectively. No other individual country exceeded 10% of total revenue for any of the periods presented.
We operate our business as a single reportable segment.
v3.22.1
Balance Sheet Components
 12 Months Ended
Jan. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Balance Sheet Components
4. Balance Sheet Components
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets consisted of the following (in thousands):
January 31, 2022January 31, 2021
Prepaid software subscriptions$3,950 $2,185 
Prepaid expenses for the Company’s events266 673 
Prepaid advertising costs722 784 
Prepaid payroll deposits981 1,125 
Prepaid insurance4,309 9 
Prepaid income taxes3,168 785 
Other prepaid expenses1,834 1,231 
Other current assets314 500 
Total prepaid expense and other current assets$15,544 $7,292 
Property and Equipment, Net
Property and equipment, net of the following (in thousands):
January 31, 2022
Computer and office equipment $3,049 
Leasehold improvements765 
3,814 
Less: Accumulated depreciation(543)
Total property and equipment, net$3,271 
Depreciation expense of property and equipment was $0.5 million for the year ended January 31, 2022.
Geographical Information
Long-lived assets, comprising of property and equipment, net, by geographic area were as follows based on their physical location (in thousands):
January 31, 2022
United States$2,233 
China769 
Other countries (1)
269 
Total property and equipment, net$3,271 
(1) No other individual country accounted for more than 10% of the Company’s property and equipment, net for the period presented.
Other Long-Term Assets
Other assets consisted of the following (in thousands):
January 31, 2022January 31, 2021
Restricted cash (1)
$2,500 $— 
Security deposits2,832 1,500 
Other long-term assets1,819 — 
Total other assets$7,151 $1,500 
(1) Refer to “Note 5. Business Combination” for a discussion of restricted cash related to the acquisition of Opstrace, Inc.
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following (in thousands):
January 31, 2022January 31, 2021
Accrued expenses$8,605 $4,010 
Income taxes payable319 206 
ESPP employee contributions6,557 — 
Indirect taxes payable4,044 1,907 
Acquisition related contingent cash consideration3,029 — 
Other current liabilities2,017 1,225 
Total accrued expenses and other current liabilities$24,571 $7,348 
Accrued Compensation and Benefits
Accrued compensation and benefits consisted of the following (in thousands):
January 31, 2022January 31, 2021
Accrued commissions$8,417 $6,564 
Payroll taxes payable 14,506 4,906 
Accrued team member related payables, excluding commissions9,897 1,709 
Total accrued compensation and benefits$32,820 $13,179 
Other Long-Term Liabilities
Other long-term liabilities consisted of the following (in thousands):
January 31, 2022January 31, 2021
Early exercised options liability$6,837 $8,103 
Acquisition related contingent cash consideration4,929 — 
Acquisition related consideration withheld in an escrow2,500 — 
Deferred tax liabilities379 913 
Contingent liability for labor matters2,573 2,062 
Other long-term liabilities 784 — 
Total other long-term liabilities$18,002 $11,078 
v3.22.1
Business Combination
 12 Months Ended
Jan. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Business Combination
5. Business Combination
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. The Company anticipates that this acquisition will provide an out-of-the-box, tested, integrated observability platform deployed within The DevOps Platform.
The transaction was accounted for as a business combination. The acquisition date fair value of the consideration transferred consisted of the following (in thousands):
Cash consideration$2,970 
Fair value of common stock issued on closing959 
Contingent common stock consideration (classified under additional paid-in capital)1,754 
Contingent cash consideration (classified under accrued expenses and other current liabilities)3,007 
Contingent cash consideration (classified under other long-term liabilities)4,893 
Total consideration$13,583 
Cash consideration includes $2.5 million held back as partial security for post-closing indemnification claims made within 18 months of the acquisition date recorded in other long-term liabilities on consolidated balance sheet as of January 31, 2022.
The Company issued 26,574 shares of the Company’s Class B common stock paid as of the closing date, of which 15,673 shares issued to the founders and employees will have to vest over four years. The $1.4 million fair value of 15,673 unvested restricted stock is not included as purchase consideration above, as it has a post-combination service requirement and will be accounted for separately from the business combination as stock compensation expense.
The contingent cash consideration is determined based upon the satisfaction of certain defined operational milestones and will be remeasured at fair value at each reporting period through earnings. As the fair value is based on unobservable inputs, the liabilities are included in Level 3 of the fair value measurement hierarchy. The unobservable inputs used in the determination of the fair value of the contingent cash considerations include managements assumptions about the likelihood of payment
based on the satisfaction of certain defined operational milestones and discount rates based on cost of debt. The change in the fair value recorded in fiscal year 2022 was not material.
Contingent stock consideration is classified as equity and will not be remeasured.
Acquisition related costs of approximately $0.5 million were expensed by the Company in general and administrative expenses in its consolidated statement of operations for the year ended January 31, 2022.
The Company recorded the assets acquired and liabilities assumed at their estimated fair values, with the difference between the fair value of the net assets acquired and the purchase consideration reflected in goodwill. The total purchase price of $13.6 million was allocated using information currently available to the Company. As a result, the Company may continue to adjust the preliminary purchase price allocation after obtaining more information regarding asset valuations, liabilities assumed, and revisions of preliminary estimates. The following table reflects the preliminary fair values of assets acquired and liabilities assumed (in thousands):
Cash and cash equivalents$147 
Developed technology6,200 
Goodwill8,145 
Accrued expenses and payroll(178)
Deferred tax liability (731)
Net assets acquired$13,583 
As of December 3, 2021, developed technology of the acquired business had an estimated useful life of three years. The goodwill is primarily attributed to the synergies expected to be realized following the acquisition and the assembled workforce. Goodwill is not deductible for U.S. federal income tax purposes.
Non-cash investing activities involving this acquisition as reflected in the consolidated statements of cash flows for the fiscal year 2022 were as follows (in thousands):
Supplemental disclosure of non-cash investing activities:
Consideration withheld in an escrow$2,500 
Issuance of common stock in connection with business combination$959 
Contingent cash consideration in connection with business combination$7,900 
Contingent stock consideration in connection with business combination$1,754 
Results of operations of the business acquired have been included in our consolidated financial statements subsequent to the date of acquisition. The revenue and net income (loss) earned by the business acquired following the acquisition are not material to our consolidated results of operations. Pro forma statements have not been presented because they are not material to our consolidated results of operations.
v3.22.1
Goodwill and Intangible Assets, Net
 12 Months Ended
Jan. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, Net
6. Goodwill and Intangible Assets, Net
Goodwill
The changes in the carrying amount of goodwill were as follows (in thousands):
Carrying Amount
Balance as of January 31, 2021$— 
Addition8,145 
Balance as of January 31, 2022$8,145 
There was no goodwill impairment for any periods presented.
Intangible Assets
Intangible assets consisted of the following as of January 31, 2022 (in thousands):
Gross Carrying AmountAccumulated AmortizationNet Book Value
Developed technology from business combination$6,200 $(334)$5,866 
Developed technology from asset acquisitions (1)
1,402 (983)419 
Total$7,602 $(1,317)$6,285 
Intangible assets consisted of the following as of January 31, 2021 (in thousands):
Gross Carrying AmountAccumulated AmortizationNet Book Value
Developed technology from asset acquisitions (1)
$1,524 $(727)$797 
(1) The amounts in the tables above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying intangibles.
During fiscal year 2022, the Company acquired $6.2 million of developed technology through a business combination with estimated weighted average remaining amortization period of 2.8 years as of January 31, 2022. Our developed technology from asset acquisitions acquired in prior years had an estimated weighted average remaining amortization period of 1.3 years as of January 31, 2022.
Amortization expense was $0.7 million, $0.2 million and zero for the fiscal years ended January 31, 2022, 2021 and 2020, respectively.
As of January 31, 2022, future amortization expense related to the intangibles assets is expected to be as follows (in thousands):
Fiscal Years
2023$2,381 
20242,172 
20251,732 
Total future amortization$6,285 
v3.22.1
Debt Financing
 12 Months Ended
Jan. 31, 2022
Debt Disclosure [Abstract]  
Debt Financing
7. Debt Financing
Line of Credit
On March 25, 2016, the Company executed a Loan and Security Agreement (the “Agreement”) with a financial institution in the United States (as amended from time to time, including the First Amendment to the Agreement dated December 9, 2016, the Second Amendment to the Agreement dated May 31, 2018, and the Third Amendment to the Agreement dated April 2, 2019). As per the amended Agreement, the Company had access to a line of credit of up to $15 million, to be taken in single or multiple drawdowns. The draws could be taken beginning March 25, 2016 (the “Closing Date”) and payable by the maturity date of June 30, 2020.
In May and October 2020, the Company further amended the Agreement to restate certain terms and definitions, including extending the maturity date to June 30, 2022.
On April 30, 2021, the Company terminated its revolving line of credit agreement with the financial institution. No advances on the line of credit had been taken by the Company through the termination date.
v3.22.1
Team Member Benefit Plans
 12 Months Ended
Jan. 31, 2022
Retirement Benefits [Abstract]  
Team Member Benefit Plans 8. Team Member Benefit PlansThe 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 $2.8 million, $1.9 million and $0.9 million for the years ended January 31, 2022, 2021 and 2020, respectively.
v3.22.1
Equity
 12 Months Ended
Jan. 31, 2022
Equity [Abstract]  
Equity
9. Equity
In connection with 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
On October 18, 2021, the Company closed its IPO of 8,940,000 shares of Class A common stock at an offering price of $77.00 per share, including 520,000 shares pursuant to the exercise of the underwriters’ option to purchase additional shares of Class A common stock, resulting in net proceeds to the Company of $654.6 million, after deducting underwriting discounts of $33.8 million, and before the deferred offering costs. Upon consummation of the IPO, the deferred offering costs of $4.7 million were reclassified into stockholders’ equity as a reduction of the IPO proceeds on the consolidated balance sheets. In addition, an entity affiliated with our founder and the CEO sold 2,500,000 shares of our Class A common stock (upon conversion of shares of Class B common stock) at the IPO. The Company did not receive any proceeds from the sale of shares of its Class A common stock by the selling stockholder.
The Company had shares of common stock reserved for future issuance, on an as-converted basis, as follows (in thousands):
January 31, 2022January 31, 2021
Class A and Class B common stock
Convertible preferred stock— 79,551 
Options issued and outstanding17,146 16,043 
Shares available for issuance under Equity Incentive Plans18,248 4,796 
RSUs issued and outstanding3,280 — 
Shares reserved for issuance to charitable organizations1,636 — 
2021 ESPP 3,271 — 
Warrants issued and outstanding (1)
— 73 
Total43,581 100,463 
______________
(1)Concurrent with the Loan and Security Agreement discussed in “Note 7. Debt Financing”, the Company had issued warrants to the financial institution for shares of the Company’s Class B common stock at an effective
strike price of $1.18 per share. The warrants were issued in two tranches that expire in Fiscal 2027 and Fiscal 2029, respectively. The warrants were classified in equity with negligible carrying value. On November 18, 2021, the Company received a request for the exercise of all of its warrants outstanding. Pursuant to these exercises, the Company issued 72,772 shares of Class B common stock against the $0.1 million cash proceeds received.
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, 2022 and 2021, there were 713,967 and 1,197,150 shares, respectively, of unvested options that had been early exercised and were subject to repurchase for a total liability of $6.8 million and $8.1 million, respectively. The liability associated with early exercised options is included in other long-term 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 shares of the Company’s convertible preferred stock outstanding of 79.6 million 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, 2022, there were no shares of convertible preferred stock issued and outstanding.
The following table summarizes the convertible preferred stock outstanding immediately prior to the conversion into common stock upon the closing of the IPO (in thousands):
Convertible Preferred StockShares AuthorizedShares Issued and OutstandingNet Carrying Value
Series safe A1539 539 100 
Series safe A25,111 4,911 1,105 
Series safe A31,600 1,600 450 
Series A12,393 12,393 3,954 
Series B21,109 20,901 19,743 
Series C12,282 12,282 21,935 
Series D12,512 12,512 109,440 
Series E14,413 14,413 268,177 
Total79,959 79,551 424,904 
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, our board of directors and stockholders approved the 2021 Equity Incentive Plan (the “2021 Plan”) as a successor to our 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”), RSUs, and performance and stock bonus awards. Pursuant to the 2021 Plan, incentive stock options may be granted only to our team
members. We may grant all other types of awards to our team members, directors, and consultants. We have initially reserved 13,032,289 shares of our 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 our 2021 Plan. The number of shares reserved for issuance under our 2021 Plan will increase automatically on February 1 of each of the years from 2022 through 2031. As such, effective as of February 1, 2022, 7,344,382 shares were added to the 2021 Plan.
The awards available for grant under the above Plans for the periods presented were as follows (in thousands):
January 31, 2022January 31, 2021
Available at beginning of period
4,796 1,540 
Awards authorized22,532 5,788 
Options granted (7,936)(4,622)
RSUs granted(3,290)— 
RSUs cancelled and forfeited10 — 
Options cancelled and forfeited2,044 1,970 
Options repurchased92 120 
Available at end of period
18,248 4,796 
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 Plans. 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 Plans.
The 2015 Plan allows the grantees to early exercise stock options.
Stock Options and RSUs
The following table summarizes options activity under our 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, 2019
9,817 $1.67 8.79$24.0 
Options granted10,632 6.20 8.99
Options exercised(2,141)1.44 4.91
Options cancelled(164)0.61 — 
Options forfeited(1,891)2.64 — 
Balances at January 31, 2020
16,253 $4.56 9.03$70.6 
Options granted4,622 11.27 9.11
Options exercised(2,862)4.87 5.56
Options cancelled(79)3.79 — 
Options forfeited(1,891)5.50 — 
Balances at January 31, 2021
16,043 $6.33 8.39$166.6 
Options granted7,936 18.68 8.50
Options exercised(4,789)5.40 5.07
Options cancelled(81)6.20 — 
Options forfeited(1,963)10.47 — 
Balances at January 31, 2022
17,146 $11.83 8.24$894.8 
Exercisable at January 31, 2022
17,146 
Options vested at January 31, 2022
4,968 $5.22 7.09$292.1 
Options expected to vest at January 31, 2022
12,178 $14.52 8.71$602.8 
The aggregate grant-date fair value of options vested during the years ended January 31, 2022, 2021 and 2020 was $10.8 million, $8.2 million and $1.8 million, respectively. The weighted-average grant-date fair value per share of options granted was $10.81, $3.55 and $2.04 for the years ended January 31, 2022, 2021 and 2020, respectively. The aggregate intrinsic value of options exercised during the years ended January 31, 2022, 2021 and 2020 was $280.5 million, $33.8 million and $16.0 million, respectively. The aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between the Company’s estimated stock price at the time of exercise and the exercise price, multiplied by the number of related in-the-money options) that would have been received by the option holders had they exercised their options at the end of the period.
During the year ended January 31, 2022, we granted 0.3 million RSUs to our team members under our 2021 Plan at $82.10 grant-date fair value per share. These RSUs are grants of shares of our common stock, the vesting of which is based on the requisite service requirement. Generally, our 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. RSUs vested or cancelled during the year ended January 31, 2022 were not material.
As of January 31, 2022 and 2021, approximately $101.8 million and $26.8 million of total unrecognized compensation cost was related to stock options and restricted stock awards granted, that is expected to be recognized over a weighted-average period of 2.3 years and 1.3 years, respectively. The expected stock compensation expense remaining to be recognized reflects only outstanding stock awards as of the periods presented, and assumes no forfeitures.
Determining Fair Value of Stock Options
The fair value of each stock option grant was estimated on the date of grant, using a Black-Scholes option-pricing model, with the following weighted-average assumptions:
Fiscal Year Ended January 31,
202220212020
Risk-free interest rate1.10 %0.50 %1.90 %
Weighted-average volatility43.50 %31.90 %30.30 %
Weighted-average expected term (in years)6.106.026.04
Dividend yield— %— %— %
Prior to the IPO, the Company estimated the volatility of common stock on the date of grant based on the average historical stock price volatility of comparable publicly-traded companies in the Company's industry group. After the IPO, the Company will continue to use the historical volatility of comparable publicly-traded companies until we establish a sufficient public trading history.
The expected term is based on the simplified method for grants to employees and on the contractual term for non-employees. The simplified method is used given the lack of historical exercise behavior data in the Company.
The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield is zero percent as the Company has not paid and does not anticipate paying dividends on common stock.
CEO Performance Award
In May 2021, the Company granted 3 million RSUs tied to our Class B common stock to Mr. Sijbrandij, our founder and the CEO, with an estimated aggregate grant date fair value of $8.8 million, estimated utilizing a Monte Carlo valuation model. The model assumed a share price volatility of 45% and a risk free rate of 1.52%. 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 on a recognized stock exchange or a per share price received in a corporate transaction defined in the grant. The price hurdles will adjust for stock splits, recapitalizations, and the like. Provided that Mr. Sijbrandij continues to be the CEO of the Company, stock-based compensation expense is recognized over the derived service period, regardless of whether the stock price hurdles are achieved. We will recognize total stock-based compensation expense of $8.8 million over the requisite service period of each tranche, which ranged from 2.83 to 7.50 years, using the accelerated attribution method. If the stock price hurdles are met sooner than the derived service period, the Company will adjust the stock-based compensation expense to reflect the cumulative expense associated with the vested portion of these RSUs.
The Company recorded $1.2 million of stock-based compensation expense related to the CEO RSUs during the year ended January 31, 2022. As of January 31, 2022, unrecognized stock-based compensation expense related to these RSUs was $7.6 million which will be recognized over the remaining derived service period of the respective tranches.
2021 Employee Stock Purchase Plan (“ESPP”)
In September 2021, our board of directors and our stockholders approved our 2021 Employee Stock Purchase Plan (“ESPP”) to enable eligible team members to purchase shares of our Class A common stock with accumulated payroll deductions and provides a 15% purchase price discount of the fair market value of the Company’s Class A common stock on the enrollment date or purchase date, whichever is lower, as well as up to a 27-month look-back period. We have initially reserved 3,271,090 shares of our Class A common stock for issuance and sale under our 2021 ESPP with automatic increase on February 1 for the first ten calendar years. As such, effective as of February 1, 2022, 1,468,876 shares of our Class A common stock were added to our 2021 ESPP.
The following table summarizes the weighted-average assumptions used in estimating the fair value of the ESPP for the initial offering period using the Black-Scholes option-pricing model:
Fiscal Year Ended January 31,
2022
Risk-free interest rate0.07 %
Weighted-average volatility38.47 %
Weighted-average expected term (in years)0.57
Dividend yield— %
The Company recorded $5.1 million of stock-based compensation expense related to the ESPP during the year ended January 31, 2022.
As of January 31, 2022, approximately $6.9 million of total unrecognized compensation cost was related to the ESPP that is expected to be recognized over 0.3 years.
Stock-Based Compensation Expense
The Company recognized stock-based compensation expense (excluding the expense related to the tender offers - “Note 13. Related Party Transactions”) as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
Cost of revenue$1,300 $307 $134 
Research and development8,305 3,142 1,812 
Sales and marketing10,206 2,603 1,150 
General and administrative9,854 1,972 606 
Total stock-based compensation expense, excluding tender offers$29,665 $8,024 $3,702 
The tax benefit recognized in the consolidated statements of operations for stock-based compensation expense was $7.0 million for the year ended January 31, 2022 and not material for the years ended January 31, 2021 and 2020.
v3.22.1
Joint Venture and Majority Owned Subsidiary
 12 Months Ended
Jan. 31, 2022
Noncontrolling Interest [Abstract]  
Joint Venture and Majority Owned Subsidiary
10. Joint Venture and Majority Owned Subsidiary
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. This new company offers a dedicated distribution of GitLab’s DevOps platform available as both a self-managed and SaaS offering (GitLab.cn) that is available only in mainland China, Hong Kong and Macau. The Company contributed an intellectual property license in exchange for a 72.25% equity stake in JiHu and the other two unrelated investors contributed cash in exchange for the remaining equity stake, for a combined interest of $80 million. The term of the Investment Agreement is 50 years unless extended by mutual consent or terminated earlier upon certain specified events. While the Company has disproportionately few voting rights in JiHu pursuant to the Investment Agreement given its 72.25% equity interest, the Company has entered into a license agreement and a technical services agreement with JiHu which when evaluated on a collective basis enables the Company to direct the activities that most significantly affect the economic performance of JiHu. Further, the Company has the obligation to absorb losses and the right to receive benefits of JiHu that could potentially be significant to JiHu. Therefore, the Company accounted for JiHu as a variable interest entity and consolidated the entity in accordance with ASC Topic 810, Consolidation. The Company recorded the 27.75% ownership interest of remaining investors as a noncontrolling interest on its consolidated balance sheet. 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. JiHu is primarily financed through equity and has no financial borrowings.
Selected financial information of JiHu, post inter-company eliminations, is as follows (in thousands):
Fiscal Year Ended January 31,
2022
Revenue$1,237 
Cost of revenue945 
Gross profit292 
Operating expenses:
Sales and marketing3,200 
Research and development2,299 
General and administrative3,589 
Total operating expenses9,088 
Loss from operations(8,796)
Other income, net67 
Net loss before income taxes(8,729)
Net loss$(8,729)
Net loss attributable to noncontrolling interest$(2,422)
January 31, 2022
Cash and cash equivalents$14,198 
Property and equipment, net769 
Other assets2,765 
Total assets$17,732 
Total liabilities$3,663 
In April 2021, the Company reorganized Meltano Inc. (“Meltano”), which started as an internal project within GitLab in July 2018, into a separate legal entity. The entity was funded by GitLab'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. Even after the preferred stock financing, the Company is the largest shareholder with majority voting rights. Meltano is considered a majority owned subsidiary of the Company and consolidated in accordance with ASC Topic 810, Consolidation. The Company recorded the preferred stock funding and unvested stock options as noncontrolling interest on its consolidated balance sheet.
v3.22.1
Income Taxes
 12 Months Ended
Jan. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes
11. Income Taxes
The components of total income (loss) from continuing operations before income taxes are as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
US$19,486 $(48,866)$(22,101)
Foreign(178,557)(140,496)(107,440)
Loss before income taxes$(159,071)$(189,362)$(129,541)
The provision for (benefit from) income taxes consisted of the following (in thousands):
Fiscal Year Ended January 31,
202220212020
Current:
Federal and State$(863)$2,517 $783 
Foreign671 315 417 
Total current$(192)$2,832 $1,200 
Deferred:
Federal and State$(1,443)$— $— 
Foreign124 — — 
Total deferred$(1,319)$— $— 
Provision for (benefit from) income taxes$(1,511)$2,832 $1,200 
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,
202220212020
Tax at federal statutory rate21.0 %21.0 %21.0 %
State, net of federal benefit0.2 (0.2)(0.1)
Stock-based compensation4.5 (7.3)(4.4)
Research tax credit1.0 0.2 0.5 
Foreign rate differential6.1 2.8 3.0 
Change in valuation allowance(30.3)(18.6)(20.6)
Foreign derived intangible income deduction0.3 0.2 0.2 
Unrecognized tax benefits(1.3)— — 
Other(0.6)0.4 (0.5)
Total0.9 %(1.5)%(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,
20222021
Deferred tax assets:
Net operating loss carryforwards$99,291 $74,513 
Research tax credits1,211 — 
Deferred revenue3,811 2,411 
Accruals and other assets2,714 628 
Intangibles14,751 — 
Stock-based compensation1,587 161 
Gross deferred tax assets123,365 77,713 
Valuation allowance(115,839)(74,870)
Net deferred tax assets7,526 2,843 
Deferred tax liabilities:
Deferred contract acquisition costs(6,516)(3,756)
Acquired intangibles(1,389)— 
Net deferred tax liabilities$(379)$(913)
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. The Company determined that it was not more likely than not that the Company could recognize its deferred tax assets. Evidence evaluated by the Company included operating results during the most recent three-year period and future projections, with more weight given to historical results than 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 $41.0 million in the valuation allowance for the year ended January 31, 2022 is primarily due to net operating losses generated during the year. As of January 31, 2022, the Company recorded $0.4 million of deferred tax liabilities, net. The Company does not have any deferred tax assets for which subsequently recognized tax benefits will be credited directly to contributed capital.
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, 2022, the amount of unrecognized U.S federal deferred income tax liability for undistributed earnings is immaterial.
As of January 31, 2022, the Company had federal net operating loss carryforwards of approximately $3.0 million, state net operating loss carryforwards of approximately $63.0 million and foreign net operating loss carryforwards of approximately $364.5 million. All of the federal net operating loss carryforwards are carried over from an entity acquired in the current fiscal year. The federal net operating loss carryforwards do not expire as they were generated post 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 2035, and will continue to expire through 2041. The foreign net operating loss carryforwards can be carried forward indefinitely. In addition, the Company has research tax credit carryforwards of approximately $1.2 million for federal purposes. The U.S. Federal Research & Experimentation (R&E) credit, if not utilized, will expire in 2042. The Company also has research tax credit carryforwards of approximately $0.6 million for U.S. state purposes, which do not expire. 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 three-year period; however this limitation is immaterial.
Uncertain Tax Positions
At January 31, 2022, the Company’s U.S. federal 2017 through 2020 tax years were open and subject to potential examination in one or more jurisdictions. In addition, in the U.S., 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 tax years 2015 and 2016. The Company is currently unable to estimate the financial outcome of this examination due to its preliminary status. 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.
Governments in certain countries where the Company does business have enacted legislation in response to the COVID-19 pandemic, including the Coronavirus Aid, Relief, and Economic Security Act (the “CARES” Act) enacted by the United States on March 27, 2020. The Company is continuing to analyze these legislative developments which are not material for the period ended January 31, 2022.
As of January 31, 2022, unrecognized tax benefits approximated $5.6 million, of which $0.8 million would affect the effective tax rate if recognized. The Company does not anticipate any of the unrecognized tax benefits to reverse in the next 12 months. The Company did not have unrecognized tax benefits in fiscal year 2021 and 2020.
The reconciliation of the Company's unrecognized tax benefits for the year ended January 31, 2022 is as follows (in thousands):
Total unrecognized tax benefits at February 1, 2021$— 
Gross increases and decreases due to tax positions taken in prior periods4,076 
Gross increases and decreases due to tax position taken in current period1,481 
Gross increases and decreases due to settlements with taxing authorities— 
Gross increases and decreases due to lapses in applicable statutes of limitations— 
Total unrecognized tax benefits at January 31, 2022
$5,557 
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, 2022, 2021 and 2020, the Company recognized interest and penalties of $0.1 million, zero and zero
v3.22.1
Net Loss per Share
 12 Months Ended
Jan. 31, 2022
Earnings Per Share [Abstract]  
Net Loss per Share
12. Net Loss per Share
The following table sets forth basic and diluted loss per share for each of the periods presented (in thousands, except per share data):
Fiscal Year Ended January 31,
202220212020
Numerator:
Net loss attributable to GitLab$(155,138)$(192,194)$(130,741)
Denominator:
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted79,755 50,343 47,308 
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted$(1.95)$(3.82)$(2.76)
Since we were 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):
January 31, 2022January 31, 2021
Shares subject to outstanding common stock options17,146 16,043 
Unvested RSUs in connection with business combination16 — 
Unvested early exercised stock options714 1,510 
Convertible preferred stock (on an if-converted basis)— 79,551 
RSUs3,264 — 
Shares subject to the 2021 ESPP256 — 
Warrants— 73 
Total
21,396 97,177 
v3.22.1
Related Party Transactions
 12 Months Ended
Jan. 31, 2022
Related Party Transactions [Abstract]  
Related Party Transactions
13. Related Party Transactions
In December 2020, the Company’s board of directors facilitated a tender offer which allowed the Company’s current and former team members and founders to sell ordinary shares and vested options to a set of existing investors. These investors purchased 3,887,156 ordinary shares, 408,211 preferred shares, and 556,816 vested options for a total purchase price of $194.1 million. The fair value was $16.71 per share/vested option and the transaction price was $40.00 per ordinary share/vested option. The Company recorded $103.3 million incremental stock-based compensation expense in the consolidated statements of operations for fiscal 2021.
In connection with the above tender offer, during the year ended January 31, 2022, the Company repurchased 13,000 shares of Class B common stock from certain team members (ineligible to participate in the original fiscal 2021 tender offer) of vested stock options for an aggregate amount of $0.6 million. The excess of the transaction price over the fair value of the instruments repurchased has been recognized as additional stock-based compensation expense of $0.3 million. Shares repurchased have
been retired and deducted from common stock for par value and from additional paid in capital for the excess over par value.
Total stock-based compensation expense related to the above-mentioned tender offers included in the consolidated statements of operations was as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
Cost of revenue$— $878 $231 
Sales and marketing344 18,362 2,887 
Research and development— 28,916 10,165 
General and administrative— 55,666 23,887 
Total stock-based compensation expense related to tender offers$344 $103,822 $37,170 
v3.22.1
Commitments and Contingencies
 12 Months Ended
Jan. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
14. Commitments and Contingencies
Hosting Infrastructure Commitments
In September 2020, the Company entered into non-cancelable capacity commitments with a hosting infrastructure vendor for a total minimum service commitment of $97.0 million over a five year period. We expect to meet this minimum commitment by the end of fiscal year 2024. Future hosting infrastructure minimum commitments are as follows as of January 31, 2022 (in thousands):
TotalLess than 1 Year1-3 Years
Purchase commitments$72,998 $24,728 $48,270 
Loss Contingencies
In accordance with ASC 450, Loss Contingencies, the Company accrues for contingencies when losses become probable and reasonably estimable. If applicable, the Company accrues receivables for probable insurance or other third-party recoveries. 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, 2022 and 2021, the estimated liability relating to these matters was $2.6 million and $2.3 million, 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
We are, and from time to time, we may become involved in legal proceedings or be subject to claims arising in the ordinary course of our business. We are not presently a party to any legal proceedings that in the opinion of our management, if determined adversely to us, would individually or taken together have a material adverse effect on our 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 us because of defense and settlement costs, diversion of management resources and other factors.
v3.22.1
Subsequent Events
 12 Months Ended
Jan. 31, 2022
Subsequent Events [Abstract]  
Subsequent Events
15. Subsequent Events
On March 29, 2022, JiHu closed its Series A-1 round of financing. Investors contributed in the aggregate approximately $29.0 million and subsequent to the closing, the Company retains control over JiHu.
On April 4, 2022, Meltano closed its Series Seed-2 round of financing. Investors contributed in the aggregate approximately $8.2 million and subsequent to the closing, the Company retains control over Meltano.
v3.22.1
Schedule II: Valuation and Qualifying Accounts
 12 Months Ended
Jan. 31, 2022
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, 2022, 2021, and 2020:
Balance at Beginning of YearAdditionsWrite-offs or DeductionsBalance at End of Year
(in thousands)
Year ended January 31, 2022
Deferred tax valuation allowance$74,870 $40,969 $— $115,839 
Year ended January 31, 2021
Deferred tax valuation allowance$37,847 $37,023 $— $74,870 
Year ended January 31, 2020
Deferred tax valuation allowance$14,058 $23,789 $— $37,847 
v3.22.1
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Jan. 31, 2022
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 2022 and 2021 refer to the fiscal year ended January 31, 2022 and 2021, 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, fair valuation of stock-based compensation, fair value of contingent consideration, valuation allowance for deferred income taxes, valuation of intangibles assets, and impairment of goodwill. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions, including the impact of the COVID-19 pandemic, 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 our 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.
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. Our consolidated financial statements include the operating results of the acquired entity beginning from the date of acquisition.
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 in other income (expense), net on the consolidated statements of operations. For the years ended January 31, 2022, 2021 and 2020, the Company recognized foreign exchange gains (losses), net of $(29.1) million, $23.4 million and $(4.9) 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, 2022, 2021 and 2020, the Company recognized foreign translation adjustments of $27.6 million, $(24.0) million, and $4.2 million, respectively.
Foreign currency translation adjustments and the offsetting foreign exchange gain or losses for the periods presented are primarily caused by the intercompany loans of short-term nature for entities where functional currency is not the U.S. dollar.
Cash, Cash Equivalents, and Restricted Cash Cash, Cash Equivalents, and Restricted CashCash and cash equivalents as of January 31, 2022 and 2021, consisted of cash held in checking and savings accounts and investments in money market accounts. 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 consists of $2.5 million acquisition related security deposit withheld in an escrow for post-closing indemnification claims recorded in other long-term assets on consolidated balance sheet as of January 31, 2022, refer to “Note 5. Business Combination.”
Short-Term Investments
Short-Term Investments
The Company classifies certificates of deposits with banks with an original maturity of three months or greater at the date of purchase as short-term investments and such investments are carried at amortized cost, which approximates their fair value.
Accounts Receivable and Allowance for Doubtful Accounts Accounts Receivable and Allowance for Doubtful AccountsAccounts 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 Company establishes an allowance for doubtful accounts based on its estimate of the collectability of the accounts. The estimate is based on the age of the individual outstanding invoices and the collection history of each customer.
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 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. To minimize credit losses on accounts receivable, the Company extends credit to customers based on an evaluation of their ability to pay amounts due under contractual arrangement.
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 5. 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
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 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 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.
Variable consideration is 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 standalone selling price (“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 stand-alone selling price 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 and SaaS subscriptions consist of support, maintenance, upgrades and updates on a when-and-if-available basis. Revenue for support and maintenance is recognized ratably over the contract period based on the stand-ready nature of these subscription elements.
The Company offers three tiers of paid subscriptions as part of the self-managed model: Starter, 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 stand-alone selling price 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 1-15% 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.
Starter tier is now deprecated and available for a limited transitory period to our existing customers.
SaaS
We also offer three tiers of paid SaaS subscriptions: Starter (previously Bronze), Premium (previously Gold), and Ultimate (previously Platinum). These subscriptions provide access to our latest managed version of our product hosted in a public cloud. 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 self-managed or SaaS offering is one to three years.
Starter tier is now deprecated and 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 1-15% of the transaction value to License revenue, which is recognized upfront when the software license is made available to our customer.
Other revenue consists of professional services revenue which is primarily derived from fixed fee offerings which are subject to customer acceptance. Given the Company’s limited history of providing professional services, 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
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. Contract assets include amounts related to our
contractual right to consideration for both completed and partially completed performance obligations that may not have been invoiced; such amounts have been immaterial to date.
During the fiscal years ended January 31, 2022, 2021 and 2020, $87.1 million, $58.1 million and $29.2 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, 2022 and 2021, 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 $312.4 million and $159.9 million, respectively. As of January 31, 2022, we expected to recognize approximately 65% of the transaction price as product or services revenue over the next 12 months and the remainder thereafter.
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. 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, third-party cloud infrastructure expenses incurred in connection with the customers’ use of GitLab; compensation paid to the Company's customer support personnel, including contractors; and allocated overhead.
Cost of revenue for self-managed license includes personnel-related expenses. Other costs of revenue include professional services, primarily compensation paid to the Company's professional services personnel, including contractors; 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; and allocated overhead associated with developing new features or enhancing existing features.
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 CostsAdvertising 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.
Commitments and Contingencies, Policy
Loss Contingencies
If an exposure to any potential claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company accrues 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 (deficit) that are excluded from net loss due to changes in the Company’s cumulative foreign currency translation account.
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 has participating rights for dividends, it does not participate in losses and hence will not qualify as a participating security in the periods in which the Company generates a loss.
Stock-Based Compensation
Stock-Based Compensation
The Company has granted equity classified stock-based awards consisting primarily of stock options 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 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.
The Company records incremental stock-based compensation expense when certain affiliated stockholders or new investors purchase shares from team members and founders of the Company in excess of the fair value of such shares as part of secondary stock purchase transactions. The Company recognized any such excess value as stock-based compensation expense in the consolidated statements of operations.
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. Any portion of these RSUs may only be earned upon a corporate transaction or after a liquidity event and only to the extent Mr. Sijbrandij continues to lead the company as our CEO. We will 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 9. 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, and determine volatility over an expected term based on the historical volatility of the Company’s peer group, until we establish a sufficient public trading history of our own stock price. The ESPP provides for up to a 27-month offering period, and includes four purchase periods of approximately six months. The ESPP allows eligible team members to purchase shares of our common stock at a 15% discount on the lower price of either (i) the offering period begin date or (ii) the purchase date. The ESPP also includes a reset provision for the purchase price if the stock price on the purchase date is less than the stock price on the offering date.
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. The Company presents financial information about geographical mix of revenue and long-lived assets in Note 3 and Note 4, respectively, of the consolidated financial statements.
Business Combination
Business Combination
On December 3, 2021, the Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. 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.
Property and Equipment, net Property and Equipment, NetProperty 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.
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. We found no goodwill impairment in any of the periods presented.
Preferred Stock
Preferred Stock
There has been no beneficial conversion feature with respect to the preferred stock issued by the Company and the conditions for separation have not been met; as such, the entire proceeds have been allocated to preferred stock.
Recently Adopted Accounting Standards and Recently Issued Accounting Standards Not Yet Adopted
Recently Adopted Accounting Standards
In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”), which requires a customer in a hosting arrangement that is a service contract to follow the internal-use software guidance in ASC 350-40, Intangibles-Goodwill and Other, to determine which implementation costs to capitalize as assets or expense as incurred. The Company has prospectively adopted ASU 2018-15 as of February 1, 2021 with no material impact.
Recently Issued Accounting Standards Not Yet Adopted
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“Topic 842”). Topic 842 supersedes the lease requirements in ASC Topic 840, Leases. Under Topic 842, lessees are required to recognize assets and liabilities on the consolidated balance sheet for most leases and provide enhanced disclosures. Leases will continue to be classified as either finance or operating. For public companies, Topic 842 is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company has elected to use the extended transition period that allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies under the JOBS Act. For as long as the Company remains an “emerging growth company,” the new guidance is effective for annual reporting periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted. The adoption of ASU 2016-02 is not expected to have a material effect on the Company’s consolidated financial statements.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires the
measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Since the Company follows private company’s adoption timelines, this new guidance is effective for the Company for its fiscal year beginning February 1, 2023. The Company is currently evaluating the effect of the adoption of ASU 2016-13 on its consolidated financial statements. The effect will largely depend on the composition and credit quality of the Company's portfolio of financial assets and the economic conditions at the time of adoption.
In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes in order to reduce cost and complexity of its application. This new guidance is effective for the Company for its fiscal year beginning February 1, 2022 and interim periods within its fiscal year beginning February 1, 2023. Early adoption is permitted. The adoption of ASU 2019-12 is not expected to have a material effect on the Company’s consolidated financial statements.
v3.22.1
Basis of Presentation and Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Jan. 31, 2022
Accounting Policies [Abstract]  
Capitalized Contract Cost
The following table presents the change in deferred contract acquisition costs (in thousands):
January 31,
202220212020
Beginning balance$30,476 $14,375 $7,156 
Added during the year41,998 34,570 15,179 
Amortized during the year(33,368)(18,469)(7,960)
Ending balance$39,106 $30,476 $14,375 
v3.22.1
Revenues (Tables)
 12 Months Ended
Jan. 31, 2022
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,
202220212020
Subscription—self-managed and SaaS$226,163 90 %$132,763 87 %$70,367 87 %
Subscription—self-managed179,564 72 114,949 75 65,420 81 
SaaS46,599 18 17,814 12 4,947 6 
License—self-managed and other$26,490 10 %$19,413 13 %$10,860 13 %
License—self-managed20,171 8 14,525 10 9,879 12 
Professional services and other6,319 2 4,888 3 981 1 
Total revenue$252,653 100 %$152,176 100 %$81,227 100 %
Revenue from External Customers by Geographic Areas
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,
202220212020
United States$211,520 $125,990 $67,823 
Europe36,478 22,348 11,167 
Asia Pacific4,655 3,838 2,237 
Total revenue$252,653 $152,176 $81,227 
v3.22.1
Balance Sheet Components (Tables)
 12 Months Ended
Jan. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Other Current Assets
Prepaid expenses and other current assets consisted of the following (in thousands):
January 31, 2022January 31, 2021
Prepaid software subscriptions$3,950 $2,185 
Prepaid expenses for the Company’s events266 673 
Prepaid advertising costs722 784 
Prepaid payroll deposits981 1,125 
Prepaid insurance4,309 9 
Prepaid income taxes3,168 785 
Other prepaid expenses1,834 1,231 
Other current assets314 500 
Total prepaid expense and other current assets$15,544 $7,292 
Property, Plant and Equipment
Property and equipment, net of the following (in thousands):
January 31, 2022
Computer and office equipment $3,049 
Leasehold improvements765 
3,814 
Less: Accumulated depreciation(543)
Total property and equipment, net$3,271 
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas
Long-lived assets, comprising of property and equipment, net, by geographic area were as follows based on their physical location (in thousands):
January 31, 2022
United States$2,233 
China769 
Other countries (1)
269 
Total property and equipment, net$3,271 
(1) No other individual country accounted for more than 10% of the Company’s property and equipment, net for the period presented.
Schedule of Other Assets, Noncurrent
Other assets consisted of the following (in thousands):
January 31, 2022January 31, 2021
Restricted cash (1)
$2,500 $— 
Security deposits2,832 1,500 
Other long-term assets1,819 — 
Total other assets$7,151 $1,500 
(1) Refer to “Note 5. Business Combination” for a discussion of restricted cash related to the acquisition of Opstrace, Inc.
Schedule of Accrued Liabilities
Accrued expenses and other current liabilities consisted of the following (in thousands):
January 31, 2022January 31, 2021
Accrued expenses$8,605 $4,010 
Income taxes payable319 206 
ESPP employee contributions6,557 — 
Indirect taxes payable4,044 1,907 
Acquisition related contingent cash consideration3,029 — 
Other current liabilities2,017 1,225 
Total accrued expenses and other current liabilities$24,571 $7,348 
Schedule of Accounts Payable and Accrued Liabilities
Accrued compensation and benefits consisted of the following (in thousands):
January 31, 2022January 31, 2021
Accrued commissions$8,417 $6,564 
Payroll taxes payable 14,506 4,906 
Accrued team member related payables, excluding commissions9,897 1,709 
Total accrued compensation and benefits$32,820 $13,179 
Other Noncurrent Liabilities
Other long-term liabilities consisted of the following (in thousands):
January 31, 2022January 31, 2021
Early exercised options liability$6,837 $8,103 
Acquisition related contingent cash consideration4,929 — 
Acquisition related consideration withheld in an escrow2,500 — 
Deferred tax liabilities379 913 
Contingent liability for labor matters2,573 2,062 
Other long-term liabilities 784 — 
Total other long-term liabilities$18,002 $11,078 
v3.22.1
Business Combination (Tables)
 12 Months Ended
Jan. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Business Acquisitions, by Acquisition
The transaction was accounted for as a business combination. The acquisition date fair value of the consideration transferred consisted of the following (in thousands):
Cash consideration$2,970 
Fair value of common stock issued on closing959 
Contingent common stock consideration (classified under additional paid-in capital)1,754 
Contingent cash consideration (classified under accrued expenses and other current liabilities)3,007 
Contingent cash consideration (classified under other long-term liabilities)4,893 
Total consideration$13,583 
The following table reflects the preliminary fair values of assets acquired and liabilities assumed (in thousands):
Cash and cash equivalents$147 
Developed technology6,200 
Goodwill8,145 
Accrued expenses and payroll(178)
Deferred tax liability (731)
Net assets acquired$13,583 
Schedule of Noncash or Part Noncash Acquisitions
Non-cash investing activities involving this acquisition as reflected in the consolidated statements of cash flows for the fiscal year 2022 were as follows (in thousands):
Supplemental disclosure of non-cash investing activities:
Consideration withheld in an escrow$2,500 
Issuance of common stock in connection with business combination$959 
Contingent cash consideration in connection with business combination$7,900 
Contingent stock consideration in connection with business combination$1,754 
v3.22.1
Goodwill and Intangible Assets, Net (Tables)
 12 Months Ended
Jan. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The changes in the carrying amount of goodwill were as follows (in thousands):
Carrying Amount
Balance as of January 31, 2021$— 
Addition8,145 
Balance as of January 31, 2022$8,145 
Schedule of Finite-Lived Intangible Assets
Intangible assets consisted of the following as of January 31, 2022 (in thousands):
Gross Carrying AmountAccumulated AmortizationNet Book Value
Developed technology from business combination$6,200 $(334)$5,866 
Developed technology from asset acquisitions (1)
1,402 (983)419 
Total$7,602 $(1,317)$6,285 
Intangible assets consisted of the following as of January 31, 2021 (in thousands):
Gross Carrying AmountAccumulated AmortizationNet Book Value
Developed technology from asset acquisitions (1)
$1,524 $(727)$797 
(1) The amounts in the tables above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying intangibles.
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination
As of January 31, 2022, future amortization expense related to the intangibles assets is expected to be as follows (in thousands):
Fiscal Years
2023$2,381 
20242,172 
20251,732 
Total future amortization$6,285 
v3.22.1
Equity (Tables)
 12 Months Ended
Jan. 31, 2022
Equity [Abstract]  
Schedule of Stock Reserved For Future Issuance
The Company had shares of common stock reserved for future issuance, on an as-converted basis, as follows (in thousands):
January 31, 2022January 31, 2021
Class A and Class B common stock
Convertible preferred stock— 79,551 
Options issued and outstanding17,146 16,043 
Shares available for issuance under Equity Incentive Plans18,248 4,796 
RSUs issued and outstanding3,280 — 
Shares reserved for issuance to charitable organizations1,636 — 
2021 ESPP 3,271 — 
Warrants issued and outstanding (1)
— 73 
Total43,581 100,463 
______________
(1)Concurrent with the Loan and Security Agreement discussed in “Note 7. Debt Financing”, the Company had issued warrants to the financial institution for shares of the Company’s Class B common stock at an effective
strike price of $1.18 per share. The warrants were issued in two tranches that expire in Fiscal 2027 and Fiscal 2029, respectively. The warrants were classified in equity with negligible carrying value. On November 18, 2021, the Company received a request for the exercise of all of its warrants outstanding. Pursuant to these exercises, the Company issued 72,772 shares of Class B common stock against the $0.1 million cash proceeds received.
Temporary Equity
The following table summarizes the convertible preferred stock outstanding immediately prior to the conversion into common stock upon the closing of the IPO (in thousands):
Convertible Preferred StockShares AuthorizedShares Issued and OutstandingNet Carrying Value
Series safe A1539 539 100 
Series safe A25,111 4,911 1,105 
Series safe A31,600 1,600 450 
Series A12,393 12,393 3,954 
Series B21,109 20,901 19,743 
Series C12,282 12,282 21,935 
Series D12,512 12,512 109,440 
Series E14,413 14,413 268,177 
Total79,959 79,551 424,904 
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, 2022January 31, 2021
Available at beginning of period
4,796 1,540 
Awards authorized22,532 5,788 
Options granted (7,936)(4,622)
RSUs granted(3,290)— 
RSUs cancelled and forfeited10 — 
Options cancelled and forfeited2,044 1,970 
Options repurchased92 120 
Available at end of period
18,248 4,796 
Share-based Payment Arrangement, Option, Activity
The following table summarizes options activity under our 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, 2019
9,817 $1.67 8.79$24.0 
Options granted10,632 6.20 8.99
Options exercised(2,141)1.44 4.91
Options cancelled(164)0.61 — 
Options forfeited(1,891)2.64 — 
Balances at January 31, 2020
16,253 $4.56 9.03$70.6 
Options granted4,622 11.27 9.11
Options exercised(2,862)4.87 5.56
Options cancelled(79)3.79 — 
Options forfeited(1,891)5.50 — 
Balances at January 31, 2021
16,043 $6.33 8.39$166.6 
Options granted7,936 18.68 8.50
Options exercised(4,789)5.40 5.07
Options cancelled(81)6.20 — 
Options forfeited(1,963)10.47 — 
Balances at January 31, 2022
17,146 $11.83 8.24$894.8 
Exercisable at January 31, 2022
17,146 
Options vested at January 31, 2022
4,968 $5.22 7.09$292.1 
Options expected to vest at January 31, 2022
12,178 $14.52 8.71$602.8 
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions
The fair value of each stock option grant was estimated on the date of grant, using a Black-Scholes option-pricing model, with the following weighted-average assumptions:
Fiscal Year Ended January 31,
202220212020
Risk-free interest rate1.10 %0.50 %1.90 %
Weighted-average volatility43.50 %31.90 %30.30 %
Weighted-average expected term (in years)6.106.026.04
Dividend yield— %— %— %
The following table summarizes the weighted-average assumptions used in estimating the fair value of the ESPP for the initial offering period using the Black-Scholes option-pricing model:
Fiscal Year Ended January 31,
2022
Risk-free interest rate0.07 %
Weighted-average volatility38.47 %
Weighted-average expected term (in years)0.57
Dividend yield— %
Share-based Payment Arrangement, Expensed and Capitalized, Amount
The Company recognized stock-based compensation expense (excluding the expense related to the tender offers - “Note 13. Related Party Transactions”) as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
Cost of revenue$1,300 $307 $134 
Research and development8,305 3,142 1,812 
Sales and marketing10,206 2,603 1,150 
General and administrative9,854 1,972 606 
Total stock-based compensation expense, excluding tender offers$29,665 $8,024 $3,702 
Total stock-based compensation expense related to the above-mentioned tender offers included in the consolidated statements of operations was as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
Cost of revenue$— $878 $231 
Sales and marketing344 18,362 2,887 
Research and development— 28,916 10,165 
General and administrative— 55,666 23,887 
Total stock-based compensation expense related to tender offers$344 $103,822 $37,170 
v3.22.1
Joint Venture and Majority Owned Subsidiary (Tables)
 12 Months Ended
Jan. 31, 2022
Noncontrolling Interest [Abstract]  
Schedule of Variable Interest Entities
Selected financial information of JiHu, post inter-company eliminations, is as follows (in thousands):
Fiscal Year Ended January 31,
2022
Revenue$1,237 
Cost of revenue945 
Gross profit292 
Operating expenses:
Sales and marketing3,200 
Research and development2,299 
General and administrative3,589 
Total operating expenses9,088 
Loss from operations(8,796)
Other income, net67 
Net loss before income taxes(8,729)
Net loss$(8,729)
Net loss attributable to noncontrolling interest$(2,422)
January 31, 2022
Cash and cash equivalents$14,198 
Property and equipment, net769 
Other assets2,765 
Total assets$17,732 
Total liabilities$3,663 
v3.22.1
Income Taxes (Tables)
 12 Months Ended
Jan. 31, 2022
Income Tax Disclosure [Abstract]  
Schedule of Income before Income Tax, Domestic and Foreign
The components of total income (loss) from continuing operations before income taxes are as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
US$19,486 $(48,866)$(22,101)
Foreign(178,557)(140,496)(107,440)
Loss before income taxes$(159,071)$(189,362)$(129,541)
Schedule of Components of Income Tax Expense (Benefit)
The provision for (benefit from) income taxes consisted of the following (in thousands):
Fiscal Year Ended January 31,
202220212020
Current:
Federal and State$(863)$2,517 $783 
Foreign671 315 417 
Total current$(192)$2,832 $1,200 
Deferred:
Federal and State$(1,443)$— $— 
Foreign124 — — 
Total deferred$(1,319)$— $— 
Provision for (benefit from) income taxes$(1,511)$2,832 $1,200 
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,
202220212020
Tax at federal statutory rate21.0 %21.0 %21.0 %
State, net of federal benefit0.2 (0.2)(0.1)
Stock-based compensation4.5 (7.3)(4.4)
Research tax credit1.0 0.2 0.5 
Foreign rate differential6.1 2.8 3.0 
Change in valuation allowance(30.3)(18.6)(20.6)
Foreign derived intangible income deduction0.3 0.2 0.2 
Unrecognized tax benefits(1.3)— — 
Other(0.6)0.4 (0.5)
Total0.9 %(1.5)%(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,
20222021
Deferred tax assets:
Net operating loss carryforwards$99,291 $74,513 
Research tax credits1,211 — 
Deferred revenue3,811 2,411 
Accruals and other assets2,714 628 
Intangibles14,751 — 
Stock-based compensation1,587 161 
Gross deferred tax assets123,365 77,713 
Valuation allowance(115,839)(74,870)
Net deferred tax assets7,526 2,843 
Deferred tax liabilities:
Deferred contract acquisition costs(6,516)(3,756)
Acquired intangibles(1,389)— 
Net deferred tax liabilities$(379)$(913)
Schedule of Unrecognized Tax Benefits Roll Forward
The reconciliation of the Company's unrecognized tax benefits for the year ended January 31, 2022 is as follows (in thousands):
Total unrecognized tax benefits at February 1, 2021$— 
Gross increases and decreases due to tax positions taken in prior periods4,076 
Gross increases and decreases due to tax position taken in current period1,481 
Gross increases and decreases due to settlements with taxing authorities— 
Gross increases and decreases due to lapses in applicable statutes of limitations— 
Total unrecognized tax benefits at January 31, 2022
$5,557 
v3.22.1
Net Loss per Share (Tables)
 12 Months Ended
Jan. 31, 2022
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth basic and diluted loss per share for each of the periods presented (in thousands, except per share data):
Fiscal Year Ended January 31,
202220212020
Numerator:
Net loss attributable to GitLab$(155,138)$(192,194)$(130,741)
Denominator:
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted79,755 50,343 47,308 
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted$(1.95)$(3.82)$(2.76)
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):
January 31, 2022January 31, 2021
Shares subject to outstanding common stock options17,146 16,043 
Unvested RSUs in connection with business combination16 — 
Unvested early exercised stock options714 1,510 
Convertible preferred stock (on an if-converted basis)— 79,551 
RSUs3,264 — 
Shares subject to the 2021 ESPP256 — 
Warrants— 73 
Total
21,396 97,177 
v3.22.1
Related Party Transactions (Tables)
 12 Months Ended
Jan. 31, 2022
Related Party Transactions [Abstract]  
Share-based Payment Arrangement, Expensed and Capitalized, Amount
The Company recognized stock-based compensation expense (excluding the expense related to the tender offers - “Note 13. Related Party Transactions”) as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
Cost of revenue$1,300 $307 $134 
Research and development8,305 3,142 1,812 
Sales and marketing10,206 2,603 1,150 
General and administrative9,854 1,972 606 
Total stock-based compensation expense, excluding tender offers$29,665 $8,024 $3,702 
Total stock-based compensation expense related to the above-mentioned tender offers included in the consolidated statements of operations was as follows (in thousands):
Fiscal Year Ended January 31,
202220212020
Cost of revenue$— $878 $231 
Sales and marketing344 18,362 2,887 
Research and development— 28,916 10,165 
General and administrative— 55,666 23,887 
Total stock-based compensation expense related to tender offers$344 $103,822 $37,170 
v3.22.1
Commitments and Contingencies (Tables)
 12 Months Ended
Jan. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Contractual Obligation, Fiscal Year Maturity Future hosting infrastructure minimum commitments are as follows as of January 31, 2022 (in thousands):
TotalLess than 1 Year1-3 Years
Purchase commitments$72,998 $24,728 $48,270 
v3.22.1
Organization and Description of Business (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Oct. 18, 2021
USD ($)
$ / shares
shares
Jan. 31, 2019
shares
Jan. 31, 2022
USD ($)
shares
Jan. 31, 2021
USD ($)
shares
Jan. 31, 2020
USD ($)
shares
Oct. 17, 2021
USD ($)
shares
Class of Stock [Line Items]            
Stock split conversion ratio   4        
Proceeds from initial public offering, net of underwriting discounts     $ 654,552 $ 0 $ 0  
Deferred offering cost capitalized     4,700      
Deferred offering costs           $ 4,700
Payments of deferred offering costs $ 4,700   $ 4,667 $ 0 $ 0  
Convertible preferred stock, shares outstanding (in shares) | shares 79,600,000 65,546,000 0 79,551,000 79,959,000 79,600,000
Class A Common Stock | IPO            
Class of Stock [Line Items]            
Shares sold (in shares) | shares 8,940,000          
Share price (in USD per share) | $ / shares $ 77.00          
Proceeds from initial public offering, net of underwriting discounts $ 654,600          
Payments of deferred offering costs $ 33,800          
Class A Common Stock | IPO, Shares From Existing Stockholder            
Class of Stock [Line Items]            
Shares sold (in shares) | shares 2,500,000          
Proceeds from initial public offering, net of underwriting discounts $ 0          
Class A Common Stock | Over-Allotment Option            
Class of Stock [Line Items]            
Shares sold (in shares) | shares 520,000          
v3.22.1
Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details)
$ / shares in Units, shares in Thousands
 1 Months Ended 12 Months Ended
Oct. 18, 2021
USD ($)
Sep. 30, 2021
target
period
May 31, 2021
target
$ / shares
shares
Jan. 31, 2022
USD ($)
reporting_unit
obligation
segment
shares
Jan. 31, 2021
USD ($)
shares
Jan. 31, 2020
USD ($)
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Foreign exchange gains (losses)       $ (29,100,000) $ 23,400,000 $ (4,900,000)
Foreign currency translation adjustments       27,639,000 (24,005,000) 4,165,000
Restricted cash       2,500,000    
Allowance for doubtful accounts       $ 1,098,000 1,022,000  
Number of performance obligations | obligation       2    
Deferred revenue recognized       $ 87,100,000 58,100,000 29,200,000
Remaining performance obligation       $ 312,400,000 159,900,000  
Deferred contract acquisition cost, term       3 years    
Advertising expenses       $ 21,400,000 14,100,000 17,200,000
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
Payments of deferred offering costs $ 4,700,000     $ 4,667,000 $ 0 $ 0
Internal-use software            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Property and equipment, useful life       5 years    
Computers            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Property and equipment, useful life       2 years    
Minimum            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Allocation of price (as a percet)       1.00%    
Maximum            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Allocation of price (as a percet)       15.00%    
RSUs            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
RSUs granted in period (in shares) | shares       3,290 0  
Shares subject to the 2021 ESPP | 2021 Employee Stock Purchase Plan            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Look-back period (in months)   27 months        
Number of purchase periods | period   4        
Purchase period (in months)   6 months        
Discount rate (as a percent)   15.00%        
Chief Executive Officer | RSUs            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
RSUs granted in period (in shares) | shares     3,000      
Number of threshold stock price targets | target   8 8      
Chief Executive Officer | RSUs | Minimum            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Threshold stock price target (in USD per share) | $ / shares     $ 95      
Chief Executive Officer | RSUs | Maximum            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Threshold stock price target (in USD per share) | $ / shares     $ 500      
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-02-01            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Remaining performance obligation, percentage       65.00%    
Period of expected satisfaction (in months)       12 months    
One Distribution Channel | Accounts Receivable | Credit Concentration Risk            
Error Corrections and Prior Period Adjustments Restatement [Line Items]            
Concentration risk, percentage       14.00%    
v3.22.1
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Contract Acquisition Costs (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Movement in Capitalized Contract Costs [Roll Forward]      
Beginning balance $ 30,476 $ 14,375 $ 7,156
Added during the year 41,998 34,570 15,179
Amortized during the year (33,368) (18,469) (7,960)
Ending balance $ 39,106 $ 30,476 $ 14,375
v3.22.1
Revenues - Disaggregation of Revenue by Product and Service (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Disaggregation of Revenue [Line Items]      
Total revenue $ 252,653 $ 152,176 $ 81,227
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 $ 226,163 $ 132,763 $ 70,367
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 90.00% 87.00% 87.00%
Subscription—self-managed      
Disaggregation of Revenue [Line Items]      
Total revenue $ 179,564 $ 114,949 $ 65,420
Subscription—self-managed | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 72.00% 75.00% 81.00%
SaaS      
Disaggregation of Revenue [Line Items]      
Total revenue $ 46,599 $ 17,814 $ 4,947
SaaS | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 18.00% 12.00% 6.00%
License—self-managed and other      
Disaggregation of Revenue [Line Items]      
Total revenue $ 26,490 $ 19,413 $ 10,860
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 10.00% 13.00% 13.00%
License—self-managed      
Disaggregation of Revenue [Line Items]      
Total revenue $ 20,171 $ 14,525 $ 9,879
License—self-managed | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 8.00% 10.00% 12.00%
Professional services and other      
Disaggregation of Revenue [Line Items]      
Total revenue $ 6,319 $ 4,888 $ 981
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% 3.00% 1.00%
v3.22.1
Revenues - Disaggregation of Revenue by Geographic Region (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Disaggregation of Revenue [Line Items]      
Total revenue $ 252,653 $ 152,176 $ 81,227
United States      
Disaggregation of Revenue [Line Items]      
Total revenue 211,520 125,990 67,823
Europe      
Disaggregation of Revenue [Line Items]      
Total revenue 36,478 22,348 11,167
Asia Pacific      
Disaggregation of Revenue [Line Items]      
Total revenue $ 4,655 $ 3,838 $ 2,237
v3.22.1
Revenues - Narrative (Details)
 3 Months Ended 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2021
United States | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk      
Disaggregation of Revenue [Line Items]      
Concentration risk, percentage 84.00% 83.00% 83.00%
v3.22.1
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Prepaid software subscriptions $ 3,950 $ 2,185
Prepaid expenses for the Company’s events 266 673
Prepaid advertising costs 722 784
Prepaid payroll deposits 981 1,125
Prepaid insurance 4,309 9
Prepaid income taxes 3,168 785
Other prepaid expenses 1,834 1,231
Other current assets 314 500
Total prepaid expense and other current assets $ 15,544 [1] $ 7,292
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 3,814  
Less: Accumulated depreciation (543)  
Property and equipment, net 3,271 [1] $ 0
Depreciation 500  
Computer and office equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 3,049  
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 765  
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Balance Sheet Components - Schedule of Property and Equipment by Geographical Distribution (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 3,271 [1] $ 0
United States    
Property, Plant and Equipment [Line Items]    
Property and equipment, net 2,233  
China    
Property, Plant and Equipment [Line Items]    
Property and equipment, net 769  
Other countries    
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 269  
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Balance Sheet Components - Schedule of Other Long-Term Assets (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]      
Restricted cash $ 2,500 $ 0 $ 0
Security deposits 2,832 1,500  
Other long-term assets 1,819 0  
Other long-term assets $ 7,151 [1] $ 1,500  
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accrued expenses $ 8,605 $ 4,010
Income taxes payable 319 206
ESPP employee contributions 6,557 0
Indirect taxes payable 4,044 1,907
Acquisition related contingent cash consideration 3,029 0
Other current liabilities 2,017 1,225
Accrued expenses and other current liabilities $ 24,571 [1] $ 7,348
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Balance Sheet Components - Schedule of Accrued Compensation and Benefits (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accrued commissions $ 8,417 $ 6,564
Payroll taxes payable 14,506 4,906
Accrued team member related payables, excluding commissions 9,897 1,709
Total accrued compensation and benefits $ 32,820 $ 13,179
v3.22.1
Balance Sheet Components - Other Long-Term Liabilities (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Early exercised options liability $ 6,837 $ 8,103
Acquisition related contingent cash consideration 4,929 0
Acquisition related consideration withheld in an escrow 2,500 0
Deferred tax liabilities 379 913
Contingent liability for labor matters 2,573 2,062
Other long-term liabilities 784 0
Total other long-term liabilities $ 18,002 [1] $ 11,078
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Business Combination - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 03, 2021
Jan. 31, 2022
Dec. 31, 2021
Business Acquisition [Line Items]      
Intangible assets acquired, useful life   3 years  
Developed Technology      
Business Acquisition [Line Items]      
Intangible assets acquired, useful life   3 years  
Opstrace Inc.      
Business Acquisition [Line Items]      
Cash consideration held back $ 2,500    
Post-closing indemnification term 18 months    
Acquisition related costs   $ 500  
Consideration transferred $ 13,583    
Opstrace Inc. | Founders and Employees | Restricted Stock      
Business Acquisition [Line Items]      
Business combination, stock issued (in shares) 15,673    
Fair value of unvested restricted stock     $ 1,400
Opstrace Inc. | Class B Common Stock      
Business Acquisition [Line Items]      
Business combination, stock issued (in shares) 26,574    
Opstrace Inc. | Class B Common Stock | Founders and Employees      
Business Acquisition [Line Items]      
Business combination, stock issued (in shares) 15,673    
Award vesting period 4 years    
v3.22.1
Business Combination - Schedule of Total Consideration Transferred (Details) - USD ($)
$ in Thousands
Dec. 03, 2021
Jan. 31, 2022
Jan. 31, 2021
Business Acquisition [Line Items]      
Contingent cash consideration (classified under accrued expenses and other current liabilities)   $ 3,029 $ 0
Opstrace Inc.      
Business Acquisition [Line Items]      
Cash consideration $ 2,970    
Fair value of common stock issued on closing 959    
Contingent common stock consideration (classified under additional paid-in capital) 1,754    
Contingent cash consideration (classified under accrued expenses and other current liabilities) 3,007    
Contingent cash consideration (classified under other long-term liabilities) 4,893    
Consideration transferred $ 13,583    
v3.22.1
Business Combination - Schedule of Preliminary Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Dec. 03, 2021
Jan. 31, 2021
Business Acquisition [Line Items]      
Goodwill $ 8,145   $ 0
Opstrace Inc.      
Business Acquisition [Line Items]      
Cash and cash equivalents   $ 147  
Goodwill   8,145  
Accrued expenses and payroll   (178)  
Deferred tax liability   (731)  
Net assets acquired   13,583  
Opstrace Inc. | Developed Technology      
Business Acquisition [Line Items]      
Developed technology   $ 6,200  
v3.22.1
Business Combination - Schedule of Supplemental Noncash Investing Activities (Details) - Opstrace Inc.
$ in Thousands
 12 Months Ended
Jan. 31, 2022
USD ($)
Business Acquisition [Line Items]  
Noncash Or Part Noncash Acquisition, Amount Withheld In Escrow $ 2,500
Noncash Or Part Noncash Acquisition, Equity Issued 959
Noncash Or Part Noncash Acquisition, Contingent Cash Liability 7,900
Noncash Or Part Noncash Acquisition, Contingent Stock Liability $ 1,754
v3.22.1
Goodwill and Intangible Assets, Net - Rollforward of Goodwill (Details)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
USD ($)
Goodwill [Roll Forward]  
Balance as of January 31, 2021 $ 0
Addition 8,145
Balance as of January 31, 2022 $ 8,145
v3.22.1
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 7,602  
Accumulated Amortization (1,317)  
Net Book Value 6,285  
Developed technology from business combination    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 6,200  
Accumulated Amortization (334)  
Net Book Value 5,866  
Developed technology from asset acquisition    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount 1,402 $ 1,524
Accumulated Amortization (983) (727)
Net Book Value $ 419 $ 797
v3.22.1
Goodwill and Intangible Assets, Net - Narrative (Details) - USD ($)
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Acquired Finite-Lived Intangible Assets [Line Items]      
Goodwill impairment $ 0 $ 0 $ 0
Finite-lived intangible assets acquired $ 6,200,000    
Intangible assets acquired, useful life 3 years    
Amortization of intangible assets $ 665,000 $ 222,000 $ 0
Developed Technology      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible assets acquired, useful life 3 years    
Developed technology from business combination      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible assets acquired, useful life 2 years 9 months 18 days    
Developed technology from asset acquisition      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible assets acquired, useful life 1 year 3 months 18 days    
v3.22.1
Goodwill and Intangible Assets, Net - Schedule of Future Amortization Expense (Details)
$ in Thousands
Jan. 31, 2022
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
2023 $ 2,381
2024 2,172
2025 1,732
Total future amortization $ 6,285
v3.22.1
Debt Financing (Details)
$ in Millions
Apr. 02, 2019
USD ($)
Loan and Security Agreement | Line of Credit  
Line of Credit Facility [Line Items]  
Maximum borrowing capacity $ 15
v3.22.1
Team Member Benefit Plans (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Retirement Benefits [Abstract]      
Defined contribution plan, contribution amount $ 2.8 $ 1.9 $ 0.9
v3.22.1
Equity - Narrative (Details)
 1 Months Ended 3 Months Ended 12 Months Ended
Feb. 01, 2022
shares
Oct. 18, 2021
USD ($)
$ / shares
shares
Sep. 30, 2021
target
shares
May 31, 2021
USD ($)
target
$ / shares
shares
Apr. 30, 2021
Apr. 30, 2016
Jan. 31, 2022
USD ($)
vote
$ / shares
shares
Jan. 31, 2021
USD ($)
$ / shares
shares
Jan. 31, 2020
USD ($)
$ / shares
shares
Oct. 17, 2021
USD ($)
shares
Jan. 31, 2019
USD ($)
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 0      
Preferred stock, par value (in USD per share) | $ / shares   $ 0.0000025         $ 0.0000025 $ 0.0000025      
Proceeds from initial public offering, net of underwriting discounts             $ 654,552,000 $ 0 $ 0    
Payments of deferred offering costs   $ 4,700,000         $ 4,667,000 $ 0 $ 0    
Deferred offering costs                   $ 4,700,000  
Shares subject to repurchase obligation (in shares) | shares             713,967 1,197,150      
Deferred compensation liability, noncurrent             $ 6,800,000 $ 8,100,000      
Convertible preferred stock, shares outstanding (in shares) | shares   79,600,000         0 79,551,000 79,959,000 79,600,000 65,546,000
Carrying value of convertible preferred stock             $ 0 [1] $ 424,904,000 $ 425,146,000 $ 424,904,000 $ 156,969,000
Award vesting period (in years)             4 years        
Additional shares added (in shares) | shares             22,532,000 5,788,000      
Aggregate intrinsic value, options vested             $ 10,800,000 $ 8,200,000 $ 1,800,000    
Options granted (in USD per share) | $ / shares             $ 10.81 $ 3.55 $ 2.04    
Intrinsic value of options exercised             $ 280,500,000 $ 33,800,000 $ 16,000,000    
Compensation expense not yet recognized             101,800,000 26,800,000      
Stock-based compensation             29,665,000 8,024,000 3,702,000    
Tax benefit for stock-based compensation expense             $ 7,000,000 $ 0 $ 0    
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         1,500,000,000 163,000,000      
Common stock, par value (in USD per share) | $ / shares   $ 0.0000025         $ 0.0000025 $ 0.0000025      
Voting rights, vote per share | vote             1        
Class A Common Stock | IPO                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Shares sold (in shares) | shares   8,940,000                  
Share price (in USD per share) | $ / shares   $ 77.00                  
Proceeds from initial public offering, net of underwriting discounts   $ 654,600,000                  
Payments of deferred offering costs   $ 33,800,000                  
Class A Common Stock | Over-Allotment Option                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Shares sold (in shares) | shares   520,000                  
Class A Common Stock | IPO, Shares From Existing Stockholder                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Shares sold (in shares) | shares   2,500,000                  
Proceeds from initial public offering, net of underwriting discounts   $ 0                  
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         250,000,000 163,000,000      
Common stock, par value (in USD per share) | $ / shares   $ 0.0000025         $ 0.0000025 $ 0.0000025      
Voting rights, vote per share | vote             10        
2021 Equity Incentive Plan | Class A Common Stock                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Common stock reserved for future issuance (in shares) | shares     13,032,289                
2021 Equity Incentive Plan | Class A Common Stock | Subsequent Event                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Additional shares added (in shares) | shares 7,344,382                    
Shares subject to the 2021 ESPP                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Dividend yield             0.00%        
Risk-free interest rate             0.07%        
Shares subject to the 2021 ESPP | 2021 Employee Stock Purchase Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Period for recognition (in years)             3 months 18 days        
Compensation expense not yet recognized             $ 6,900,000        
Stock-based compensation             $ 5,100,000        
Discount rate (as a percent)     15.00%                
Look-back period (in months)     27 months                
Shares subject to the 2021 ESPP | 2021 Employee Stock Purchase Plan | Class A Common Stock                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Common stock reserved for future issuance (in shares) | shares     3,271,090                
Automatic annual increase period (in years)     10 years                
Shares subject to the 2021 ESPP | 2021 Employee Stock Purchase Plan | Class A Common Stock | Subsequent Event                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Additional shares added (in shares) | shares 1,468,876                    
Stock options                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Period for recognition (in years)         1 year 3 months 18 days   2 years 3 months 18 days        
Dividend yield             0.00% 0.00% 0.00%    
Risk-free interest rate             1.10% 0.50% 1.90%    
Stock options | 2015 Equity Incentive Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Expiration period (in years)           10 years          
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          
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]                      
RSUs granted in period (in shares) | shares             3,290,000 0      
RSUs | Chief Executive Officer                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
RSUs granted in period (in shares) | shares       3,000,000              
Grant date fair value       $ 8,800,000              
Share price volatility (as a percent)       45.00%              
Risk-free interest rate       1.52%              
Number of threshold stock price targets | target     8 8              
Compensation expense not yet recognized       $ 8,800,000     $ 7,600,000        
Stock-based compensation             $ 1,200,000        
RSUs | Chief Executive Officer | Minimum                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Period for recognition (in years)       2 years 9 months 29 days              
Threshold stock price target (in USD per share) | $ / shares       $ 95              
RSUs | Chief Executive Officer | Maximum                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
Period for recognition (in years)       7 years 6 months              
Threshold stock price target (in USD per share) | $ / shares       $ 500              
RSUs | 2021 Equity Incentive Plan                      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                      
RSUs granted in period (in shares) | shares             300,000        
RSU grant date fair value (in dollars per share) | $ / shares             $ 82.10        
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        
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 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 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Equity - Schedule of Stock Reserved For Future Issuance (Details)
$ / shares in Units, $ in Millions
Nov. 18, 2021
USD ($)
shares
Jan. 31, 2022
tranche
$ / shares
shares
Oct. 18, 2021
shares
Oct. 17, 2021
shares
Jan. 31, 2021
shares
Jan. 31, 2020
shares
Jan. 31, 2019
shares
Class of Stock [Line Items]              
Convertible preferred stock, shares outstanding (in shares)   0 79,600,000 79,600,000 79,551,000 79,959,000 65,546,000
Options issued and outstanding (in shares)   17,146,000     16,043,000 16,253,000 9,817,000
Shares available for issuance under Equity Incentive Plans (in shares)   18,248,000     4,796,000 1,540,000  
Warrant exercise price (in USD per share) | $ / shares   $ 1.18          
Warrants issued, number of tranches | tranche   2          
Class A and Class B common stock              
Class of Stock [Line Items]              
Convertible preferred stock, shares outstanding (in shares)         79,551,000    
Options issued and outstanding (in shares)   17,146,000     16,043,000    
Shares available for issuance under Equity Incentive Plans (in shares)   18,248,000     4,796,000    
Shares reserved for issuance to charitable organizations (in shares)   1,636,000          
Warrants issued and outstanding (in shares)   0     73,000    
Common stock reserved for future issuance (in shares)   43,581,000     100,463,000    
Class B Common Stock              
Class of Stock [Line Items]              
Common stock issued for warrant exercises (in shares) 72,772            
Proceeds from the issuance of common stock upon exercise of stock options, including early exercises, net of repurchases | $ $ 0.1            
RSUs | Class A and Class B common stock              
Class of Stock [Line Items]              
Share-based compensation awards other than options (in shares)   3,280,000          
Shares subject to the 2021 ESPP | Class A and Class B common stock              
Class of Stock [Line Items]              
Share-based compensation awards other than options (in shares)   3,271,000          
v3.22.1
Equity - Summary of Convertible Preferred Stock Outstanding (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Oct. 17, 2021
Jan. 31, 2021
Jan. 31, 2020
Jan. 31, 2019
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares) 0 79,959,000 79,959,000    
Convertible preferred stock, shares issued (in shares) 0 79,551,000 79,551,000    
Carrying value of convertible preferred stock $ 0 [1] $ 424,904 $ 424,904 $ 425,146 $ 156,969
Series safe A1          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   539,000      
Convertible preferred stock, shares issued (in shares)   539,000      
Carrying value of convertible preferred stock   $ 100      
Series safe A2          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   5,111,000      
Convertible preferred stock, shares issued (in shares)   4,911,000      
Carrying value of convertible preferred stock   $ 1,105      
Series safe A3          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   1,600,000      
Convertible preferred stock, shares issued (in shares)   1,600,000      
Carrying value of convertible preferred stock   $ 450      
Series A          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   12,393,000      
Convertible preferred stock, shares issued (in shares)   12,393,000      
Carrying value of convertible preferred stock   $ 3,954      
Series B          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   21,109,000      
Convertible preferred stock, shares issued (in shares)   20,901,000      
Carrying value of convertible preferred stock   $ 19,743      
Series C          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   12,282,000      
Convertible preferred stock, shares issued (in shares)   12,282,000      
Carrying value of convertible preferred stock   $ 21,935      
Series D          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   12,512,000      
Convertible preferred stock, shares issued (in shares)   12,512,000      
Carrying value of convertible preferred stock   $ 109,440      
Series E          
Class of Stock [Line Items]          
Convertible preferred stock, shares authorized (in shares)   14,413,000      
Convertible preferred stock, shares issued (in shares)   14,413,000      
Carrying value of convertible preferred stock   $ 268,177      
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Equity - Awards Available for Grant (Details) - shares
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award, Awards Available For Grant [Roll Forward]      
Balance, beginning of period (in shares) 4,796,000 1,540,000  
Awards authorized (in shares) 22,532,000 5,788,000  
Options granted (in shares) (7,936,000) (4,622,000) (10,632,000)
Options cancelled and forfeited (in shares) 2,044,000 1,970,000  
Options repurchased (in shares) 92,000 120,000  
Balance, end of period (in shares) 18,248,000 4,796,000 1,540,000
RSUs      
Share-based Compensation Arrangement by Share-based Payment Award, Awards Available For Grant [Roll Forward]      
RSUs granted (in shares) (3,290,000) 0  
RSUs cancelled and forfeited (in shares) 10,000 0  
v3.22.1
Equity - Summary of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Jan. 31, 2019
Number of Stock Options Outstanding (in thousands)        
Balance, beginning of period (in shares) 16,043,000 16,253,000 9,817,000  
Options granted (in shares) 7,936,000 4,622,000 10,632,000  
Options exercised (in shares) (4,789,000) (2,862,000) (2,141,000)  
Options cancelled (in shares) (81,000) (79,000) (164,000)  
Options forfeited (in shares) (1,963,000) (1,891,000) (1,891,000)  
Balance, end of period (in shares) 17,146,000 16,043,000 16,253,000 9,817,000
Exercisable (in shares) 17,146,000      
Options vested (in shares) 4,968,000      
Options expected to vest (in shares) 12,178,000      
Weighted Average Exercise Price        
Balance, beginning of period (in USD per share) $ 6.33 $ 4.56 $ 1.67  
Options granted (in USD per share) 18.68 11.27 6.20  
Options exercised (in USD per share) 5.40 4.87 1.44  
Options cancelled (in USD per share) 6.20 3.79 0.61  
Options forfeited (in USD per share) 10.47 5.50 2.64  
Balance, end of period (in USD per share) 11.83 $ 6.33 $ 4.56 $ 1.67
Options vested (in USD per share) 5.22      
Options expected to vest (in USD per share) $ 14.52      
Weighted Average Remaining Years        
Beginning balance (in years) 8 years 2 months 26 days 8 years 4 months 20 days 9 years 10 days 8 years 9 months 14 days
Options granted (in years) 8 years 6 months 9 years 1 month 9 days 8 years 11 months 26 days  
Options exercised (in years) 5 years 25 days 5 years 6 months 21 days 4 years 10 months 28 days  
Options vested (in years) 7 years 1 month 2 days      
Options expected to vest (in years) 8 years 8 months 15 days      
Aggregate Intrinsic value (in millions)        
Beginning balance $ 166.6 $ 70.6 $ 24.0  
Ending balance 894.8 $ 166.6 $ 70.6 $ 24.0
Options vested 292.1      
Options expected to vest $ 602.8      
v3.22.1
Equity - Schedule of Weighted Average Fair Value Assumptions (Details)
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate 1.10% 0.50% 1.90%
Weighted-average volatility 43.50% 31.90% 30.30%
Weighted-average expected term (in years) 6 years 1 month 6 days 6 years 7 days 6 years 14 days
Dividend yield 0.00% 0.00% 0.00%
Shares subject to the 2021 ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate 0.07%    
Weighted-average volatility 38.47%    
Weighted-average expected term (in years) 6 months 25 days    
Dividend yield 0.00%    
v3.22.1
Equity - Stock-Based Compensation Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense, excluding tender offers $ 29,665 $ 8,024 $ 3,702
Cost of revenue      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense, excluding tender offers 1,300 307 134
Research and development      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense, excluding tender offers 8,305 3,142 1,812
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense, excluding tender offers 10,206 2,603 1,150
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Total stock-based compensation expense, excluding tender offers $ 9,854 $ 1,972 $ 606
v3.22.1
Joint Venture and Majority Owned Subsidiary - Narrative (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Apr. 30, 2021
USD ($)
Feb. 28, 2021
USD ($)
investor
Jan. 31, 2022
USD ($)
Jan. 31, 2021
USD ($)
Jan. 31, 2020
USD ($)
Jul. 31, 2018
USD ($)
Noncontrolling Interest [Line Items]            
Number of investors | investor   2        
Investment duration (in years)   50 years        
Intangible assets, net     $ 6,285 [1] $ 797    
Contributions received from noncontrolling interests $ 4,200   $ 26,450 $ 0 $ 0  
JiHu            
Noncontrolling Interest [Line Items]            
Ownership percentage   72.25%        
Ownership percentage by noncontrolling owners   27.75%        
Meltano Inc.            
Noncontrolling Interest [Line Items]            
Ownership percentage by noncontrolling owners 12.00%          
Variable Interest Entity, Primary Beneficiary            
Noncontrolling Interest [Line Items]            
Net assets   $ 80,000        
Subsidiaries | Meltano Inc.            
Noncontrolling Interest [Line Items]            
Intangible assets, net           $ 400
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Joint Venture and Majority Owned Subsidiary - Schedule of Inter-Company Eliminations (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Noncontrolling Interest [Line Items]      
Revenue $ 252,653 $ 152,176 $ 81,227
Cost of revenue 29,985 18,463 9,376
Gross profit 222,668 133,713 71,851
Sales and marketing 190,754 154,086 99,225
Research and development 97,217 106,643 59,364
General and administrative 63,654 86,868 41,629
Total operating expenses 351,625 347,597 200,218
Loss from operations (128,957) (213,884) (128,367)
Other income, net (30,850) 23,452 (4,800)
Net loss (157,560) (192,194) (130,741)
Net loss attributable to noncontrolling interest (2,422) 0 0
Cash and cash equivalents 884,672 [1] 282,850 $ 343,327
Property and equipment, net 3,271 [1] 0  
Total assets 1,091,438 [1] 362,566  
Total liabilities 292,169 [1] $ 168,884  
Variable Interest Entity, Primary Beneficiary      
Noncontrolling Interest [Line Items]      
Revenue 1,237    
Cost of revenue 945    
Gross profit 292    
Sales and marketing 3,200    
Research and development 2,299    
General and administrative 3,589    
Total operating expenses 9,088    
Loss from operations (8,796)    
Other income, net 67    
Net loss before income taxes (8,729)    
Net loss (8,729)    
Cash and cash equivalents 14,198    
Property and equipment, net 769    
Other assets 2,765    
Total assets 17,732    
Total liabilities $ 3,663    
[1] (1) As of January 31, 2022, the consolidated balance sheet includes assets and liabilities of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $17.7 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 10. Joint Venture and Majority Owned Subsidiary” for further discussion.
v3.22.1
Income Taxes - Components of Total Income (Loss) From Continuing Operations (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Income Tax Disclosure [Abstract]      
US $ 19,486 $ (48,866) $ (22,101)
Foreign (178,557) (140,496) (107,440)
Loss before income taxes $ (159,071) $ (189,362) $ (129,541)
v3.22.1
Income Taxes - Schedule of Income Tax Expense (Benefit) (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Current:      
Federal and State $ (863) $ 2,517 $ 783
Foreign 671 315 417
Total current (192) 2,832 1,200
Deferred:      
Federal and State (1,443) 0 0
Foreign 124 0 0
Total deferred (1,319) 0 0
Provision for (benefit from) income taxes $ (1,511) $ 2,832 $ 1,200
v3.22.1
Income Taxes - Effective Income Tax Rate Reconciliation (Details)
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Income Tax Disclosure [Abstract]      
Tax at federal statutory rate 21.00% 21.00% 21.00%
State, net of federal benefit 0.20% (0.20%) (0.10%)
Stock-based compensation 4.50% (7.30%) (4.40%)
Research tax credit 1.00% 0.20% 0.50%
Foreign rate differential 6.10% 2.80% 3.00%
Change in valuation allowance (30.30%) (18.60%) (20.60%)
Foreign derived intangible income deduction 0.30% 0.20% 0.20%
Unrecognized tax benefits (1.30%) 0.00% 0.00%
Other (0.60%) 0.40% (0.50%)
Total 0.90% (1.50%) (0.90%)
v3.22.1
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Thousands
Jan. 31, 2022
Jan. 31, 2021
Deferred tax assets:    
Net operating loss carryforwards $ 99,291 $ 74,513
Research tax credits 1,211 0
Deferred revenue 3,811 2,411
Accruals and other assets 2,714 628
Intangibles 14,751 0
Stock-based compensation 1,587 161
Gross deferred tax assets 123,365 77,713
Valuation allowance (115,839) (74,870)
Net deferred tax assets 7,526 2,843
Deferred tax liabilities:    
Deferred contract acquisition costs (6,516) (3,756)
Acquired intangibles (1,389) 0
Net deferred tax liabilities $ (379) $ (913)
v3.22.1
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Valuation Allowance [Line Items]      
Increase in valuation allowance $ 41,000    
Deferred tax liabilities, net 379 $ 913  
Unrecognized tax benefits 5,557 0  
Unrecognized tax benefits that would effect tax rate 800    
Interest and penalties recognized 100 $ 0 $ 0
Federal      
Valuation Allowance [Line Items]      
Net operating loss carryforwards 3,000    
Federal | Research Tax Credit Carryforward      
Valuation Allowance [Line Items]      
Tax credit carryforward 1,200    
State      
Valuation Allowance [Line Items]      
Net operating loss carryforwards 63,000    
State | Research Tax Credit Carryforward      
Valuation Allowance [Line Items]      
Tax credit carryforward 600    
Foreign      
Valuation Allowance [Line Items]      
Net operating loss carryforwards $ 364,500    
v3.22.1
Income Taxes - Schedule of Unrecognized Tax Benefits (Details)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
USD ($)
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]  
Total unrecognized tax benefits at February 1, 2021 $ 0
Gross increases and decreases due to tax positions taken in prior periods 4,076
Gross increases and decreases due to tax position taken in current period 1,481
Gross increases and decreases due to settlements with taxing authorities 0
Gross increases and decreases due to lapses in applicable statutes of limitations 0
Total unrecognized tax benefits at January 31, 2022 $ 5,557
v3.22.1
Net Loss per Share - Schedule of Earning Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Earnings Per Share [Abstract]      
Net loss attributable to GitLab, Basic $ (155,138) $ (192,194) $ (130,741)
Net loss attributable to GitLab, Diluted $ (155,138) $ (192,194) $ (130,741)
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic 79,755,000 50,343,000 47,308,000
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, diluted 79,755,000 50,343,000 47,308,000
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic $ (1.95) $ (3.82) $ (2.76)
Net loss per share attributable to GitLab Class A and Class B common stockholders, diluted $ (1.95) $ (3.82) $ (2.76)
v3.22.1
Net Loss per Share - Schedule of Potentially Dilutive Securities (Details) - shares
shares in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 21,396 97,177
Shares subject to outstanding common stock options    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 17,146 16,043
Unvested RSUs in connection with business combination    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 16 0
Unvested early exercised stock options    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 714 1,510
Convertible preferred stock (on an if-converted basis)    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 0 79,551
RSUs    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 3,264 0
Shares subject to the 2021 ESPP    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 256 0
Warrants    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Potentially dilutive securities (in shares) 0 73
v3.22.1
Related Party Transactions - Narrative (Details) - Affiliated Entity - USD ($)
$ / shares in Units, $ in Millions
 1 Months Ended 12 Months Ended
Dec. 31, 2020
Jan. 31, 2022
Related Party Transaction [Line Items]    
Share repurchase, incremental cost   $ 0.3
Tender Offer    
Related Party Transaction [Line Items]    
Stock repurchased $ 194.1  
Fair value (in dollars per share) $ 16.71  
Transaction price (in dollars per share) $ 40.00  
Share repurchase, incremental cost   $ 103.3
Ordinary Shares | Tender Offer    
Related Party Transaction [Line Items]    
Shares repurchased (in shares) 3,887,156  
Preferred Stock | Tender Offer    
Related Party Transaction [Line Items]    
Shares repurchased (in shares) 408,211  
Vested Options | Tender Offer    
Related Party Transaction [Line Items]    
Shares repurchased (in shares) 556,816  
Class B Common Stock    
Related Party Transaction [Line Items]    
Shares repurchased (in shares)   13,000
Stock repurchased   $ 0.6
v3.22.1
Related Party Transactions - Schedule of Stock-Based Compensation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer $ 29,665 $ 8,024 $ 3,702
Tender Offer      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 344 103,822 37,170
Cost of revenue      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 1,300 307 134
Cost of revenue | Tender Offer      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 0 878 231
Sales and marketing      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 10,206 2,603 1,150
Sales and marketing | Tender Offer      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 344 18,362 2,887
Research and development      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 8,305 3,142 1,812
Research and development | Tender Offer      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 0 28,916 10,165
General and administrative      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer 9,854 1,972 606
General and administrative | Tender Offer      
Related Party Transaction [Line Items]      
Total stock-based compensation expense, tender offer $ 0 $ 55,666 $ 23,887
v3.22.1
Commitments and Contingencies - Narrative (Details) - USD ($)
$ in Millions
 1 Months Ended
Sep. 30, 2020
Jan. 31, 2022
Jan. 31, 2021
Commitments and Contingencies Disclosure [Abstract]      
Minimum service commitment $ 97.0    
Service commitment period (in years) 5 years    
Estimate of possible loss   $ 2.6 $ 2.3
v3.22.1
Commitments and Contingencies - Hosting Infrastructure Commitments (Details)
$ in Thousands
Jan. 31, 2022
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Total $ 72,998
Less than 1 Year 24,728
1-3 Years $ 48,270
v3.22.1
Subsequent Events (Details) - Subsequent Event - USD ($)
$ in Millions
Apr. 04, 2022
Mar. 29, 2022
JiHu    
Subsequent Event [Line Items]    
Consideration received on transaction, net of discounts   $ 29.0
Meltano Inc.    
Subsequent Event [Line Items]    
Consideration received on transaction, net of discounts $ 8.2  
v3.22.1
Schedule II: Valuation and Qualifying Accounts (Details) - SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset - USD ($)
$ in Thousands
 12 Months Ended
Jan. 31, 2022
Jan. 31, 2021
Jan. 31, 2020
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]      
Balance at Beginning of Year $ 74,870 $ 37,847 $ 14,058
Additions 40,969 37,023 23,789
Write-offs or Deductions 0 0 0
Balance at End of Year $ 115,839 $ 74,870 $ 37,847