OKTA, INC., 10-K filed on 3/5/2026
Annual Report
v3.25.4
Cover - USD ($)
$ in Billions
12 Months Ended
Jan. 31, 2026
Feb. 27, 2026
Jul. 31, 2025
Entity Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Jan. 31, 2026    
Current Fiscal Year End Date --01-31    
Document Transition Report false    
Entity File Number 001-38044    
Entity Registrant Name Okta, Inc.    
Entity Incorporation, State or Country Code DE    
Entity Address, Address Line One 100 First Street, Suite 600    
Entity Tax Identification Number 26-4175727    
Entity Address, City or Town San Francisco    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 94105    
City Area Code 888    
Local Phone Number 722-7871    
Title of 12(b) Security Class A common stock, par value $0.0001 per share    
Trading Symbol OKTA    
Security Exchange Name NASDAQ    
Entity Well-Known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Smaller Reporting Company false    
Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction false    
Shell Company false    
Entity Public Float     $ 16.4
Documents Incorporated by Reference Portions of the registrant's definitive Proxy Statement relating to the 2026 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended January 31, 2026.
   
Amendment Flag false    
Entity Central Index Key 0001660134    
Document Fiscal Year Focus 2026    
Document Period Focus FY    
Class A Common Stock      
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   169,200,461  
Class B Common Stock       
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   7,687,471  
v3.25.4
Audit Information
12 Months Ended
Jan. 31, 2026
Audit Information [Abstract]  
Auditor Name Ernst & Young LLP
Auditor Location San Jose, California
Auditor Firm ID 42
v3.25.4
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Current assets:    
Cash and cash equivalents $ 858 $ 409
Short-term investments 1,695 2,114
Accounts receivable, net 687 621
Deferred commissions 171 140
Prepaid expenses and other current assets 233 132
Total current assets 3,644 3,416
Property and equipment, net 38 43
Operating lease right-of-use assets 65 74
Deferred commissions, noncurrent 332 267
Intangible assets, net 91 138
Goodwill 5,487 5,448
Other assets 53 51
Total assets 9,710 9,437
Current liabilities:    
Accounts payable 12 13
Accrued expenses and other current liabilities 104 103
Accrued compensation 213 207
Convertible senior notes, net 350 509
Deferred revenue 1,875 1,691
Total current liabilities 2,554 2,523
Convertible senior notes, net, noncurrent 0 349
Operating lease liabilities, noncurrent 72 94
Deferred revenue, noncurrent 30 27
Other liabilities, noncurrent 55 39
Total liabilities 2,711 3,032
Commitments and contingencies (Note 10)
Stockholders’ equity:    
Preferred stock 0 0
Additional paid-in capital 9,553 9,219
Accumulated other comprehensive income (loss) 13 (12)
Accumulated deficit (2,567) (2,802)
Total stockholders’ equity 6,999 6,405
Total liabilities and stockholders’ equity 9,710 9,437
Class A Common Stock     
Stockholders’ equity:    
Common stock 0 0
Class B Common Stock     
Stockholders’ equity:    
Common stock $ 0 $ 0
v3.25.4
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Jan. 31, 2026
Jan. 31, 2025
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, authorized (in shares) 100,000,000 100,000,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Class A Common Stock     
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 1,000,000,000 1,000,000,000
Common stock, issued (in shares) 169,670,000 165,650,000
Common stock, outstanding (in shares) 169,670,000 165,650,000
Class B Common Stock     
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 120,000,000 120,000,000
Common stock, issued (in shares) 7,687,000 7,809,000
Common stock, outstanding (in shares) 7,687,000 7,809,000
v3.25.4
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Revenue      
Total revenue $ 2,919 $ 2,610 $ 2,263
Cost of revenue      
Total cost of revenue 661 618 581
Gross profit 2,258 1,992 1,682
Operating expenses      
Research and development 639 642 656
Sales and marketing 1,018 965 1,036
General and administrative 448 448 450
Restructuring and other charges 4 11 56
Total operating expenses 2,109 2,066 2,198
Operating income (loss) 149 (74) (516)
Interest expense (4) (5) (8)
Interest income and other, net 110 106 81
Gain on early extinguishment of debt 0 19 106
Interest and other, net 106 120 179
Income (loss) before provision for income taxes 255 46 (337)
Provision for income taxes 20 18 18
Net income (loss) $ 235 $ 28 $ (355)
Net income (loss) per share, basic (in dollars per share) $ 1.33 $ 0.16 $ (2.17)
Net income (loss) per share, diluted (in dollars per share) $ 1.31 $ 0.06 $ (2.17)
Weighted-average shares used to compute net income (loss) per share, basic (in shares) 175,882 169,569 163,634
Weighted-average shares used to compute net income (loss) per share, diluted (in shares) 179,290 175,086 163,634
Subscription      
Revenue      
Total revenue $ 2,855 $ 2,556 $ 2,205
Cost of revenue      
Total cost of revenue 578 549 502
Professional services and other      
Revenue      
Total revenue 64 54 58
Cost of revenue      
Total cost of revenue $ 83 $ 69 $ 79
v3.25.4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Statement of Comprehensive Income [Abstract]      
Net income (loss) $ 235 $ 28 $ (355)
Other comprehensive income (loss):      
Net change in unrealized gains or losses on available-for-sale securities 0 0 26
Foreign currency translation adjustments 25 (6) 1
Other comprehensive income (loss) 25 (6) 27
Comprehensive income (loss) $ 260 $ 22 $ (328)
v3.25.4
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
shares in Thousands, $ in Millions
Total
Common Stock
Common Stock
Class A Common Stock 
Common Stock
Class A Common Stock 
Conversion of Class B common stock to Class A common stock
Common Stock
Class B Common Stock 
Common Stock
Class B Common Stock 
Conversion of Class B common stock to Class A common stock
Additional Paid-in Capital
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit
Beginning balance (in shares) at Jan. 31, 2023     154,009   7,300        
Beginning balance at Jan. 31, 2023 $ 5,466   $ 0   $ 0   $ 7,974 $ (33) $ (2,475)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock, net (in shares)     5,850            
Issuance of common stock, net 67           67    
Conversion of convertible securities (in shares)       9   (9)      
Proceeds from hedges related to convertible senior notes (in shares)     (33)            
Stock-based compensation 690           690    
Settlement of warrants (7)           (7)    
Other comprehensive loss (income) 27             27  
Net income (loss) (355)               (355)
Ending balance (in shares) at Jan. 31, 2024     159,835   7,291        
Ending balance at Jan. 31, 2024 5,888   $ 0   $ 0   8,724 (6) (2,830)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock, net (in shares)     5,710   623        
Issuance of common stock, net 74           74    
Taxes withheld related to net share settlement of equity awards (149)           (149)    
Conversion of convertible securities (in shares)       105   (105)      
Stock-based compensation 570           570    
Other comprehensive loss (income) (6)             (6)  
Net income (loss) 28               28
Ending balance (in shares) at Jan. 31, 2025     165,650   7,809        
Ending balance at Jan. 31, 2025 6,405   $ 0   $ 0   9,219 (12) (2,802)
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Issuance of common stock, net (in shares)     4,543   230        
Issuance of common stock, net 53           53    
Taxes withheld related to net share settlement of equity awards (191)           (191)    
Common stock repurchased (in shares)   (875)              
Common stock repurchased (79)           (79)    
Conversion of convertible securities (in shares)       352   (352)      
Settlement of capped calls related to convertible senior notes 2           2    
Stock-based compensation 549           549    
Other comprehensive loss (income) 25             25  
Net income (loss) 235               235
Ending balance (in shares) at Jan. 31, 2026     169,670   7,687        
Ending balance at Jan. 31, 2026 $ 6,999   $ 0   $ 0   $ 9,553 $ 13 $ (2,567)
v3.25.4
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Cash flows from operating activities:      
Net income (loss) $ 235 $ 28 $ (355)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:      
Stock-based compensation 544 565 684
Depreciation and amortization 96 98 99
Amortization of deferred commissions 161 130 104
Deferred income taxes 13 2 6
Lease impairment charges 0 0 28
Gain on early extinguishment of debt 0 (19) (106)
Other, net 8 (1) (2)
Changes in operating assets and liabilities:      
Accounts receivable (70) (63) (79)
Deferred commissions (245) (186) (158)
Prepaid expenses and other assets (33) (37) (32)
Operating lease right-of-use assets 18 20 23
Accounts payable (2) 1 0
Accrued compensation 1 41 68
Accrued expenses and other liabilities 1 (3) 21
Operating lease liabilities (30) (33) (39)
Deferred revenue 187 207 250
Net cash provided by operating activities 884 750 512
Cash flows from investing activities:      
Capitalized software (12) (12) (15)
Purchases of property and equipment (9) (8) (8)
Purchases of securities available-for-sale and other (1,505) (1,812) (1,709)
Proceeds from maturities and redemption of securities available-for-sale 1,848 1,571 2,134
Proceeds from sales of securities available-for-sale and other 5 3 62
Payments for business acquisitions, net of cash acquired (56) (56) (22)
Purchases of intangible assets 0 0 (1)
Net cash provided by (used in) investing activities 271 (314) 441
Cash flows from financing activities:      
Payments upon maturity and repurchases of convertible senior notes (510) (280) (937)
Taxes paid related to net share settlement of equity awards (192) (148) 0
Payments for warrants related to convertible senior notes 0 0 (7)
Proceeds from settlement of capped calls related to convertible senior notes 2 0 0
Repurchases of common stock (73) 0 0
Proceeds from stock option exercises 12 27 15
Proceeds from shares issued in connection with employee stock purchase plan 41 42 46
Net cash used in financing activities (720) (359) (883)
Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash 14 (4) 1
Net increase in cash, cash equivalents and restricted cash 449 73 71
Cash, cash equivalents and restricted cash at beginning of year 415 342 271
Cash, cash equivalents and restricted cash at end of year 864 415 342
Non-cash investing and financing activities:      
Unsettled common stock repurchases 6 0 0
Unsettled maturities of securities available-for-sale 69 0 0
Operating lease right-of-use assets exchanged for lease liabilities 9 9 11
Reconciliation of cash, cash equivalents, and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above:      
Cash and cash equivalents 858 409 334
Restricted cash, current included in prepaid expenses and other current assets 1 1 2
Restricted cash, noncurrent included in other assets 5 5 6
Total cash, cash equivalents and restricted cash $ 864 $ 415 $ 342
v3.25.4
Overview and Basis of Presentation
12 Months Ended
Jan. 31, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Overview and Basis of Presentation Overview and Basis of Presentation
Description of Business
Okta, Inc. (the “Company”) is the leading independent identity partner. The Company’s Okta Platform and Auth0 Platform enable customers to securely connect the right people to the right technologies and services at the right time. For IT and security leaders, the Okta Platform governs the seamless and secure access by human users and non-human identities (“NHIs”) to the applications they need to do their most important work. Developers leverage the Okta Platform and Auth0 Platform to securely and efficiently embed identity for both human users and, increasingly, AI agents into the software they build, allowing them to innovate and focus on their core mission. The Company is headquartered in San Francisco, California.
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). All intercompany balances and transactions have been eliminated in consolidation.
The Company’s fiscal year ends on January 31. References to fiscal 2026, for example, refer to the fiscal year ending January 31, 2026.
Certain prior period amounts have been reclassified to conform to the current period presentation.
Segments
The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As a result, the Company operates as one reportable segment. The Company employs a SaaS business model and generates revenue primarily by selling multi-year subscriptions to its cloud-based offerings.
The Company’s chief operating decision maker (“CODM”) is the chief executive officer. The CODM utilizes consolidated GAAP and non-GAAP measures of profit and loss to evaluate the Company’s overall performance and inform resource allocation to support strategic priorities and capital allocation needs. The profit and loss measure most consistent with GAAP used by the CODM is consolidated net income.
The CODM is regularly provided with budgeted expense information and consolidated expense data. Accordingly, significant segment expenses are inherently reflected in the consolidated financial statements and related notes.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation.
Foreign Currency
The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2026, 2025 or 2024. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.
v3.25.4
Summary of Significant Accounting Policies
12 Months Ended
Jan. 31, 2026
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Revenue Recognition
Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platforms through arrangements that are generally one to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platforms and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.
Revenue recognition is determined through the following steps:
Identification of the contract, or contracts, with a customer;
Identification of the performance obligations in the contract;
Determination of the transaction price;
Allocation of the transaction price to the performance obligations in the contract; and
Recognition of revenue when, or as, the performance obligations are satisfied.
The Company recognizes revenue net of any applicable value added or sales tax.
Subscription Revenue
Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.
Professional Services Revenue
Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.
Contracts with Multiple Performance Obligations
Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis.
The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.
Deferred Revenue
Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.
Deferred Commissions
Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology life and other factors.
Sales commissions for renewal contracts are deferred and then amortized on a straight-line basis over the average contractual term of two years.
Sales commissions capitalized as contract costs totaled $245 million and $186 million in fiscal 2026 and 2025, respectively. Amortization of contract costs totaled $161 million, $130 million and $104 million in fiscal 2026, 2025 and 2024, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.
Cost of Revenue
Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platforms to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.
Research and Development
Research and development expense incurred in the normal course of business is expensed as incurred.
Software Development Costs
Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.
Advertising Expenses
Advertising costs are expensed as incurred. Advertising expense was $83 million, $68 million, and $65 million in fiscal 2026, 2025 and 2024, respectively.
Restructuring and Other Charges
Restructuring generally includes actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.
Actual results may differ from the Company’s estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.
Stock-Based Compensation
The Company’s equity incentive plans provide for granting stock options, restricted stock units (“RSUs”), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an employee stock purchase program (“ESPP”) to eligible employees.
Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period.
The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally three to four years.
The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.
The fair value of ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the offering period for ESPP awards.
The assumptions used to determine the fair value of the stock awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. Forfeitures are accounted for as they occur.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.
The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.
The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2026 and 2025.
As of January 31, 2026 and 2025, the Company’s restricted cash balance was $6 million, primarily related to letters of credit for its facility lease agreements. 
Short-Term Investments
The Company’s short-term investments comprise of U.S. treasury securities, corporate debt securities and certificates of deposit. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets.
Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors.
The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive income (loss) in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest and other, net in the consolidated statements of operations.
Strategic Investments
The Company’s strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires use of significant judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee’s financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.
Accounts Receivable and Allowances
Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.
Property and Equipment
Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.
The useful lives of property and equipment are as follows:
Useful lives
Furniture and fixtures
Shorter of 7 years or remaining lease term
Leasehold improvementsShorter of estimated useful life or remaining lease term
Business Combinations
Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill.
The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, person hours required in recreating certain acquired technologies, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.
Goodwill and Other Long-Lived Assets
Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.
Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company’s reporting unit is less than the carrying amount, including goodwill. The Company also has the option, which the Company has elected, to bypass the qualitative assessment, and perform the quantitative assessment. The quantitative assessment involves comparing the fair value of the reporting unit to its carrying value, including goodwill. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. No goodwill impairments were recorded during the years presented based on the assessments performed.
Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.
Operating Leases and Incremental Borrowing Rate
The Company leases office space under operating leases with expiration dates through 2031. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. The estimation of the incremental borrowing rate is based on an estimate of the Company’s unsecured borrowing rate, adjusted for tenor and collateralized security features. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.
For leases with a lease term of 12 months or less (“short-term leases”), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.
Loss Contingencies
The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.
Share Repurchase Program
Share repurchases are recorded on the trade date and the repurchase price is inclusive of any related fees and commissions. Shares of Class A common stock repurchased by the Company are immediately retired. The par value of the Class A common stock repurchased is deducted from common stock with the excess of repurchase price recorded to additional paid-in capital on the Company’s consolidated balance sheets.
Concentrations of Risk
Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company’s short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company’s policy is designed to limit exposure from any particular issuer or institution.
Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company’s accounts receivable balance or total revenue.
The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company’s service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.
Net Income (Loss) per Share
The Company computes basic and diluted net income (loss) per share attributable to common stockholders for Class A and Class B common stock using the two-class method required for participating securities. Under the two-class method, basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.
Diluted earnings per share attributable to common stockholders is computed by giving effect to all potential shares of common stock, including shares underlying convertible senior notes, unvested RSUs, outstanding stock options, unvested common stock and restricted stock issued in connection with certain business combinations, and ESPP obligations, to the extent they are dilutive. The dilutive effect of potentially dilutive common shares included in diluted earnings per share is determined in accordance with the treasury stock, if-converted, or contingently issuable accounting methods, depending on the nature of the security.
The rights of the holders of the Company’s Class A and Class B common stock are identical, except with respect to voting and conversion rights.
Accounting Pronouncements Recently Adopted
In December 2023, the FASB issued guidance to provide disaggregated income tax disclosures on the rate reconciliation and income taxes paid. This guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company adopted this guidance prospectively in fiscal 2026. Refer to Note 13 to the consolidated financial statements “Income Taxes” for the expanded disclosures resulting from the adoption of this guidance.
Recent Accounting Pronouncements Not Yet Adopted
In November 2024, the FASB issued guidance requiring the disclosure, in the notes to financial statements, of specified disaggregated income statement expense information. This guidance is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this guidance.
In September 2025, the FASB issued guidance to modernize the accounting for internal-use software costs to current development practices, clarifying when to begin capitalizing costs, and enhancing disclosure requirements. This guidance is effective for annual periods beginning after December 15, 2027, and interim reporting periods within those annual periods, with early adoption permitted. Entities can adopt the new standard using a prospective, modified, or retrospective transition approach. The Company is currently evaluating the impact of adopting this guidance, including the timing of adoption (early or standard) and the selection of an appropriate transition method.
v3.25.4
Restructuring and Other Charges
12 Months Ended
Jan. 31, 2026
Restructuring and Related Activities [Abstract]  
Restructuring and Other Charges Restructuring and Other Charges
The following table summarizes the Company’s restructuring and other charges during fiscal 2026, 2025 and 2024:
Year Ended January 31,
202620252024
(dollars in millions)
Severance and termination benefit costs$$11 $28 
Lease impairment charges— — 28
Total$$11 $56 
The following table summarizes the Company’s restructuring liability related to severance and termination benefit costs that is included in Accrued expenses and other current liabilities on the consolidated balance sheets:
Severance and termination benefit costs
(dollars in millions)
Balance as of January 31, 2024
$24 
Restructuring charges11 
Cash payments(24)
Balance as of January 31, 2025
11 
Restructuring charges
Cash payments(11)
Balance as of January 31, 2026
$
Severance and termination benefits are provided primarily under ongoing arrangements and are accrued when the obligation is probable and the amount can be reasonably estimated.
During fiscal 2026, the Company recognized $4 million in restructuring costs related to an insignificant workforce reduction that is expected to be substantially complete by the first quarter of fiscal 2027.
During fiscal 2025, the Company recognized $11 million in restructuring costs that was substantially complete by the first quarter of fiscal 2026.
During fiscal 2024, the Company recognized $24 million in restructuring costs that was substantially complete by the first quarter of fiscal 2025. Other charges during fiscal 2024 included $28 million in lease impairments and $4 million in severance for separate insignificant workforce reductions.
v3.25.4
Cash Equivalents and Investments
12 Months Ended
Jan. 31, 2026
Investments, Debt and Equity Securities [Abstract]  
Cash Equivalents and Investments Cash Equivalents and Investments
Cash Equivalents and Short-term Investments
Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
 Three levels of inputs may be used to measure as follows:
Level 1 — Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in active markets.
Level 2 — Valuations based on other inputs that are directly or indirectly observable in the marketplace.
Level 3 — Valuations based on unobservable inputs that are supported by little or no market activity.
The following table presents the estimated fair value of cash equivalents and short-term investments:
As of January 31,
 20262025
(dollars in millions)
Cash equivalents:
Money market funds (Level 1)
$654 $225 
Certificates of deposit (Level 2)
— 23 
U.S. treasury securities (Level 2)
16 — 
Total cash equivalents670 248 
Level 2:
Short-term investments (Available-for-sale):
 
U.S. treasury securities1,459 1,788 
Corporate debt securities180 281 
Certificates of deposit
56 45 
Total short-term investments1,695 2,114 
Total$2,365 $2,362 
The following table presents the contractual maturities of the Company’s short-term investments:
 As of January 31, 2026
 
Estimated Fair Value
(dollars in millions)
Due within one year$1,387 
Due between one to five years308 
Total$1,695 
Interest receivable of $24 million is included in Prepaid expenses and other current assets on the consolidated balance sheets as of January 31, 2026 and 2025.
There were no material differences between the estimated fair value and amortized cost of cash equivalents and short-term investments as of January 31, 2026 and 2025.
For available-for-sale debt securities that have unrealized losses, there were no material credit or non-credit related impairments for short-term investments as of January 31, 2026 and 2025.
Strategic Investments
Strategic investments primarily include equity investments in privately-held companies, which do not have a readily determinable fair value. Strategic investments are classified as Level 3 in the fair value hierarchy as nonrecurring fair value measurements may include observable and unobservable inputs. As of January 31, 2026 and 2025, the balance of strategic investments was $33 million and $30 million, respectively.
v3.25.4
Goodwill and Intangible Assets, net
12 Months Ended
Jan. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, net Goodwill and Intangible Assets, net
Goodwill
As of January 31, 2026 and 2025, goodwill was $5,487 million and $5,448 million, respectively. No goodwill impairments were recorded during fiscal 2026, 2025 and 2024.
Intangible Assets, net
Intangible assets consisted of the following:
 As of January 31, 2026
GrossAccumulated AmortizationNet
(dollars in millions)
Purchased developed technology$214 $(179)$35 
Customer relationships116 (106)10 
Capitalized internal-use software costs72 (32)40 
Trade name21 (20)
Other(2)
 $430 $(339)$91 

 As of January 31, 2025
GrossAccumulated AmortizationNet
(dollars in millions)
Purchased developed technology$239 $(179)$60 
Customer relationships116 (85)31 
Capitalized internal-use software costs54 (19)35 
Trade name21 (16)
Other10 (3)
 $440 $(302)$138 
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
As of January 31,
20262025
Purchased developed technology2.1 years1.9 years
Customer relationships0.9 years1.6 years
Trade name0.3 years1.3 years
As of January 31, 2026, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:
Remaining Amortization
(dollars in millions)
2027$45 
202824 
202917 
2030
2031
Total$91 
Amortization expense of intangible assets was $83 million, $85 million and $87 million in fiscal 2026, 2025 and 2024, respectively.
v3.25.4
Property and Equipment, net
12 Months Ended
Jan. 31, 2026
Property, Plant and Equipment [Abstract]  
Property and Equipment, net Property and Equipment, net
Property and equipment consisted of the following:
 As of January 31,
 20262025
(dollars in millions)
Furniture and fixtures$18 $15 
Leasehold improvements90 84 
Property and equipment, gross108 99 
Less accumulated depreciation(70)(56)
Property and equipment, net$38 $43 
Depreciation expense was $13 million in fiscal 2026 and 2025 and $12 million in fiscal 2024
v3.25.4
Deferred Revenue and Performance Obligations
12 Months Ended
Jan. 31, 2026
Revenue from Contract with Customer [Abstract]  
Deferred Revenue and Performance Obligations Deferred Revenue and Performance Obligations
Deferred Revenue
Deferred revenue, which is a contract liability, consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s contracts with customers and is recognized as the revenue recognition criteria are met.
Subscription revenue recognized during fiscal 2026 and 2025 that was included in the deferred revenue balances at the beginning of the respective periods was $1,674 million and $1,456 million, respectively.
Transaction Price Allocated to the Remaining Performance Obligations
Transaction price allocated to the remaining performance obligations represents all future, non-cancelable contracted revenue that has not yet been recognized, inclusive of deferred revenue that has been invoiced and non-cancelable amounts that will be invoiced and recognized as revenue in future periods.
Total remaining non-cancelable performance obligations under subscription contracts with customers was approximately $4,827 million as of January 31, 2026. Of this amount, the Company expects to recognize revenue of approximately $2,513 million, or 52%, over the next 12 months, with the balance to be recognized as revenue thereafter.
v3.25.4
Convertible Senior Notes, Net
12 Months Ended
Jan. 31, 2026
Debt Disclosure [Abstract]  
Convertible Senior Notes, Net Convertible Senior Notes, Net
Convertible Senior Notes
The 2025 Notes and 2026 Notes are recorded at face value less unamortized debt issuance costs.
During fiscal 2025, the Company repurchased $42 million principal amount of the 2025 Notes for $40 million in cash, and $258 million principal amount of the 2026 Notes for $240 million in cash, resulting in a gain on early extinguishment of debt of $19 million.
During fiscal 2024, the Company repurchased $508 million principal amount of the 2025 Notes for $462 million in cash, and $542 million principal amount of the 2026 Notes for $475 million in cash, resulting in a gain on early extinguishment of debt of $106 million.
2025 Convertible Senior Notes
The 2025 Notes matured on September 1, 2025, and the Company settled the full then remaining $510 million principal amount outstanding in cash.
2025 Capped Calls
In connection with the pricing of the 2025 Notes, the Company entered into capped call transactions with respect to its Class A common stock. During fiscal 2026, the Company unwound and settled in cash a portion of the
2025 Capped Calls corresponding to the previously repurchased notes and all remaining 2025 Capped Calls expired upon the maturity of the 2025 Notes.
2026 Convertible Senior Notes
The 2026 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.375% per year. Interest is payable in cash semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The 2026 Notes mature on June 15, 2026, unless earlier redeemed, repurchased or converted. As of January 31, 2026, the outstanding principal balance of the 2026 Notes of $350 million is classified as a current liability due to their upcoming maturity on June 15, 2026.
The terms of the 2026 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the “2026 Indenture”). Upon conversion, the 2026 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2026 Notes are convertible at an initial conversion rate of 4.1912 shares of Class A common stock per $1,000 principal amount of the 2026 Notes, which is equal to an initial conversion price of approximately $238.60 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2026 Indenture. Prior to the close of business on the business day immediately preceding March 15, 2026, holders of the 2026 Notes may convert all or a portion of their 2026 Notes only in multiples of $1,000 principal amount, under the following circumstances:
during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2026 Notes on each applicable trading day;
during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2026 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on such trading day;
if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
upon the occurrence of specified corporate events, as described in the 2026 Indenture.
On or after March 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2026, the conditions allowing holders of the 2026 Notes to convert prior to March 15, 2026 were not met. As of January 31, 2026, the 2026 Notes are classified as current liabilities due to their upcoming maturity on June 15, 2026.
The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after June 20, 2023, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which the Company provides notice of redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.
Holders of the 2026 Notes who convert their 2026 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2026 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2026 Indenture), holders of the 2026 Notes may require the Company to repurchase all or a portion of their 2026 Notes at a price equal to 100% of the principal amount of the 2026 Notes being repurchased, plus any accrued and unpaid interest.
2026 Capped Calls
In connection with the pricing of the 2026 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2026 Capped Calls are purchased call options that give the Company the option to purchase approximately 5 million shares, subject to anti-dilution adjustments substantially identical to those in the 2026 Notes, of its Class A common stock for approximately $238.60 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2026 Notes, exercisable upon conversion of the 2026 Notes. The 2026 Capped Calls have initial cap prices of $360.14 per share (subject to adjustment) and will expire in 2026, if not exercised earlier. The 2026 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2026 Notes under certain circumstances. The 2026 Capped Calls are separate transactions and are not part of the terms of the 2026 Notes. The 2026 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period. During fiscal 2026, the Company unwound and settled in cash a portion of the 2026 Capped Calls corresponding to the previously repurchased notes.
Fair Value Measurements
As of January 31, 2026, the estimated fair value of the 2026 Notes, which are not recorded at fair value on the consolidated balance sheets, was $345 million.
The estimated fair value of the 2026 Notes, which are Level 2 financial instruments, was determined based on the quoted bid prices of the 2026 Notes in an over-the-counter market on the last available trading day of the reporting period.
v3.25.4
Leases
12 Months Ended
Jan. 31, 2026
Leases [Abstract]  
Leases Leases
The Company has entered into various non-cancelable office space operating leases with original lease periods expiring between 2026 and 2031. These leases do not contain material variable rent payments, residual value guarantees, financial covenants or other restrictions. The Company’s corporate headquarters lease in San Francisco has a 10-year term, which expires in October 2028. The Company is entitled to two five-year options to extend this lease, subject to certain requirements.
Operating lease costs were as follows:
Year Ended January 31,
202620252024
(dollars in millions)
Operating lease costs(1)
$28 $31 $34 
(1)    Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
The weighted-average remaining term of operating leases was 3.0 years and 3.8 years as of January 31, 2026 and January 31, 2025, respectively, and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.6% as of January 31, 2026 and January 31, 2025.
Maturities of operating lease liabilities, which do not include short-term leases, were as follows:
As of January 31, 2026
Fiscal Year Ending January 31:(dollars in millions)
2027$36 
202839 
202931 
2030
2031
Thereafter
Total lease payments113 
Less imputed interest and other
(12)
Total operating lease liabilities$101 
Cash payments made related to operating lease liabilities were $37 million and $41 million in fiscal 2026 and 2025, respectively.
v3.25.4
Commitments and Contingencies
12 Months Ended
Jan. 31, 2026
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Letters of Credit
In conjunction with the execution of certain office space operating leases, letters of credit in the aggregate amount of $5 million and $6 million were issued and outstanding as of January 31, 2026 and January 31, 2025, respectively. No draws have been made under such letters of credit.
Legal Matters
From time to time in the normal course of business, the Company may be subject to various legal matters such as threatened or pending claims or proceedings.
On May 20, 2022, a purported shareholder filed a putative class action lawsuit in the United States District Court for the Northern District of California against the Company and certain of its executive officers, captioned In re Okta, Inc. Securities Litigation, No. 3:22-cv-02990. The lawsuit asserted claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, alleging that the defendants made false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0, Inc. (“Auth0”). The lawsuit sought an order certifying the lawsuit as a class action and unspecified damages. The defendants moved to dismiss the amended complaint. On March 31, 2023, the court dismissed in full the claims based on the plaintiff’s allegations related to the Company’s cybersecurity controls and vulnerability to data breaches, and dismissed in part and denied in part the claims based on allegations related to the Auth0 integration. On May 28, 2024, the parties entered into a stipulation of settlement (the “Stipulation”) where, in exchange for the release and dismissal with prejudice of all claims, the Company agreed to pay and/or to cause its insurance carriers to pay a total of $60 million, which is covered through a combination of the Company’s Director & Officer (“D&O”) insurance and the balance of the Company’s $10 million retention on the primary D&O policy. The Stipulation does not constitute an admission of fault or wrongdoing by the Company or its executives. On November 19, 2024, the court granted final approval of the Stipulation and dismissed the lawsuit in its entirety, with prejudice.
Additionally, two purported shareholders filed derivative lawsuits on behalf of the Company in the United States District Court for the Northern District of California against certain of its current and former executive officers and directors, captioned O’Dell v. McKinnon et al., No. 3:22-cv-07480 (filed Nov. 28, 2022), and LR Trust v. McKinnon et al., No. 3:22-cv-08627 (filed Dec. 13, 2022) (together, the “California Federal Derivative Actions”). The California Federal Derivative Actions allege, among other things, that the defendants breached their fiduciary duties by making false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches and the Company’s integration of Auth0. The California Federal Derivative Actions seek orders permitting the plaintiffs to maintain the actions derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants, and requiring the Company to make certain reforms to its corporate governance and controls. On February 22, 2023, the court entered a stipulated order consolidating the California Federal Derivative Actions, appointing co-lead counsel
for plaintiffs, and staying the consolidated California Federal Derivative Actions during the pendency of the motion to dismiss in the securities class action lawsuit. The consolidated California Federal Derivative Actions are captioned In re Okta, Inc. Stockholder Derivative Litigation, No. 3:22-cv-07480. On May 9, 2023, the court entered a stipulated order continuing the stay through the close of discovery in the securities class action lawsuit and, on January 27, 2025, the court entered an order continuing the stay.
On April 14, 2023, another shareholder filed a substantially similar derivative lawsuit in the United States District Court for the District of Delaware against certain of the Company’s current and former executive officers and directors, captioned Buono v. McKinnon et al., No. 1:23-cv-00413 (the “Buono Action”). On May 31, 2023, the court entered a stipulated order whereby the defendants agreed to accept service and stay the Buono Action through the close of discovery in the securities class action lawsuit.
On January 25, 2024, another shareholder filed a substantially similar derivative lawsuit in the United States District Court for the District of Delaware against certain of the Company’s current and former executive officers and directors, captioned Nasr v. McKinnon, et al., No. 1:24-cv-00106 (together with the Buono Action, the “Delaware Federal Derivative Actions”). On March 18, 2024, the court entered a stipulated order whereby the defendants agreed to accept service and stay the derivative action through the close of discovery in the securities class action lawsuit.
On July 1, 2024, another shareholder filed a substantially similar derivative lawsuit in the Court of Chancery for the State of Delaware (the “Delaware Chancery Court”) against certain of the Company’s current and former executive officers and directors, captioned Grimaldi v. McKinnon, et al., C.A. No. 2024-0685-PAF (the “Grimaldi Action”). On July 19, 2024, the Delaware Chancery Court entered a stipulated order whereby the defendants agreed to accept service and to stay the derivative action through final approval of the settlement in the securities class action lawsuit.
On October 18, 2024, another shareholder filed a substantially similar derivative lawsuit in the Delaware Chancery Court against certain of the Company’s current and former executive officers and directors, captioned Duprat v. McKinnon, et al., C.A. No. 2024-1072-PAF (the “Duprat Action”). On November 8, 2024, the Delaware Chancery Court entered a stipulated order where the defendants agreed to accept service in the Duprat Action; the Grimaldi Action and the Duprat Action were consolidated (the “Delaware Chancery Actions”); and the Delaware Chancery Actions were stayed pursuant to the terms previously entered in the Grimaldi Action.
On January 10, 2025, the Company and defendants agreed in principle to the non-monetary terms of a global resolution of the California Federal Derivative Actions, the Delaware Federal Derivative Actions, and the Delaware Chancery Actions (collectively, the “Derivative Actions”), and executed a Memorandum of Understanding in connection therewith containing the agreed-upon material, non-monetary terms of the proposed settlement. The parties in the Derivative Actions subsequently agreed that the Company would not oppose a fee award to plaintiffs’ counsel of $2.25 million, which the Company, as part of the final settlement documentation, agreed to cause its D&O insurers to pay. The parties in the Derivative Actions executed a Stipulation of Settlement on June 26, 2025, and the plaintiffs in the consolidated California Federal Derivative Actions filed a motion for preliminary approval of the proposed settlement on July 1, 2025. On August 18, 2025, the court in the consolidated California Federal Derivative Actions granted preliminary approval of the proposed settlement. On October 22, 2025, the court in the consolidated California Federal Derivative Actions granted final approval of the settlement and entered a judgment dismissing the consolidated California Federal Derivative Actions with prejudice. On November 24, 2025, the court in the Delaware Federal Derivative Actions entered orders dismissing those actions with prejudice pursuant to the terms of the settlement. On December 1, 2025, the court in the Delaware Chancery Actions entered an order dismissing that consolidated action pursuant to the terms of the settlement.
Warranties and Indemnification
The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these obligations.
 The Company has entered into service-level agreements with a majority of its customers defining levels of uptime reliability and performance and permitting certain customers to receive credits for paid amounts related to subscription services when the Company fails to meet the defined levels of uptime. In very limited instances, the Company allows customers to early terminate their agreements in the event that the Company fails to meet those levels as they may constitute a breach of contract. If the customer did terminate, they would receive a refund of prepaid unused subscription fees. To date, the Company has not experienced any significant failures to meet defined levels of uptime reliability and performance as a result of those agreements and, as a result, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these warranties.
Agreements with customers and other third parties may include indemnification or other provisions under which the Company agrees to indemnify or otherwise be liable to them for losses suffered or incurred as a result of claims of intellectual property infringement, damages caused by us to property or persons, or other liabilities relating to or arising from the use of the Company’s platforms or other acts or omissions. The Company cannot reasonably estimate potential payment obligations as a result of indemnification claims because it cannot predict when and under what circumstances they may be incurred. As a result, no material liabilities have been recognized in the accompanying consolidated financial statements related to these indemnification obligations.
v3.25.4
Common Stock and Stockholders' Equity
12 Months Ended
Jan. 31, 2026
Equity [Abstract]  
Common Stock and Stockholders' Equity Common Stock and Stockholders’ Equity
Common Stock
Holders of Class A and Class B common stock are entitled to one vote per share and ten votes per share, respectively, and the shares of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder on a one-for-one basis, and are automatically converted into Class A common stock upon sale or transfer, subject to certain limited exceptions. Shares of Class A common stock are not convertible.
As of January 31, 2026, shares of common stock reserved for future issuance were as follows:
As of January 31, 2026
(shares in thousands)
Options and unvested RSUs outstanding7,828 
Available for future stock option and RSU grants43,612 
Available for ESPP9,892 
Total
61,332 
Share Repurchase Program
In January 2026, the Company’s board authorized a stock repurchase program of up to $1 billion of the Company’s outstanding shares of Class A common stock. The Company may repurchase shares of its Class A common stock from time to time through open market purchases, in privately negotiated transactions, or by other means. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18. The Company may also, from time to time, enter into Rule 10b5-1 trading plans to facilitate repurchases of shares. The timing and the amount of stock repurchases under the Share Repurchase Program will be determined by the Company’s management, based on its evaluation of factors including business and market conditions, corporate and regulatory requirements, and other considerations. The Share Repurchase Program does not obligate the Company to repurchase any specific number of shares and may be modified, suspended, or terminated at any time.
During the year ended January 31, 2026, the Company repurchased and immediately retired 875,150 shares of its Class A common stock for an aggregate amount, including commissions, of $79 million under the Share Repurchase Program. As of January 31, 2026, approximately $921 million of the originally authorized amount under the Share Repurchase Program remained available for future repurchases.
v3.25.4
Employee Incentive Plans
12 Months Ended
Jan. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Employee Incentive Plans Employee Incentive Plans
Equity Incentive Plans
The Company has two equity incentive plans: the 2009 Stock Plan (“2009 Plan”) and the 2017 Equity Incentive Plan (“2017 Plan”). All shares that remain available for future grants are under the 2017 Plan. As of January 31, 2026, options to purchase 739,356 shares of Class A common stock and 330,688 shares of Class B common stock remained outstanding.
The Company’s equity incentive plans provide for granting stock options, RSUs, restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.
Stock-based compensation expense by award type was as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Stock options$$14 $45 
RSUs 476 475 490 
Market-based RSUs
44 25 12 
ESPP 16 17 26 
Restricted stock awards34 111 
Total $544 $565 $684 
Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:
 Year Ended January 31,
 202620252024
(dollars in millions)
Cost of revenue: 
Subscription$74 $82 $75 
Professional services and other10 12 15 
Research and development196 216 277 
Sales and marketing132 131 156 
General and administrative132 124 161 
Total$544 $565 $684 
Stock Options
Options issued under the Plan generally are exercisable for periods not to exceed ten years and generally vest over four years with 25% vesting after one year and with the remainder vesting monthly thereafter in equal installments. Shares offered under the Plan may be: (i) authorized but unissued shares or (ii) treasury shares. 
A summary of stock option activity and related information was as follows:
 
Number of Options 
(in thousands)
Weighted-Average
Exercise Price 
Weighted-Average Remaining
Contractual Term
(Years)
Aggregate
Intrinsic Value
(in millions)
Outstanding as of January 31, 20252,199 $57.98 2.8$137 
Exercised (1,128)10.11 
Expired(1)30.56 
Outstanding as of January 31, 20261,070 $108.43 3.1$36 
As of January 31, 2026
Vested and expected to vest1,070 $108.43 3.1$36 
Vested and exercisable 1,070 $108.43 3.1$36 
No options were granted during fiscal 2026, 2025 and 2024. The total grant-date fair value of stock options vested was $1 million, $16 million and $48 million during fiscal 2026, 2025 and 2024, respectively. The intrinsic value of the options exercised, which represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option, was $109 million, $213 million and $57 million during fiscal 2026, 2025 and 2024, respectively. Windfall tax benefits realized upon exercise of stock options were $24 million and $47 million during fiscal 2026 and 2025, respectively, while no windfall tax benefits were realized in fiscal year 2024.
Restricted Stock Units
A summary of RSU activity and related information was as follows:
 
Number of RSUs
(in thousands)
Weighted-Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20257,479 $97.15 
Granted4,855 101.12 
Vested(4,761)103.57 
Forfeited(1,324)95.67 
Outstanding as of January 31, 20266,249 $95.66 
The Company granted 4,855,252 RSUs with an aggregate fair value of $491 million during fiscal 2026. As of January 31, 2026, there was a total of $528 million of unrecognized stock-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 1.8 years, based on vesting under the award service conditions. The total fair value of RSUs vested during fiscal 2026, 2025 and 2024 was $460 million, $375 million and $335 million, respectively.
Market-based Restricted Stock Units
A summary of market-based RSU activity and related information was as follows:
 
Number of market-based RSUs
(in thousands)
Weighted-Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 2025320 $190.08 
Granted327 199.63 
Vested(138)120.98 
Outstanding as of January 31, 2026509 $214.94 
Market-based RSUs granted in fiscal 2026 vest over each of a one-, two- and three-year performance period, each starting on February 1, 2025. The average grant date fair value per target market-based RSU was estimated
based on a Monte Carlo simulation as of the date of grant assuming expected volatility of 58.4%, a risk-free rate of 3.87%, and a dividend yield of 0%.
For each granted market-based RSU award, the number of shares that can be earned ranges from 0% to 200% of the target number of shares based on the relative performance of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the respective performance periods and subject to continuous employment through the vesting dates.
As of January 31, 2026 there was a total of $46 million of unrecognized stock-based compensation expense related to unvested market-based RSUs, which is being recognized over a weighted-average period of 0.9 years. The total fair value of market-based RSUs vested during fiscal 2026, 2025 and 2024 was $16 million, $7 million and $0 million, respectively.
Restricted Stock Awards
As of January 31, 2026, there was $20 million of unrecognized stock-based compensation expense related to unvested restricted stock awards, which is being recognized over a weighted-average period of 1.8 years based on vesting under the award service conditions.
Employee Stock Purchase Plan (ESPP)
The ESPP provides for 12-month offering periods beginning June 21 and December 21 of each year, and each offering period consists of up to two six-month purchase periods. The ESPP contains a reset provision under which the offering period resets if the fair market value of the Company’s common stock on the purchase date is less than the fair market value on the offering date.
The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
Year Ended January 31,
202620252024
Expected volatility
31% - 58%
42% - 44%
46% - 74%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
3.53% - 4.28%
4.26% - 5.36%
4.84% - 5.41%
Expected dividend yield
During fiscal 2026, the Company’s employees purchased 578,230 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $71.34 per share, with proceeds of $41 million. During fiscal 2025, the Company’s employees purchased 586,149 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $71.68 per share, with proceeds of $42 million.
As of January 31, 2026 there was $14 million of unrecognized stock-based compensation expense related to the ESPP which is being recognized over a weighted-average vesting period of 0.9 years.
Employee Defined Contribution Plan
The Company has a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees. A portion of employee contributions are matched up to a fixed maximum dollar amount per year per employee. During fiscal 2026, 2025 and 2024, matching contributions related to the plan were $17 million, $18 million and $19 million, respectively.
v3.25.4
Income Taxes
12 Months Ended
Jan. 31, 2026
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The Company is subject to taxation in the U.S. and various other state and foreign jurisdictions. The domestic and foreign components of pre-tax income (loss) for fiscal 2026, 2025 and 2024 were as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Domestic$211 $28 $(360)
Foreign44 18 23 
Income (loss) before provision for income taxes
$255 $46 $(337)
The components of the provision for income taxes for fiscal 2026, 2025 and 2024 were as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Current: 
Federal$(1)$$
State
Foreign
Total current provision for income taxes16 11 
Deferred: 
Foreign12 
Total deferred provision for income taxes
12 
Total provision for income taxes
$20 $18 $18 
For fiscal 2026, income tax expense resulted primarily from income tax expense related to profitable foreign tax jurisdictions offset by the favorable tax impact of certain U.S. tax legislation.
For fiscal 2025, income tax expense resulted primarily from profitable foreign jurisdictions, federal and state taxes resulting from limitations on tax attribute utilization, offset by the impact of tax windfalls from stock-based compensation in the United States.
For fiscal 2024, the income tax expense resulted primarily from income tax expense related to profitable foreign jurisdictions, federal and state taxes resulting from limitations on tax attribute utilization, and the tax impact of shortfalls from stock-based compensation in the United Kingdom.
On July 4, 2025, the “One Big Beautiful Bill Act” (the “Act”) was enacted. The Act, among other provisions, maintains the U.S. federal 21% corporate tax rate, makes permanent the immediate expensing of domestic research and development expenditures, allows for 100% bonus depreciation for qualified assets, and modifies the U.S. taxation of profits derived from foreign operations. The provisions of the Act have staggered effective dates beginning in 2025 and continuing through 2027. The Company’s provision for income tax reflects the impact of the enactment of the Act.
The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings and are insignificant.
A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2026 is as follows:
 
Year Ended January 31, 2026
(dollars in millions)
%
U.S. Federal Statutory Tax Rate$54 21.0 %
State and Local Income Taxes, Net of Federal (National) Income Tax Effect(1)
0.3 
Foreign Tax Effects
Australia
   Share based payment awards
1.1 
United Kingdom1.3 
Other Foreign Jurisdictions1.4 
Effect of Cross-Border Tax Laws
Foreign Derived Intangible Income Deduction(3)(1.3)
Tax Credits
Research and development tax credits(24)(9.4)
Changes in Valuation Allowances(51)(20.0)
Nontaxable or Nondeductible Items
Share base payment awards1.8 
Nondeductible Officer Compensation17 6.6 
Other1.5 
Changes in Unrecognized Tax Benefits3.3 
Other Adjustments— 0.3 
Effective Tax Rate$20 7.9 %
(1) State taxes in NY and NYC made up the majority (greater than 50%) of the tax effect in this category.
The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2025 and 2024:
 Year Ended January 31,
 20252024
Tax at federal statutory rate21.0 %21.0 %
State income taxes, net of federal benefit3.7 3.8 
Change in valuation allowance27.4 (5.6)
Stock-based compensation14.5 (28.4)
Effect of foreign operations
8.1 (0.7)
Research and development credits(51.7)5.3 
Non-deductible expenses19.2 (1.5)
Provision to return true-up
(7.1)0.2 
Unrecognized tax benefits
7.9 — 
Other, net(4.0)0.6 
Effective tax rate39.0 %(5.3)%
The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2026 and 2025 were as follows:
 As of January 31,
 20262025
(dollars in millions)
Deferred tax assets: 
Net operating loss carryforwards$720 $702 
Capitalized research expenditures241 335 
Stock-based compensation27 41 
Operating lease liabilities28 31 
Other reserves and accruals27 24 
Research and development and other credits176 146 
Total deferred tax assets1,219 1,279 
Valuation allowance(1,089)(1,144)
Total deferred tax assets, net130 135 
Deferred tax liabilities:
Deferred commissions(124)(99)
Other deferred tax liabilities(16)(15)
Operating lease right-of-use assets(18)(20)
Depreciation and amortization— (14)
Total deferred tax liabilities(158)(148)
Net deferred tax liabilities
$(28)$(13)
The Company has determined that it is not more likely than not that it will realize the benefits of its net deferred tax assets in the United States due to negative evidence such as a continued cumulative loss. Therefore, the Company has recorded a valuation allowance to reduce the carrying value of the U.S. deferred tax assets, net of U.S. deferred tax liabilities. The U.S. valuation allowance decreased by $55 million and increased by $57 million during fiscal 2026 and 2025, respectively.
As of January 31, 2026, the Company had approximately $2,781 million of federal and $2,031 million of state net operating loss carryforwards available to offset future taxable income. If not utilized, the federal and state net operating loss carryforwards will begin to expire in 2035 and 2026, respectively. As of January 31, 2026, the Company had approximately $30 million of UK net operating losses and $10 million of Israel net operating losses which do not expire.
As of January 31, 2026, the Company had federal research and development tax credit carryforwards of $158 million and California research and development tax credit carryforwards of $100 million. The federal research and development credits will start to expire in 2038 while the California research and development credits do not expire.
The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of future ownership changes as defined in Section 382 of the Internal Revenue Code and similar state tax laws.
A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year$65 $49 $43 
Additions based on tax positions related to a prior year— 
Additions based on tax positions related to current year12 
Reductions based on tax positions taken in a prior year — — (1)
Gross amount of unrecognized tax benefits as of the end of the year$78 $65 $49 
For all periods presented, the Company has an immaterial amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate. The Company’s policy is to include interest and penalties related to unrecognized tax benefits within the provision for income taxes. For all years presented, the Company has not accrued a material amount in interest and penalties related to unrecognized tax benefits.
As the Company has net operating loss carryforwards for the U.S. federal and state jurisdictions, the statute of limitations is open for all years. For material foreign jurisdictions, the tax years open to examination include the tax years 2018 and forward.
Cash paid for income taxes, net of refunds received, by jurisdiction for fiscal 2026 was as follows:
 
Year Ended January 31, 2026
 
(dollars in millions)
Federal Taxes$(3)
State Taxes
New York State
Other State Jurisdictions
Foreign Taxes
India
Israel
Japan
Other Foreign Jurisdictions
Total income taxes paid (net of refunds)
$10 
Cash paid for income taxes, net of refunds received during fiscal 2025 and 2024 was $17 million and $13 million, respectively.
v3.25.4
Net Income (Loss) Per Share
12 Months Ended
Jan. 31, 2026
Earnings Per Share [Abstract]  
Net Income (Loss) Per Share Net Income (Loss) Per Share
The following table presents the calculation of basic and diluted net income (loss) per share. Net income (loss) is reported in millions and rounded from amounts in thousands; as a result, net income (loss) per share may not recalculate exactly due to rounding.
 Year Ended January 31,
 202620252024
 Class A Class BClass A Class BClass A Class B
(dollars in millions, shares in thousands, except per share data)
Basic net income (loss) per share:
Numerator: 
Net income (loss), basic$224 $11 $27 $$(339)$(16)
Denominator:
Weighted-average shares outstanding, basic168,079 7,803 162,082 7,487 156,335 7,299 
Net income (loss) per share, basic$1.33 $1.33 $0.16 $0.16 $(2.17)$(2.17)
Diluted net income (loss) per share:
Numerator:
Net income (loss)$224 $11 $27 $$(339)$(16)
Interest and other(1)
— — (17)(1)— — 
Reallocation of net income as a result of assumed conversion of Class B to Class A common shares11 — — — — — 
Net income (loss), diluted$235 $11 $10 $— $(339)$(16)
Denominator:
Number of shares used in basic calculation168,079 7,803 162,082 7,487 156,335 7,299 
Weighted-average effect of diluted securities related to:
Employee share-based awards2,036 476 1,832 2,942 — — 
Convertible senior notes896 — 743 — — — 
Assumed conversion of Class B to Class A common shares8,279 — 10,429 — — — 
Number of shares used in diluted calculation179,290 8,279 175,086 10,429 156,335 7,299 
Net income (loss) per share, diluted$1.31 $1.31 $0.06 $0.06 $(2.17)$(2.17)
(1) Under the if-converted method, net income (loss) is adjusted to reflect the assumption that the convertible senior notes were converted at the beginning of the period.
Potentially dilutive securities excluded because they would be anti-dilutive were as follows:
Year Ended January 31,
 202620252024
(shares in thousands)
Employee share-based awards3,274 4,503 15,179 
Convertible senior notes1,468 4,170 5,473 
Total4,742 8,673 20,652 
The Company entered into capped call transactions in connection with the issuance of the convertible senior notes. The effect of the capped calls was also excluded from the calculation of diluted net income (loss) per share as the effect of the capped calls would have been anti-dilutive.
v3.25.4
Geographical Information
12 Months Ended
Jan. 31, 2026
Segment Reporting [Abstract]  
Geographical Information Geographical Information
Revenue by location is determined by the billing address of the customer. The following table sets forth revenue by geographic area:
 Year Ended January 31,
 202620252024
(dollars in millions)
United States$2,321 $2,062 $1,783 
International598 548 480 
Total$2,919 $2,610 $2,263 
Other than the United States, no individual country exceeded 10% of total revenue for fiscal 2026, 2025 and 2024.
Long-lived assets by geographic location are based on the location of the legal entity that owns the asset. The following table sets forth the Company’s long-lived assets, primarily consisting of property and equipment, net and operating lease right-of-use assets, by geographic area:
 
As of January 31,
 20262025
(dollars in millions)
United States$73 $94 
Rest of World
30 23 
Total$103 $117 
v3.25.4
Business Combinations
12 Months Ended
Jan. 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Business Combinations Business Combinations
On September 4, 2025, the Company acquired all of the outstanding equity of Axiom Security Ltd (“Axiom”), a privately held company specializing in privileged access management solutions. The acquisition of Axiom is expected to broaden the Company’s privileged access management capabilities. The acquisition date fair value of purchase consideration of $54 million was paid in cash. The Axiom acquisition was accounted for as a business combination.
The Company recorded $16 million for developed technology intangible assets with an estimated useful life of 3 years and preliminarily recorded $40 million of goodwill which is primarily attributed to the assembled workforce as well as the integration of Axiom’s technology and the Company’s technology. None of the goodwill is expected to be deductible for U.S. federal income tax purposes. The Company may continue to adjust the preliminary purchase price allocation after obtaining more information primarily relating to income based taxes and residual goodwill through the measurement period, no more than one year from the date of acquisition.
This acquisition did not have a material impact on the Company’s consolidated financial statements; therefore, historical and pro forma disclosures have not been presented.
v3.25.4
Insider Trading Arrangements
3 Months Ended
Jan. 31, 2026
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement
During the quarter ended January 31, 2026, the following directors and officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted Rule 10b5-1 trading arrangements that are intended to satisfy the affirmative defense of Rule 10b5-1 of the Exchange Act (each, a “10b5-1 Plan”).
Name and TitleAdoption DateExpiration DateAggregate Shares to be Sold (#)Aggregate Purchase Price
Shellye Archambeau
Director
December 12, 2025
Earlier of when all shares are sold and September 13, 2026
Up to 2,500
N/A
Jon Addison
Chief Revenue Officer
December 24, 2025
Earlier of when all shares are sold and June 26, 2026
Indeterminable(1)
N/A
Michael Stankey
Director
January 7, 2026
Earlier of when all shares are sold and December 13, 2026
Up to 190,000
N/A
Brett Tighe
Chief Financial Officer
January 13, 2026
Earlier of when all shares are sold and July 13, 2026
Up to 65,000
N/A
David Schellhase
Director
January 15, 2026
Earlier of when all shares are purchased and July 15, 2026
N/A
Up to $250,000
of shares
(1) Mr. Addison’s 10b5-1 Plan provides for the sale of up to 13,205 shares of our Class A common stock, plus an indeterminable number of shares to be acquired upon the future vesting of RSUs.
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Shellye Archambeau [Member]  
Trading Arrangements, by Individual  
Name Shellye Archambeau
Title Director
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 12, 2025
Expiration Date September 13, 2026
Arrangement Duration 93 days
Aggregate Available 2,500
Jon Addison [Member]  
Trading Arrangements, by Individual  
Name Jon Addison
Title Chief Revenue Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 24, 2025
Expiration Date June 26, 2026
Arrangement Duration 184 days
Aggregate Available 13,205
Michael Stankey [Member]  
Trading Arrangements, by Individual  
Name Michael Stankey
Title Director
Rule 10b5-1 Arrangement Adopted true
Adoption Date January 7, 2026
Expiration Date December 13, 2026
Arrangement Duration 340 days
Aggregate Available 190,000
Brett Tighe [Member]  
Trading Arrangements, by Individual  
Name Brett Tighe
Title Chief Financial Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date January 13, 2026
Expiration Date July 13, 2026
Arrangement Duration 181 days
Aggregate Available 65,000
David Schellhase [Member]  
Trading Arrangements, by Individual  
Name David Schellhase
Title Director
Rule 10b5-1 Arrangement Adopted true
Adoption Date January 15, 2026
Expiration Date July 15, 2026
Arrangement Duration 181 days
Aggregate Available 250,000
v3.25.4
Insider Trading Policies and Procedures
12 Months Ended
Jan. 31, 2026
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.4
Cybersecurity Risk Management and Strategy Disclosure
12 Months Ended
Jan. 31, 2026
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
Cybersecurity Risk Management and Strategy
Cybersecurity is a top priority for us. Our cybersecurity strategy is to develop a consistent framework of security controls that can apply to all business functions. To execute on this strategy, we integrate cybersecurity risk management into our broader enterprise risk management program. We also take a cross-functional approach to cybersecurity risk management by engaging teams across the business, including security, technical operations, engineering, IT, customer support, legal and communications, to implement shared processes for identifying, assessing and managing key cybersecurity risks.
We design and assess our cybersecurity risk management program against the National Institute of Standards and Technology Cybersecurity Framework (the “NIST Framework”). This does not imply that our cybersecurity risk management program satisfies any particular specifications or requirements, only that we use the NIST Framework to guide our efforts to improve our security posture. Certain of our Okta Platform product offerings have attained multiple security certifications, the details of which are described in “Our Technology” under Part I, Item I of this Annual Report on Form 10-K.
Our cybersecurity risk management program consists of technical and organizational safeguards aimed at protecting the confidentiality, integrity and availability of our systems and platforms. From time to time, management will engage external consultants and advisors to perform independent assessments and testing of the cybersecurity risk management program, or otherwise assist with aspects of the program and security controls.
Key features of our cybersecurity risk management program include:
Designated security governance, risk and compliance team. Our security governance, risk and compliance team is responsible for maintaining our cybersecurity risk management framework and risk assessments, and for tracking risk mitigation efforts. This team, together with our enterprise risk management team, monitors and regularly reports on our cybersecurity risk profile. Our internal audit team partners with these teams to provide input on the overall effectiveness of our security risk governance and management processes.
Risk assessments. We periodically perform security risk assessments to stay informed about relevant security risks. Functional teams across the business assess risks associated with their specific activities, following an established framework with supervision by the security governance, risk and compliance team. We have a management-level risk oversight committee, led by internal audit and security risk management personnel, that meets quarterly with other internal business leaders to review the results of these security risk assessments and evaluate the adequacy of any proposed mitigation plans.
Incident response planning. Our cybersecurity incident response plan outlines the processes and procedures for responding to, remediating and resolving a cybersecurity incident, and defines the roles and responsibilities of company personnel and third-party service providers who may assist in responding to such incidents. In fiscal 2026, we conducted tabletop exercises involving multiple operational teams to educate personnel on their roles in response scenarios.
Security awareness training. We require our employees and contractors to complete general cybersecurity awareness training at least annually. These training sessions advise on employee responsibilities and relevant policies designed to protect us, our information systems and data, as well as our customers’ systems and data. From time to time we may also require supplemental cybersecurity training for certain members of our workforce depending on their job responsibilities.
Third-party risk management. Using a risk-based approach, we require third-party vendors, suppliers and service providers to undergo a cybersecurity risk assessment prior to contracting with us. Certain third parties are monitored and reassessed on an ongoing basis, depending on their level of risk or in the event of changes to their products or services.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block]
Cybersecurity is a top priority for us. Our cybersecurity strategy is to develop a consistent framework of security controls that can apply to all business functions. To execute on this strategy, we integrate cybersecurity risk management into our broader enterprise risk management program. We also take a cross-functional approach to cybersecurity risk management by engaging teams across the business, including security, technical operations, engineering, IT, customer support, legal and communications, to implement shared processes for identifying, assessing and managing key cybersecurity risks.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]
Cybersecurity Governance
Our board oversees our enterprise risk management program, of which cybersecurity is an important component. To facilitate the board’s supervision of cybersecurity matters, the board formed the cybersecurity risk committee. Among other responsibilities, the cybersecurity risk committee provides oversight over the effectiveness of our cybersecurity program.
The cybersecurity risk committee receives regular updates on our cybersecurity program from our chief security officer (the “CSO”). In addition, management updates the cybersecurity risk committee, as appropriate, regarding cybersecurity incidents. Our cybersecurity risk committee reports to the board on its activities. In addition to receiving reports from the cybersecurity risk committee, our board periodically receives cyber risk management program briefings directly from the CSO. Additionally, the audit committee of the board (the “audit committee”) receives regular cybersecurity updates as part of the audit committee’s oversight over our enterprise risk management program.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] Our board oversees our enterprise risk management program, of which cybersecurity is an important component. To facilitate the board’s supervision of cybersecurity matters, the board formed the cybersecurity risk committee. Among other responsibilities, the cybersecurity risk committee provides oversight over the effectiveness of our cybersecurity program.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]
The cybersecurity risk committee receives regular updates on our cybersecurity program from our chief security officer (the “CSO”). In addition, management updates the cybersecurity risk committee, as appropriate, regarding cybersecurity incidents. Our cybersecurity risk committee reports to the board on its activities. In addition to receiving reports from the cybersecurity risk committee, our board periodically receives cyber risk management program briefings directly from the CSO. Additionally, the audit committee of the board (the “audit committee”) receives regular cybersecurity updates as part of the audit committee’s oversight over our enterprise risk management program.
Cybersecurity Risk Role of Management [Text Block]
Our management team, including the CSO, is responsible for assessing and managing our risks from cybersecurity threats. The CSO partners with the security, technical operations, legal, internal audit, engineering and product development teams to supervise both our cybersecurity program and our retained third-party cybersecurity consultants, and to stay informed on security at Okta and the overall security landscape. Our current CSO brings over 20 years of cybersecurity and risk management experience to his work at Okta, having held numerous security leadership positions in highly-regulated industries such as finance. His experience delivering cybersecurity at scale extends internationally and includes security and risk management roles at companies in Australia, the United Kingdom and the United States. Our security team includes individuals with experience across a broad range of cybersecurity areas, including product security; cloud security; infrastructure security; threat intelligence; insider threat management; security monitoring and incident response; identity and access management; vulnerability management; and governance, risk and compliance.
Our management team supervises efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which may include briefings from internal security and technical personnel; threat intelligence and other information obtained from governmental, public or private sources, including third-party consultants engaged by us; and alerts and reports produced by security tools deployed in our technical environment.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] Our management team, including the CSO, is responsible for assessing and managing our risks from cybersecurity threats. The CSO partners with the security, technical operations, legal, internal audit, engineering and product development teams to supervise both our cybersecurity program and our retained third-party cybersecurity consultants, and to stay informed on security at Okta and the overall security landscape.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] Our current CSO brings over 20 years of cybersecurity and risk management experience to his work at Okta, having held numerous security leadership positions in highly-regulated industries such as finance. His experience delivering cybersecurity at scale extends internationally and includes security and risk management roles at companies in Australia, the United Kingdom and the United States. Our security team includes individuals with experience across a broad range of cybersecurity areas, including product security; cloud security; infrastructure security; threat intelligence; insider threat management; security monitoring and incident response; identity and access management; vulnerability management; and governance, risk and compliance.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]
The cybersecurity risk committee receives regular updates on our cybersecurity program from our chief security officer (the “CSO”). In addition, management updates the cybersecurity risk committee, as appropriate, regarding cybersecurity incidents. Our cybersecurity risk committee reports to the board on its activities. In addition to receiving reports from the cybersecurity risk committee, our board periodically receives cyber risk management program briefings directly from the CSO. Additionally, the audit committee of the board (the “audit committee”) receives regular cybersecurity updates as part of the audit committee’s oversight over our enterprise risk management program.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.4
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Jan. 31, 2026
Accounting Policies [Abstract]  
Basis of Presentation The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
Principles of Consolidation All intercompany balances and transactions have been eliminated in consolidation.
Fiscal Period
The Company’s fiscal year ends on January 31. References to fiscal 2026, for example, refer to the fiscal year ending January 31, 2026.
Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation.
Segments
The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As a result, the Company operates as one reportable segment. The Company employs a SaaS business model and generates revenue primarily by selling multi-year subscriptions to its cloud-based offerings.
The Company’s chief operating decision maker (“CODM”) is the chief executive officer. The CODM utilizes consolidated GAAP and non-GAAP measures of profit and loss to evaluate the Company’s overall performance and inform resource allocation to support strategic priorities and capital allocation needs. The profit and loss measure most consistent with GAAP used by the CODM is consolidated net income.
The CODM is regularly provided with budgeted expense information and consolidated expense data. Accordingly, significant segment expenses are inherently reflected in the consolidated financial statements and related notes.
Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation.
Foreign Currency
The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2026, 2025 or 2024. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.
Revenue Recognition, Deferred Revenue and Cost of Revenue
Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platforms through arrangements that are generally one to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platforms and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.
Revenue recognition is determined through the following steps:
Identification of the contract, or contracts, with a customer;
Identification of the performance obligations in the contract;
Determination of the transaction price;
Allocation of the transaction price to the performance obligations in the contract; and
Recognition of revenue when, or as, the performance obligations are satisfied.
The Company recognizes revenue net of any applicable value added or sales tax.
Subscription Revenue
Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.
Professional Services Revenue
Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.
Contracts with Multiple Performance Obligations
Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price (“SSP”) basis.
The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.
Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platforms to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.
Deferred Commissions
Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology life and other factors.
Sales commissions for renewal contracts are deferred and then amortized on a straight-line basis over the average contractual term of two years.
Sales commissions capitalized as contract costs totaled $245 million and $186 million in fiscal 2026 and 2025, respectively. Amortization of contract costs totaled $161 million, $130 million and $104 million in fiscal 2026, 2025 and 2024, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.
Research and Development
Research and development expense incurred in the normal course of business is expensed as incurred.
Software Development Costs
Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.
Advertising Expenses Advertising costs are expensed as incurred.
Restructuring and Other Charges
Restructuring generally includes actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.
Actual results may differ from the Company’s estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.
Stock-Based Compensation
The Company’s equity incentive plans provide for granting stock options, restricted stock units (“RSUs”), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an employee stock purchase program (“ESPP”) to eligible employees.
Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period.
The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally three to four years.
The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.
The fair value of ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the offering period for ESPP awards.
The assumptions used to determine the fair value of the stock awards represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. Forfeitures are accounted for as they occur.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.
The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.
The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.
Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2026 and 2025.
Short-Term Investments
The Company’s short-term investments comprise of U.S. treasury securities, corporate debt securities and certificates of deposit. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets.
Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors.
The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive income (loss) in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest and other, net in the consolidated statements of operations.
Strategic Investments
The Company’s strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires use of significant judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee’s financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.
Accounts Receivable and Allowances
Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.
Property and Equipment
Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.
The useful lives of property and equipment are as follows:
Useful lives
Furniture and fixtures
Shorter of 7 years or remaining lease term
Leasehold improvementsShorter of estimated useful life or remaining lease term
Business Combinations
Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill.
The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, person hours required in recreating certain acquired technologies, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.
Goodwill and Other Long-Lived Assets
Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.
Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company’s reporting unit is less than the carrying amount, including goodwill. The Company also has the option, which the Company has elected, to bypass the qualitative assessment, and perform the quantitative assessment. The quantitative assessment involves comparing the fair value of the reporting unit to its carrying value, including goodwill. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. No goodwill impairments were recorded during the years presented based on the assessments performed.
Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.
Operating Leases and Incremental Borrowing Rate
The Company leases office space under operating leases with expiration dates through 2031. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. The estimation of the incremental borrowing rate is based on an estimate of the Company’s unsecured borrowing rate, adjusted for tenor and collateralized security features. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.
For leases with a lease term of 12 months or less (“short-term leases”), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.
Loss Contingencies
The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.
Share Repurchase Program
Share repurchases are recorded on the trade date and the repurchase price is inclusive of any related fees and commissions. Shares of Class A common stock repurchased by the Company are immediately retired. The par value of the Class A common stock repurchased is deducted from common stock with the excess of repurchase price recorded to additional paid-in capital on the Company’s consolidated balance sheets.
Concentrations of Risk
Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company’s short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company’s policy is designed to limit exposure from any particular issuer or institution.
Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company’s accounts receivable balance or total revenue.
The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company’s service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.
Net Income (Loss) per Share
The Company computes basic and diluted net income (loss) per share attributable to common stockholders for Class A and Class B common stock using the two-class method required for participating securities. Under the two-class method, basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.
Diluted earnings per share attributable to common stockholders is computed by giving effect to all potential shares of common stock, including shares underlying convertible senior notes, unvested RSUs, outstanding stock options, unvested common stock and restricted stock issued in connection with certain business combinations, and ESPP obligations, to the extent they are dilutive. The dilutive effect of potentially dilutive common shares included in diluted earnings per share is determined in accordance with the treasury stock, if-converted, or contingently issuable accounting methods, depending on the nature of the security.
The rights of the holders of the Company’s Class A and Class B common stock are identical, except with respect to voting and conversion rights.
Accounting Pronouncements Recently Adopted and Not Yet Adopted
Accounting Pronouncements Recently Adopted
In December 2023, the FASB issued guidance to provide disaggregated income tax disclosures on the rate reconciliation and income taxes paid. This guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company adopted this guidance prospectively in fiscal 2026. Refer to Note 13 to the consolidated financial statements “Income Taxes” for the expanded disclosures resulting from the adoption of this guidance.
Recent Accounting Pronouncements Not Yet Adopted
In November 2024, the FASB issued guidance requiring the disclosure, in the notes to financial statements, of specified disaggregated income statement expense information. This guidance is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this guidance.
In September 2025, the FASB issued guidance to modernize the accounting for internal-use software costs to current development practices, clarifying when to begin capitalizing costs, and enhancing disclosure requirements. This guidance is effective for annual periods beginning after December 15, 2027, and interim reporting periods within those annual periods, with early adoption permitted. Entities can adopt the new standard using a prospective, modified, or retrospective transition approach. The Company is currently evaluating the impact of adopting this guidance, including the timing of adoption (early or standard) and the selection of an appropriate transition method.
v3.25.4
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Jan. 31, 2026
Accounting Policies [Abstract]  
Schedule of Property Plant and Equipment Estimated Useful Life
The useful lives of property and equipment are as follows:
Useful lives
Furniture and fixtures
Shorter of 7 years or remaining lease term
Leasehold improvementsShorter of estimated useful life or remaining lease term
Property and equipment consisted of the following:
 As of January 31,
 20262025
(dollars in millions)
Furniture and fixtures$18 $15 
Leasehold improvements90 84 
Property and equipment, gross108 99 
Less accumulated depreciation(70)(56)
Property and equipment, net$38 $43 
v3.25.4
Restructuring and Other Charges (Tables)
12 Months Ended
Jan. 31, 2026
Restructuring and Related Activities [Abstract]  
Summary of Restructuring and Other Charges
The following table summarizes the Company’s restructuring and other charges during fiscal 2026, 2025 and 2024:
Year Ended January 31,
202620252024
(dollars in millions)
Severance and termination benefit costs$$11 $28 
Lease impairment charges— — 28
Total$$11 $56 
The following table summarizes the Company’s restructuring liability related to severance and termination benefit costs that is included in Accrued expenses and other current liabilities on the consolidated balance sheets:
Severance and termination benefit costs
(dollars in millions)
Balance as of January 31, 2024
$24 
Restructuring charges11 
Cash payments(24)
Balance as of January 31, 2025
11 
Restructuring charges
Cash payments(11)
Balance as of January 31, 2026
$
v3.25.4
Cash Equivalents and Investments (Tables)
12 Months Ended
Jan. 31, 2026
Investments, Debt and Equity Securities [Abstract]  
Schedule of Amortized Costs, Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Short-term Investments
The following table presents the estimated fair value of cash equivalents and short-term investments:
As of January 31,
 20262025
(dollars in millions)
Cash equivalents:
Money market funds (Level 1)
$654 $225 
Certificates of deposit (Level 2)
— 23 
U.S. treasury securities (Level 2)
16 — 
Total cash equivalents670 248 
Level 2:
Short-term investments (Available-for-sale):
 
U.S. treasury securities1,459 1,788 
Corporate debt securities180 281 
Certificates of deposit
56 45 
Total short-term investments1,695 2,114 
Total$2,365 $2,362 
Schedule of Contractual Maturities of Short-term Investments
The following table presents the contractual maturities of the Company’s short-term investments:
 As of January 31, 2026
 
Estimated Fair Value
(dollars in millions)
Due within one year$1,387 
Due between one to five years308 
Total$1,695 
v3.25.4
Goodwill and Intangible Assets, net (Tables)
12 Months Ended
Jan. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Intangible Assets, net
Intangible assets consisted of the following:
 As of January 31, 2026
GrossAccumulated AmortizationNet
(dollars in millions)
Purchased developed technology$214 $(179)$35 
Customer relationships116 (106)10 
Capitalized internal-use software costs72 (32)40 
Trade name21 (20)
Other(2)
 $430 $(339)$91 

 As of January 31, 2025
GrossAccumulated AmortizationNet
(dollars in millions)
Purchased developed technology$239 $(179)$60 
Customer relationships116 (85)31 
Capitalized internal-use software costs54 (19)35 
Trade name21 (16)
Other10 (3)
 $440 $(302)$138 
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
As of January 31,
20262025
Purchased developed technology2.1 years1.9 years
Customer relationships0.9 years1.6 years
Trade name0.3 years1.3 years
Schedule of Estimated Remaining Amortization Expense for Intangible Assets
As of January 31, 2026, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:
Remaining Amortization
(dollars in millions)
2027$45 
202824 
202917 
2030
2031
Total$91 
v3.25.4
Property and Equipment, net (Tables)
12 Months Ended
Jan. 31, 2026
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment, net
The useful lives of property and equipment are as follows:
Useful lives
Furniture and fixtures
Shorter of 7 years or remaining lease term
Leasehold improvementsShorter of estimated useful life or remaining lease term
Property and equipment consisted of the following:
 As of January 31,
 20262025
(dollars in millions)
Furniture and fixtures$18 $15 
Leasehold improvements90 84 
Property and equipment, gross108 99 
Less accumulated depreciation(70)(56)
Property and equipment, net$38 $43 
v3.25.4
Leases (Tables)
12 Months Ended
Jan. 31, 2026
Leases [Abstract]  
Schedule of Operating Lease Costs
Operating lease costs were as follows:
Year Ended January 31,
202620252024
(dollars in millions)
Operating lease costs(1)
$28 $31 $34 
(1)    Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
Schedule of Maturities of Operating Leases
Maturities of operating lease liabilities, which do not include short-term leases, were as follows:
As of January 31, 2026
Fiscal Year Ending January 31:(dollars in millions)
2027$36 
202839 
202931 
2030
2031
Thereafter
Total lease payments113 
Less imputed interest and other
(12)
Total operating lease liabilities$101 
v3.25.4
Common Stock and Stockholders' Equity (Tables)
12 Months Ended
Jan. 31, 2026
Equity [Abstract]  
Schedule of Common Stock Reserved for Future Issuance
As of January 31, 2026, shares of common stock reserved for future issuance were as follows:
As of January 31, 2026
(shares in thousands)
Options and unvested RSUs outstanding7,828 
Available for future stock option and RSU grants43,612 
Available for ESPP9,892 
Total
61,332 
v3.25.4
Employee Incentive Plans (Tables)
12 Months Ended
Jan. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock-based Compensation Expense by Award Type
Stock-based compensation expense by award type was as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Stock options$$14 $45 
RSUs 476 475 490 
Market-based RSUs
44 25 12 
ESPP 16 17 26 
Restricted stock awards34 111 
Total $544 $565 $684 
Schedule of Stock-based Compensation Expense by Statement of Operations Location
Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:
 Year Ended January 31,
 202620252024
(dollars in millions)
Cost of revenue: 
Subscription$74 $82 $75 
Professional services and other10 12 15 
Research and development196 216 277 
Sales and marketing132 131 156 
General and administrative132 124 161 
Total$544 $565 $684 
Schedule of Stock Option Activity
A summary of stock option activity and related information was as follows:
 
Number of Options 
(in thousands)
Weighted-Average
Exercise Price 
Weighted-Average Remaining
Contractual Term
(Years)
Aggregate
Intrinsic Value
(in millions)
Outstanding as of January 31, 20252,199 $57.98 2.8$137 
Exercised (1,128)10.11 
Expired(1)30.56 
Outstanding as of January 31, 20261,070 $108.43 3.1$36 
As of January 31, 2026
Vested and expected to vest1,070 $108.43 3.1$36 
Vested and exercisable 1,070 $108.43 3.1$36 
Schedule of Nonvested Restricted Stock Units Activity
A summary of RSU activity and related information was as follows:
 
Number of RSUs
(in thousands)
Weighted-Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20257,479 $97.15 
Granted4,855 101.12 
Vested(4,761)103.57 
Forfeited(1,324)95.67 
Outstanding as of January 31, 20266,249 $95.66 
A summary of market-based RSU activity and related information was as follows:
 
Number of market-based RSUs
(in thousands)
Weighted-Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 2025320 $190.08 
Granted327 199.63 
Vested(138)120.98 
Outstanding as of January 31, 2026509 $214.94 
Schedule of ESPP Black-Scholes Option Pricing Model Estimated Fair Value Assumptions
The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
Year Ended January 31,
202620252024
Expected volatility
31% - 58%
42% - 44%
46% - 74%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
3.53% - 4.28%
4.26% - 5.36%
4.84% - 5.41%
Expected dividend yield
v3.25.4
Income Taxes (Tables)
12 Months Ended
Jan. 31, 2026
Income Tax Disclosure [Abstract]  
Schedule of Domestic and Foreign Components of Pre-tax Loss The domestic and foreign components of pre-tax income (loss) for fiscal 2026, 2025 and 2024 were as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Domestic$211 $28 $(360)
Foreign44 18 23 
Income (loss) before provision for income taxes
$255 $46 $(337)
Schedule of Components of Provision for (Benefit from) Income Taxes
The components of the provision for income taxes for fiscal 2026, 2025 and 2024 were as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Current: 
Federal$(1)$$
State
Foreign
Total current provision for income taxes16 11 
Deferred: 
Foreign12 
Total deferred provision for income taxes
12 
Total provision for income taxes
$20 $18 $18 
Schedule of Effective Income Tax Rate Reconciliation
A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2026 is as follows:
 
Year Ended January 31, 2026
(dollars in millions)
%
U.S. Federal Statutory Tax Rate$54 21.0 %
State and Local Income Taxes, Net of Federal (National) Income Tax Effect(1)
0.3 
Foreign Tax Effects
Australia
   Share based payment awards
1.1 
United Kingdom1.3 
Other Foreign Jurisdictions1.4 
Effect of Cross-Border Tax Laws
Foreign Derived Intangible Income Deduction(3)(1.3)
Tax Credits
Research and development tax credits(24)(9.4)
Changes in Valuation Allowances(51)(20.0)
Nontaxable or Nondeductible Items
Share base payment awards1.8 
Nondeductible Officer Compensation17 6.6 
Other1.5 
Changes in Unrecognized Tax Benefits3.3 
Other Adjustments— 0.3 
Effective Tax Rate$20 7.9 %
(1) State taxes in NY and NYC made up the majority (greater than 50%) of the tax effect in this category.
The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2025 and 2024:
 Year Ended January 31,
 20252024
Tax at federal statutory rate21.0 %21.0 %
State income taxes, net of federal benefit3.7 3.8 
Change in valuation allowance27.4 (5.6)
Stock-based compensation14.5 (28.4)
Effect of foreign operations
8.1 (0.7)
Research and development credits(51.7)5.3 
Non-deductible expenses19.2 (1.5)
Provision to return true-up
(7.1)0.2 
Unrecognized tax benefits
7.9 — 
Other, net(4.0)0.6 
Effective tax rate39.0 %(5.3)%
Schedule of Deferred Tax Assets and Liabilities
The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2026 and 2025 were as follows:
 As of January 31,
 20262025
(dollars in millions)
Deferred tax assets: 
Net operating loss carryforwards$720 $702 
Capitalized research expenditures241 335 
Stock-based compensation27 41 
Operating lease liabilities28 31 
Other reserves and accruals27 24 
Research and development and other credits176 146 
Total deferred tax assets1,219 1,279 
Valuation allowance(1,089)(1,144)
Total deferred tax assets, net130 135 
Deferred tax liabilities:
Deferred commissions(124)(99)
Other deferred tax liabilities(16)(15)
Operating lease right-of-use assets(18)(20)
Depreciation and amortization— (14)
Total deferred tax liabilities(158)(148)
Net deferred tax liabilities
$(28)$(13)
Schedule of Unrecognized Tax Benefits Roll Forward
A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:
 Year Ended January 31,
 202620252024
(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year$65 $49 $43 
Additions based on tax positions related to a prior year— 
Additions based on tax positions related to current year12 
Reductions based on tax positions taken in a prior year — — (1)
Gross amount of unrecognized tax benefits as of the end of the year$78 $65 $49 
Schedule of Income Taxes Paid, Net
Cash paid for income taxes, net of refunds received, by jurisdiction for fiscal 2026 was as follows:
 
Year Ended January 31, 2026
 
(dollars in millions)
Federal Taxes$(3)
State Taxes
New York State
Other State Jurisdictions
Foreign Taxes
India
Israel
Japan
Other Foreign Jurisdictions
Total income taxes paid (net of refunds)
$10 
v3.25.4
Net Income (Loss) Per Share (Tables)
12 Months Ended
Jan. 31, 2026
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net Loss Per Share
The following table presents the calculation of basic and diluted net income (loss) per share. Net income (loss) is reported in millions and rounded from amounts in thousands; as a result, net income (loss) per share may not recalculate exactly due to rounding.
 Year Ended January 31,
 202620252024
 Class A Class BClass A Class BClass A Class B
(dollars in millions, shares in thousands, except per share data)
Basic net income (loss) per share:
Numerator: 
Net income (loss), basic$224 $11 $27 $$(339)$(16)
Denominator:
Weighted-average shares outstanding, basic168,079 7,803 162,082 7,487 156,335 7,299 
Net income (loss) per share, basic$1.33 $1.33 $0.16 $0.16 $(2.17)$(2.17)
Diluted net income (loss) per share:
Numerator:
Net income (loss)$224 $11 $27 $$(339)$(16)
Interest and other(1)
— — (17)(1)— — 
Reallocation of net income as a result of assumed conversion of Class B to Class A common shares11 — — — — — 
Net income (loss), diluted$235 $11 $10 $— $(339)$(16)
Denominator:
Number of shares used in basic calculation168,079 7,803 162,082 7,487 156,335 7,299 
Weighted-average effect of diluted securities related to:
Employee share-based awards2,036 476 1,832 2,942 — — 
Convertible senior notes896 — 743 — — — 
Assumed conversion of Class B to Class A common shares8,279 — 10,429 — — — 
Number of shares used in diluted calculation179,290 8,279 175,086 10,429 156,335 7,299 
Net income (loss) per share, diluted$1.31 $1.31 $0.06 $0.06 $(2.17)$(2.17)
(1) Under the if-converted method, net income (loss) is adjusted to reflect the assumption that the convertible senior notes were converted at the beginning of the period.
Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Per Share
Potentially dilutive securities excluded because they would be anti-dilutive were as follows:
Year Ended January 31,
 202620252024
(shares in thousands)
Employee share-based awards3,274 4,503 15,179 
Convertible senior notes1,468 4,170 5,473 
Total4,742 8,673 20,652 
v3.25.4
Geographical Information (Tables)
12 Months Ended
Jan. 31, 2026
Segment Reporting [Abstract]  
Schedule of Revenue by Geographic Area The following table sets forth revenue by geographic area:
 Year Ended January 31,
 202620252024
(dollars in millions)
United States$2,321 $2,062 $1,783 
International598 548 480 
Total$2,919 $2,610 $2,263 
Schedule of Long-Lived Assets by Geographic Areas The following table sets forth the Company’s long-lived assets, primarily consisting of property and equipment, net and operating lease right-of-use assets, by geographic area:
 
As of January 31,
 20262025
(dollars in millions)
United States$73 $94 
Rest of World
30 23 
Total$103 $117 
v3.25.4
Overview and Basis of Presentation (Details)
12 Months Ended
Jan. 31, 2026
segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of operating segments 1
Number of reportable segments 1
v3.25.4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Payment terms for deferred revenue 30 days    
Amortization period for capitalized contract costs 5 years    
Average contractual term 2 years    
Commissions capitalized as contract costs $ 245,000,000 $ 186,000,000  
Amortization of contract costs 161,000,000 130,000,000 $ 104,000,000
Advertising expenses 83,000,000 68,000,000 65,000,000
Restricted cash 6,000,000 6,000,000  
Goodwill impairments $ 0 $ 0 $ 0
Capitalized internal-use software costs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Intangible asset, useful life 3 years    
Minimum      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Contract duration 1 year    
Minimum | RSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 3 years    
Maximum      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Contract duration 5 years    
Maximum | RSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 4 years    
v3.25.4
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details)
Jan. 31, 2026
Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Useful lives 7 years
v3.25.4
Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Restructuring and Related Activities [Abstract]      
Severance and termination benefit costs $ 4 $ 11 $ 28
Lease impairment charges 0 0 28
Total $ 4 $ 11 $ 56
v3.25.4
Restructuring and Other Charges - Schedule of Restructuring Reserve (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Restructuring Reserve [Roll Forward]      
Restructuring charges $ 4 $ 11 $ 28
Severance and termination benefit costs      
Restructuring Reserve [Roll Forward]      
Beginning balance 11 24  
Restructuring charges 4 11  
Cash payments (11) (24)  
Ending balance $ 4 $ 11 $ 24
v3.25.4
Restructuring and Other Charges - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Restructuring and Related Activities [Abstract]      
Restructuring charges $ 4 $ 11 $ 28
Restructuring charges, other     24
Lease impairment charges $ 0 $ 0 28
Severance and termination benefit costs     $ 4
v3.25.4
Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Cash and Cash Equivalents [Line Items]    
Cash equivalents $ 670 $ 248
Short-term investments 1,695 2,114
Total 2,365 2,362
U.S. treasury securities | Level 2    
Cash and Cash Equivalents [Line Items]    
Short-term investments 1,459 1,788
Corporate debt securities | Level 2    
Cash and Cash Equivalents [Line Items]    
Short-term investments 180 281
Certificates of Deposit | Level 2    
Cash and Cash Equivalents [Line Items]    
Short-term investments 56 45
Money market funds | Level 1    
Cash and Cash Equivalents [Line Items]    
Cash equivalents 654 225
Certificates of Deposit | Level 2    
Cash and Cash Equivalents [Line Items]    
Cash equivalents 0 23
U.S. treasury securities | Level 2    
Cash and Cash Equivalents [Line Items]    
Cash equivalents $ 16 $ 0
v3.25.4
Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Estimated Fair Value    
Due within one year $ 1,387  
Due between one to five years 308  
Total $ 1,695 $ 2,114
v3.25.4
Cash Equivalents and Investments - Narrative (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Investments, Debt and Equity Securities [Abstract]    
Interest receivable $ 24 $ 24
Strategic investments without a readily determinable fair value $ 33 $ 30
v3.25.4
Goodwill and Intangible Assets, net - Narrative (Details) - USD ($)
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]      
Goodwill $ 5,487,000,000 $ 5,448,000,000  
Goodwill impairments 0 0 $ 0
Amortization expense $ 83,000,000 $ 85,000,000 $ 87,000,000
v3.25.4
Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Finite-Lived Intangible Assets [Line Items]    
Gross $ 430 $ 440
Accumulated Amortization (339) (302)
Total 91 138
Purchased developed technology    
Finite-Lived Intangible Assets [Line Items]    
Gross 214 239
Accumulated Amortization (179) (179)
Total $ 35 $ 60
Weighted average useful life 2 years 1 month 6 days 1 year 10 months 24 days
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 116 $ 116
Accumulated Amortization (106) (85)
Total $ 10 $ 31
Weighted average useful life 10 months 24 days 1 year 7 months 6 days
Capitalized internal-use software costs    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 72 $ 54
Accumulated Amortization (32) (19)
Total 40 35
Trade name    
Finite-Lived Intangible Assets [Line Items]    
Gross 21 21
Accumulated Amortization (20) (16)
Total $ 1 $ 5
Weighted average useful life 3 months 18 days 1 year 3 months 18 days
Other    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 7 $ 10
Accumulated Amortization (2) (3)
Total $ 5 $ 7
v3.25.4
Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]    
2027 $ 45  
2028 24  
2029 17  
2030 4  
2031 1  
Total $ 91 $ 138
v3.25.4
Property and Equipment, net - Schedule of Property and Equipment (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Long-Lived Assets Held-for-Sale [Line Items]    
Property and equipment, gross $ 108 $ 99
Less accumulated depreciation (70) (56)
Property and equipment, net 38 43
Furniture and fixtures    
Long-Lived Assets Held-for-Sale [Line Items]    
Property and equipment, gross 18 15
Leasehold improvements    
Long-Lived Assets Held-for-Sale [Line Items]    
Property and equipment, gross $ 90 $ 84
v3.25.4
Property and Equipment, net - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Property, Plant and Equipment [Abstract]      
Depreciation expense $ 13 $ 13 $ 12
v3.25.4
Deferred Revenue and Performance Obligations (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue from remaining performance obligations $ 4,827  
Subscription    
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue recognized that was included in the contract liability balance 1,674 $ 1,456
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-02-01    
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue from remaining performance obligations $ 2,513  
Remaining performance obligation, percentage 52.00%  
Performance obligations expected to be satisfied, expected timing 12 months  
v3.25.4
Convertible Senior Notes, Net (Details)
$ / shares in Units, shares in Thousands, $ in Millions
12 Months Ended
Sep. 01, 2025
USD ($)
Jan. 31, 2026
USD ($)
tradingDay
$ / shares
shares
Jan. 31, 2025
USD ($)
shares
Jan. 31, 2024
USD ($)
shares
Debt Instrument [Line Items]        
Gain on early extinguishment of debt   $ 0 $ 19 $ 106
Repayments of convertible debt   $ 510 $ 280 $ 937
Antidilutive securities excluded from computation of earnings per share (in shares) | shares   4,742 8,673 20,652
Convertible senior notes        
Debt Instrument [Line Items]        
Antidilutive securities excluded from computation of earnings per share (in shares) | shares   1,468 4,170 5,473
Senior Notes        
Debt Instrument [Line Items]        
Gain on early extinguishment of debt     $ 19 $ 106
2025 Notes | Senior Notes        
Debt Instrument [Line Items]        
Debt repurchased, principal amount     42 508
Repayments of debt     40 462
Repayments of convertible debt $ 510      
2026 Notes        
Debt Instrument [Line Items]        
Redemption price percentage   130.00%    
Initial cap price (in dollars per share) | $ / shares   $ 360.14    
2026 Notes | Convertible senior notes        
Debt Instrument [Line Items]        
Antidilutive securities excluded from computation of earnings per share (in shares) | shares   5,000    
2026 Notes | Senior Notes        
Debt Instrument [Line Items]        
Debt repurchased, principal amount     258 542
Repayments of debt     $ 240 $ 475
Fixed interest rate   0.375%    
Outstanding principal balance   $ 350    
Initial conversion rate of common stock   0.0041912    
Conversion price (in dollars per share) | $ / shares   $ 238.60    
Limit within threshold of consecutive trading days | tradingDay   20    
Limitation on sale of common stock, sale price threshold, trading period | tradingDay   30    
Redemption price percentage   100.00%    
Number of consecutive business days | tradingDay   5    
Percentage of closing sale price in excess of convertible notes   98.00%    
Sales price as a percentage of conversion price   130.00%    
2026 Notes | Senior Notes | Fair Value        
Debt Instrument [Line Items]        
Convertible senior notes, fair value   $ 345    
v3.25.4
Leases - Narrative (Details)
$ in Millions
12 Months Ended
Jan. 31, 2026
USD ($)
renewalOption
Jan. 31, 2025
USD ($)
Other Commitments [Line Items]    
Number of renewal options | renewalOption 2  
Operating lease renewal term 5 years  
Weighted average remaining lease term 3 years 3 years 9 months 18 days
Weighted average discount rate 5.60% 5.60%
Operating lease payments | $ $ 37 $ 41
San Francisco - Ten Year Lease    
Other Commitments [Line Items]    
Operating lease term 10 years  
v3.25.4
Leases - Schedule of Operating Lease Costs (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Leases [Abstract]      
Operating lease costs $ 28 $ 31 $ 34
v3.25.4
Leases - Schedule of Maturities of Operating Leases (Details)
$ in Millions
Jan. 31, 2026
USD ($)
Leases [Abstract]  
2027 $ 36
2028 39
2029 31
2030 4
2031 2
Thereafter 1
Total lease payments 113
Less imputed interest and other (12)
Total operating lease liabilities $ 101
v3.25.4
Commitments and Contingencies (Details)
1 Months Ended
Jan. 10, 2025
USD ($)
May 28, 2024
USD ($)
Dec. 13, 2022
plaintiff
Jan. 31, 2026
USD ($)
Jan. 31, 2025
USD ($)
Securities Litigation          
Other Commitments [Line Items]          
Litigation settlement, amount awarded to other party   $ 60,000,000      
Retention amount   $ 10,000,000      
Derivative Lawsuit          
Other Commitments [Line Items]          
Litigation settlement, amount awarded to other party $ 2,250,000        
Number of plaintiffs | plaintiff     2    
Letter of Credit          
Other Commitments [Line Items]          
Letters of credit issued and outstanding       $ 5,000,000 $ 6,000,000
Draws on letters of credit       $ 0  
v3.25.4
Common Stock and Stockholders' Equity - Narrative (Details)
$ in Millions
12 Months Ended
Jan. 31, 2026
USD ($)
vote
shares
Class of Stock [Line Items]  
Share repurchase program, authorized amount $ 1,000
Common stock repurchased (in shares) | shares 875,150
Common stock repurchased $ 79
Share repurchase program, remaining authorized amount $ 921
Class A Common Stock   
Class of Stock [Line Items]  
Number of votes per share | vote 1
Number of shares issued upon conversion 1
Class B Common Stock   
Class of Stock [Line Items]  
Number of votes per share | vote 10
v3.25.4
Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details)
shares in Thousands
Jan. 31, 2026
shares
Class of Stock [Line Items]  
Common stock reserved for future issuance and options and unvested RSUs outstanding (in shares) 61,332
Options and unvested RSUs outstanding  
Class of Stock [Line Items]  
Options and unvested RSUs outstanding (in shares) 7,828
Common stock, reserved for future issuance (in shares) 43,612
Available for ESPP  
Class of Stock [Line Items]  
Common stock, reserved for future issuance (in shares) 9,892
v3.25.4
Employee Incentive Plans - Narrative (Details)
1 Months Ended 12 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Mar. 31, 2023
Jan. 31, 2026
USD ($)
numberOfIncentivePlan
offering_period
$ / shares
shares
Jan. 31, 2025
USD ($)
$ / shares
shares
Jan. 31, 2024
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of equity incentive plans | numberOfIncentivePlan       2    
Options to purchase common stock outstanding (in shares) | shares       1,070,000 2,199,000  
Number of options, granted (in shares) | shares       0 0 0
Grant date fair value of vested stock options       $ 1,000,000 $ 16,000,000 $ 48,000,000
Intrinsic value of options exercised       109,000,000 213,000,000 57,000,000
Exercise of stock option, windfall tax benefit       24,000,000 47,000,000 0
Issuance of common stock under employee stock purchase plan, net of cancellations       41,000,000 42,000,000  
Defined contribution plan, employer contribution amount       $ 17,000,000 18,000,000 19,000,000
Stock options            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Expiration period (years)       10 years    
Vesting period       4 years    
Stock options | Vesting tranche one            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting period       1 year    
Vesting percentage       25.00%    
RSUs            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of shares granted in period | shares       4,855,252    
Grants in period, aggregate fair value       $ 491,000,000    
Unrecognized compensation costs related to unvested restricted stock units       $ 528,000,000    
Weighted average stock-based compensation recognition period       1 year 9 months 18 days    
Fair value of units vested       $ 460,000,000 375,000,000 335,000,000
RSUs | Minimum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Requisite service period       3 years    
RSUs | Maximum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Requisite service period       4 years    
Market-based RSUs            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Number of shares granted in period | shares       327,000    
Unrecognized compensation costs related to unvested restricted stock units       $ 46,000,000    
Weighted average stock-based compensation recognition period       10 months 24 days    
Fair value of units vested       $ 16,000,000 $ 7,000,000 $ 0
Requisite service period       3 years    
Expected volatility       58.40%    
Risk free interest rate       3.87%    
Expected dividend yield       0.00%    
Market-based RSUs | Minimum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Earn rate, percent of targeted shares 0.00% 0.00% 0.00%      
Market-based RSUs | Maximum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Earn rate, percent of targeted shares 200.00% 200.00% 200.00%      
Market-based RSUs | Vesting tranche one            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting percentage       0.33%    
Market-based RSUs | Vesting tranche two            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting percentage       0.33%    
Market-based RSUs | Vesting tranche three            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Vesting percentage       0.33%    
Restricted stock awards | Spera Cybersecurity            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Unrecognized compensation costs related to unvested restricted stock units       $ 20,000,000    
Weighted average stock-based compensation recognition period       1 year 9 months 18 days    
ESPP            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Unrecognized compensation costs related to unvested restricted stock units       $ 14,000,000    
Weighted average stock-based compensation recognition period       10 months 24 days    
Expected dividend yield       0.00% 0.00% 0.00%
ESPP offering period       12 months    
Number of offering periods | offering_period       2    
ESPP length of purchase period       6 months    
Number of shares issued under ESPP | shares       578,230 586,149  
Weighted average price, shares issued under ESPP (in dollars per share) | $ / shares       $ 71.34 $ 71.68  
ESPP | Minimum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Expected volatility       31.00% 42.00% 46.00%
ESPP | Maximum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Expected volatility       58.00% 44.00% 74.00%
2017 Equity Incentive Plan | Class A Common Stock             
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Options to purchase common stock outstanding (in shares) | shares       739,356    
2017 Equity Incentive Plan | Class B Common Stock             
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Options to purchase common stock outstanding (in shares) | shares       330,688    
v3.25.4
Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 544 $ 565 $ 684
Stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 1 14 45
RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 476 475 490
Market-based RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 44 25 12
ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 16 17 26
Restricted stock awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 7 $ 34 $ 111
v3.25.4
Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 544 $ 565 $ 684
Subscription      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 74 82 75
Professional services and other      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 10 12 15
Research and development      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 196 216 277
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 132 131 156
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 132 $ 124 $ 161
v3.25.4
Employee Incentive Plans - Schedule of Stock Option Activity (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Number of Options  (in thousands)    
Number of options, outstanding beginning of period (in shares) 2,199  
Number of options, exercised (in shares) (1,128)  
Number of options, expired (in shares) (1)  
Number of options, outstanding end of period (in shares) 1,070 2,199
Vested and expected to vest, number of options (in shares) 1,070  
Vested and exercisable, number of options (in shares) 1,070  
Weighted-Average Exercise Price     
Options outstanding, weighted average exercise price beginning of period (in dollars per share) $ 57.98  
Options exercised, weighted average exercise price (in dollars per share) 10.11  
Options expired, weighted average exercise price (in dollars per share) 30.56  
Options outstanding, weighted average exercise price end of period (in dollars per share) 108.43 $ 57.98
Vested and expected to vest, weighted average exercise price (in dollars per share) 108.43  
Vested and exercisable, weighted average exercise price (in dollars per share) $ 108.43  
Additional Disclosures    
Options outstanding, weighted average remaining contractual term 3 years 1 month 6 days 2 years 9 months 18 days
Vested and expected to vest, weighted average remaining contractual term 3 years 1 month 6 days  
Vested and exercisable, weighted average remaining contractual term 3 years 1 month 6 days  
Options outstanding, aggregate intrinsic value $ 36 $ 137
Vested and expected to vest, aggregate intrinsic value 36  
Vested and exercisable, aggregate intrinsic value $ 36  
v3.25.4
Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details)
12 Months Ended
Jan. 31, 2026
$ / shares
shares
RSUs  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]  
Outstanding at beginning of period (in shares) | shares 7,479,000
Granted (in shares) | shares 4,855,252
Vested (in shares) | shares (4,761,000)
Forfeited (in shares) | shares (1,324,000)
Outstanding at end of period (in shares) | shares 6,249,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Outstanding at beginning of period (in dollars per share) | $ / shares $ 97.15
Granted (in dollars per share) | $ / shares 101.12
Vested (in dollars per share) | $ / shares 103.57
Forfeited (in dollars per share) | $ / shares 95.67
Outstanding at end of period (in dollars per share) | $ / shares $ 95.66
Market-based RSUs  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]  
Outstanding at beginning of period (in shares) | shares 320,000
Granted (in shares) | shares 327,000
Vested (in shares) | shares (138,000)
Outstanding at end of period (in shares) | shares 509,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Outstanding at beginning of period (in dollars per share) | $ / shares $ 190.08
Granted (in dollars per share) | $ / shares 199.63
Vested (in dollars per share) | $ / shares 120.98
Outstanding at end of period (in dollars per share) | $ / shares $ 214.94
v3.25.4
Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details) - ESPP
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate, minimum 3.53% 4.26% 4.84%
Risk-free interest rate, maximum 4.28% 5.36% 5.41%
Expected dividend yield 0.00% 0.00% 0.00%
Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 31.00% 42.00% 46.00%
Expected term (in years) 6 months 6 months 6 months
Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 58.00% 44.00% 74.00%
Expected term (in years) 1 year 1 year 1 year
v3.25.4
Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Income Tax Disclosure [Abstract]      
Domestic $ 211 $ 28 $ (360)
Foreign 44 18 23
Income (loss) before provision for income taxes $ 255 $ 46 $ (337)
v3.25.4
Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Current:      
Federal $ (1) $ 5 $ 2
State 2 2 3
Foreign 7 9 6
Total current provision for income taxes 8 16 11
Deferred:      
Foreign 12 2 7
Total deferred provision for income taxes 12 2 7
Total provision for income taxes $ 20 $ 18 $ 18
v3.25.4
Income Taxes - Reconciliation of Effective Income Tax Rate - 2026 (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Amount      
U.S. Federal Statutory Tax Rate $ 54    
State and Local Income Taxes, Net of Federal (National) Income Tax Effect 1    
Effect of Cross-Border Tax Laws      
Foreign Derived Intangible Income Deduction (3)    
Tax Credits      
Research and development tax credits (24)    
Changes in Valuation Allowances (51)    
Nontaxable or Nondeductible Items      
Share base payment awards 4    
Nondeductible Officer Compensation 17    
Other 4    
Changes in Unrecognized Tax Benefits 8    
Other Adjustments 0    
Total provision for income taxes $ 20 $ 18 $ 18
Percent      
U.S. Federal Statutory Tax Rate 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 0.30% 3.70% 3.80%
Share based payment awards   14.50% (28.40%)
Effect of foreign operations   8.10% (0.70%)
Effect of Cross-Border Tax Laws      
Foreign Derived Intangible Income Deduction (1.30%)    
Tax Credits      
Research and development credits (9.40%) (51.70%) 5.30%
Change in valuation allowance (20.00%) 27.40% (5.60%)
Nontaxable or Nondeductible Items      
Share base payment awards 1.80%    
Nondeductible Officer Compensation 6.60%    
Other 1.50%    
Changes in Unrecognized Tax Benefits 3.30% 7.90% 0.00%
Other Adjustments 0.30% (4.00%) 0.60%
Effective tax rate 7.90% 39.00% (5.30%)
Australia      
Amount      
Share based payment awards $ 3    
Percent      
Share based payment awards 1.10%    
United Kingdom      
Amount      
Effect of foreign operations $ 3    
Percent      
Effect of foreign operations 1.30%    
Other Foreign Jurisdictions      
Amount      
Effect of foreign operations $ 4    
Percent      
Effect of foreign operations 1.40%    
v3.25.4
Income Taxes - Reconciliation of Effective Income Tax Rate - 2025 and 2024 (Details)
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Income Tax Disclosure [Abstract]      
Tax at federal statutory rate 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 0.30% 3.70% 3.80%
Change in valuation allowance (20.00%) 27.40% (5.60%)
Stock-based compensation   14.50% (28.40%)
Effect of foreign operations   8.10% (0.70%)
Research and development credits (9.40%) (51.70%) 5.30%
Non-deductible expenses   19.20% (1.50%)
Provision to return true-up   (7.10%) 0.20%
Unrecognized tax benefits 3.30% 7.90% 0.00%
Other, net 0.30% (4.00%) 0.60%
Effective tax rate 7.90% 39.00% (5.30%)
v3.25.4
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Deferred tax assets:    
Net operating loss carryforwards $ 720 $ 702
Capitalized research expenditures 241 335
Stock-based compensation 27 41
Operating lease liabilities 28 31
Other reserves and accruals 27 24
Research and development and other credits 176 146
Total deferred tax assets 1,219 1,279
Valuation allowance (1,089) (1,144)
Total deferred tax assets, net 130 135
Deferred tax liabilities:    
Deferred commissions (124) (99)
Other deferred tax liabilities (16) (15)
Operating lease right-of-use assets (18) (20)
Depreciation and amortization 0 (14)
Total deferred tax liabilities (158) (148)
Net deferred tax liability $ (28) $ (13)
v3.25.4
Income Taxes - Narrative (Details) - USD ($)
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Increase (decrease) in valuation allowance $ (55,000,000) $ 57,000,000  
Accrued penalties and interest related to unrecognized tax benefits 0 0 $ 0
Income taxes paid (net of refunds) 10,000,000 $ 17,000,000 $ 13,000,000
Domestic Tax Jurisdiction      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards 2,781,000,000    
Domestic Tax Jurisdiction | Research Tax Credit Carryforward      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Tax credit carryforward 158,000,000    
State      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards 2,031,000,000    
State | Research Tax Credit Carryforward      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Tax credit carryforward 100,000,000    
United Kingdom      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards 30,000,000    
Israel      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards $ 10,000,000    
v3.25.4
Income Taxes - Unrecognized Tax Benefits Rollforward (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Unrecognized Tax Benefits [Roll Forward]      
Gross amount of unrecognized tax benefits as of the beginning of the year $ 65 $ 49 $ 43
Additions based on tax positions related to a prior year 4 4 0
Additions based on tax positions related to current year 9 12 7
Reductions based on tax positions taken in a prior year 0 0 (1)
Gross amount of unrecognized tax benefits as of the end of the year $ 78 $ 65 $ 49
v3.25.4
Income Taxes - Schedule of Income Taxes Paid, Net (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Federal Taxes $ (3)    
Total income taxes paid (net of refunds) 10 $ 17 $ 13
New York State      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
State Taxes 2    
Other State Jurisdictions      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
State Taxes 1    
India      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Foreign Taxes 5    
Israel      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Foreign Taxes 2    
Japan      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Foreign Taxes 1    
Other Foreign Jurisdictions      
Income Tax Paid, by Individual Jurisdiction [Line Items]      
Foreign Taxes $ 2    
v3.25.4
Net Income (Loss) Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Denominator:      
Weighted-average shares outstanding, basic (in shares) 175,882 169,569 163,634
Net income (loss) per share, basic (in dollars per share) $ 1.33 $ 0.16 $ (2.17)
Denominator:      
Weighted-average shares outstanding, basic (in shares) 175,882 169,569 163,634
Weighted-average effect of diluted securities related to:      
Number of shares used in diluted calculation 179,290 175,086 163,634
Net income (loss) per share, diluted (in dollars per share) $ 1.31 $ 0.06 $ (2.17)
Class A Common Stock       
Numerator:      
Net income (loss), basic $ 224 $ 27 $ (339)
Denominator:      
Weighted-average shares outstanding, basic (in shares) 168,079 162,082 156,335
Net income (loss) per share, basic (in dollars per share) $ 1.33 $ 0.16 $ (2.17)
Numerator:      
Net income (loss), basic $ 224 $ 27 $ (339)
Interest and other 0 (17) 0
Reallocation of net income as a result of assumed conversion of Class B to Class A common shares 11 0 0
Net income (loss), diluted $ 235 $ 10 $ (339)
Denominator:      
Weighted-average shares outstanding, basic (in shares) 168,079 162,082 156,335
Weighted-average effect of diluted securities related to:      
Employee share-based awards (in shares) 2,036 1,832 0
Convertible senior notes (in shares) 896 743 0
Assumed conversion of Class B to Class A common shares (in shares) 8,279 10,429 0
Number of shares used in diluted calculation 179,290 175,086 156,335
Net income (loss) per share, diluted (in dollars per share) $ 1.31 $ 0.06 $ (2.17)
Class B Common Stock       
Numerator:      
Net income (loss), basic $ 11 $ 1 $ (16)
Denominator:      
Weighted-average shares outstanding, basic (in shares) 7,803 7,487 7,299
Net income (loss) per share, basic (in dollars per share) $ 1.33 $ 0.16 $ (2.17)
Numerator:      
Net income (loss), basic $ 11 $ 1 $ (16)
Interest and other 0 (1) 0
Reallocation of net income as a result of assumed conversion of Class B to Class A common shares 0 0 0
Net income (loss), diluted $ 11 $ 0 $ (16)
Denominator:      
Weighted-average shares outstanding, basic (in shares) 7,803 7,487 7,299
Weighted-average effect of diluted securities related to:      
Employee share-based awards (in shares) 476 2,942 0
Convertible senior notes (in shares) 0 0 0
Assumed conversion of Class B to Class A common shares (in shares) 0 0 0
Number of shares used in diluted calculation 8,279 10,429 7,299
Net income (loss) per share, diluted (in dollars per share) $ 1.31 $ 0.06 $ (2.17)
v3.25.4
Net Income (Loss) Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) - shares
shares in Thousands
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 4,742 8,673 20,652
Employee share-based awards      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 3,274 4,503 15,179
Convertible senior notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 1,468 4,170 5,473
v3.25.4
Geographical Information - Schedule of Revenue by Geographic Area (Details) - USD ($)
$ in Millions
12 Months Ended
Jan. 31, 2026
Jan. 31, 2025
Jan. 31, 2024
Segment Reporting Information [Line Items]      
Total revenue $ 2,919 $ 2,610 $ 2,263
United States      
Segment Reporting Information [Line Items]      
Total revenue 2,321 2,062 1,783
International      
Segment Reporting Information [Line Items]      
Total revenue $ 598 $ 548 $ 480
v3.25.4
Geographical Information - Schedule of Long-Lived Assets by Geographic Areas (Details) - USD ($)
$ in Millions
Jan. 31, 2026
Jan. 31, 2025
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-lived assets $ 103 $ 117
United States    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-lived assets 73 94
International    
Revenues from External Customers and Long-Lived Assets [Line Items]    
Long-lived assets $ 30 $ 23
v3.25.4
Business Combinations (Details) - USD ($)
$ in Millions
12 Months Ended
Sep. 04, 2025
Jan. 31, 2026
Jan. 31, 2025
Business Combination [Line Items]      
Goodwill   $ 5,487 $ 5,448
Developed technology      
Business Combination [Line Items]      
Weighted average useful life   2 years 1 month 6 days 1 year 10 months 24 days
Axiom      
Business Combination [Line Items]      
Purchase consideration, cash $ 54    
Goodwill 40    
Goodwill, expected tax deductible amount 0    
Axiom | Developed technology      
Business Combination [Line Items]      
Intangible assets acquired $ 16    
Weighted average useful life 3 years