OKTA, INC., 10-Q filed on 9/2/2021
Quarterly Report
v3.21.2
Cover Page - shares
 6 Months Ended
Jul. 31, 2021
Aug. 30, 2021
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jul. 31, 2021  
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 $0.0001 per share  
Trading Symbol OKTA  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Amendment Flag false  
Entity Central Index Key 0001660134  
Current Fiscal Year End Date --01-31  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q2  
Class A Common Stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   147,615,421
Class B Common Stock    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   7,047,365
v3.21.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jul. 31, 2021
Jan. 31, 2021
Current assets:    
Cash and cash equivalents $ 225,265 $ 434,607
Short-term investments 2,243,638 2,121,584
Accounts receivable, net of allowances of $2,842 and $3,451 238,478 194,818
Deferred commissions 54,526 45,949
Prepaid expenses and other current assets 115,251 81,609
Total current assets 2,877,158 2,878,567
Property and equipment, net 61,858 62,783
Operating lease right-of-use assets 146,492 149,604
Deferred commissions, noncurrent 129,671 108,555
Intangible assets, net 337,786 27,009
Goodwill 5,338,116 48,023
Other assets 41,014 24,256
Total assets 8,932,095 3,298,797
Current liabilities:    
Accounts payable 9,414 8,557
Accrued expenses and other current liabilities 80,463 53,729
Accrued compensation 85,126 71,906
Convertible senior notes, net 15,723 908,684
Deferred revenue 721,808 502,738
Total current liabilities 912,534 1,545,614
Convertible senior notes, net, noncurrent 1,772,511 857,387
Operating lease liabilities, noncurrent 171,141 179,518
Deferred revenue, noncurrent 15,489 10,860
Other liabilities, noncurrent 18,230 11,375
Total liabilities 2,889,905 2,604,754
Commitments and contingencies (Note 11)
Stockholders’ equity:    
Preferred stock, par value $0.0001 per share; 100,000 shares authorized; no shares issued and outstanding as of July 31, 2021 and January 31, 2021 0 0
Additional paid-in capital 7,391,169 1,656,096
Accumulated other comprehensive income 4,375 5,390
Accumulated deficit (1,353,370) (967,456)
Total stockholders’ equity 6,042,190 694,043
Total liabilities and stockholders' equity 8,932,095 3,298,797
Class A Common Stock    
Stockholders’ equity:    
Common stock 15 12
Class B Common Stock    
Stockholders’ equity:    
Common stock $ 1 $ 1
v3.21.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jul. 31, 2021
Jan. 31, 2021
Allowance for accounts receivable $ 2,842 $ 3,451
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, shares authorized (in shares) 100,000,000 100,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Class A Common Stock    
Common stock par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 1,000,000,000 1,000,000,000
Common stock, shares issued (in shares) 147,446,000 122,824,000
Common stock, shares outstanding (in shares) 147,446,000 122,824,000
Class B Common Stock    
Common stock par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 120,000,000 120,000,000
Common stock, shares issued (in shares) 7,075,000 8,159,000
Common stock, shares outstanding (in shares) 7,075,000 8,159,000
v3.21.2
Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Revenue:        
Total revenue $ 315,500 $ 200,446 $ 566,506 $ 383,305
Cost of revenue:        
Total cost of revenue 101,106 51,147 167,229 99,633
Gross profit 214,394 149,299 399,277 283,672
Operating expenses:        
Research and development 122,407 53,866 191,270 102,360
Sales and marketing 198,350 98,322 344,871 202,365
General and administrative 157,077 42,499 217,257 76,534
Total operating expenses 477,834 194,687 753,398 381,259
Operating loss (263,440) (45,388) (354,121) (97,587)
Interest expense (22,872) (16,931) (45,632) (27,695)
Interest income and other, net 2,211 3,960 6,566 8,859
Loss on early extinguishment and conversion of debt (43) (2,174) (179) (2,174)
Interest and other, net (20,704) (15,145) (39,245) (21,010)
Loss before benefit from income taxes (284,144) (60,533) (393,366) (118,597)
Benefit from income taxes (7,462) (433) (7,452) (835)
Net loss $ (276,682) $ (60,100) $ (385,914) $ (117,762)
Net loss per share, basic (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Net loss per share, diluted (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Weighted-average shares outstanding, basic (in shares) 151,357 126,319 141,720 124,922
Weighted-average shares outstanding, diluted (in shares) 151,357 126,319 141,720 124,922
Subscription        
Revenue:        
Total revenue $ 303,121 $ 190,689 $ 543,179 $ 364,470
Cost of revenue:        
Total cost of revenue 84,457 39,501 136,855 76,658
Professional services and other        
Revenue:        
Total revenue 12,379 9,757 23,327 18,835
Cost of revenue:        
Total cost of revenue $ 16,649 $ 11,646 $ 30,374 $ 22,975
v3.21.2
Condensed Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Statement of Comprehensive Income [Abstract]        
Net loss $ (276,682) $ (60,100) $ (385,914) $ (117,762)
Other comprehensive income:        
Net change in unrealized gains or losses on available-for-sale securities (353) (1,064) (1,166) 3,570
Foreign currency translation adjustments (882) 2,843 151 1,059
Other comprehensive income (loss) (1,235) 1,779 (1,015) 4,629
Comprehensive loss $ (277,917) $ (58,321) $ (386,929) $ (113,133)
v3.21.2
Condensed Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Common stock and additional paid-in capital
Accumulated deficit
Accumulated other comprehensive income (loss)
Beginning balance at Jan. 31, 2020   $ 1,105,576 $ (701,124) $ 892
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Issuance of common stock upon exercise of stock options and other activity, net   42,754    
Issuance of common stock for bonus settlement   9,818    
Stock-based compensation   86,846    
Equity component of convertible senior notes, net of issuance costs   306,232    
Equity component of early extinguishment and conversion of convertible senior notes   61,664    
Proceeds from hedges related to convertible senior notes   195,046    
Payments for warrants related to convertible senior notes   (175,399)    
Purchases of capped calls related to convertible senior notes   (133,975)    
Net loss $ (117,762)   (117,762)  
Other comprehensive income (loss)       4,629
Ending balance at Jul. 31, 2020 685,197 1,498,562 (818,886) 5,521
Beginning balance at Apr. 30, 2020   1,168,140 (758,786) 3,742
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Issuance of common stock upon exercise of stock options and other activity, net   28,046    
Stock-based compensation   48,808    
Equity component of convertible senior notes, net of issuance costs   306,232    
Equity component of early extinguishment and conversion of convertible senior notes   61,664    
Proceeds from hedges related to convertible senior notes   195,046    
Payments for warrants related to convertible senior notes   (175,399)    
Purchases of capped calls related to convertible senior notes   (133,975)    
Net loss (60,100)   (60,100)  
Other comprehensive income (loss)       1,779
Ending balance at Jul. 31, 2020 685,197 1,498,562 (818,886) 5,521
Beginning balance at Jan. 31, 2021 694,043 1,656,109 (967,456) 5,390
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Issuance of common stock and value of equity awards assumed in connection with business combination   5,409,344    
Issuance of common stock upon exercise of stock options and other activity, net   52,911    
Stock-based compensation   252,035    
Equity component of early extinguishment and conversion of convertible senior notes   20,784    
Proceeds from hedges related to convertible senior notes   2    
Net loss (385,914)   (385,914)  
Other comprehensive income (loss)       (1,015)
Ending balance at Jul. 31, 2021 6,042,190 7,391,185 (1,353,370) 4,375
Beginning balance at Apr. 30, 2021   1,753,856 (1,076,688) 5,610
Increase (Decrease) in Stockholders' Equity [Roll Forward]        
Issuance of common stock and value of equity awards assumed in connection with business combination   5,409,344    
Issuance of common stock upon exercise of stock options and other activity, net   34,697    
Stock-based compensation   187,923    
Equity component of early extinguishment and conversion of convertible senior notes   5,364    
Proceeds from hedges related to convertible senior notes   1    
Net loss (276,682)   (276,682)  
Other comprehensive income (loss)       (1,235)
Ending balance at Jul. 31, 2021 $ 6,042,190 $ 7,391,185 $ (1,353,370) $ 4,375
v3.21.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended 12 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Jan. 31, 2021
Cash flows from operating activities:          
Net loss $ (276,682) $ (60,100) $ (385,914) $ (117,762)  
Adjustments to reconcile net loss to net cash provided by operating activities:          
Stock-based compensation     251,826 86,106  
Depreciation, amortization and accretion     44,903 12,691  
Amortization of debt discount and issuance costs     42,780 26,330  
Amortization of deferred commissions     25,135 18,077  
Deferred income taxes     (11,506) (1,915)  
Non-cash charitable contributions     3,663 2,417  
Loss on early extinguishment and conversion of debt 43 2,174 179 2,174  
Other, net     (5,561) 1,435  
Changes in operating assets and liabilities:          
Accounts receivable     (14,798) 18,626  
Deferred commissions     (55,102) (30,332)  
Prepaid expenses and other assets     718 (7,622)  
Operating lease right-of-use assets     10,732 8,972  
Accounts payable     (2,044) 810  
Accrued compensation     (6,507) 15,045  
Accrued expenses and other liabilities     10,092 (3,131)  
Operating lease liabilities     (13,489) (7,663)  
Deferred revenue     158,360 25,369  
Net cash provided by operating activities     53,467 49,627  
Cash flows from investing activities:          
Capitalization of internal-use software costs     (378) (2,326)  
Purchases of property and equipment     (4,034) (10,669)  
Purchases of securities available for sale and other     (923,620) (1,029,281)  
Proceeds from maturities and redemption of securities available for sale     763,607 280,395  
Proceeds from sales of securities available for sale and other     906 89,620  
Payments for business acquisition, net of cash acquired     (148,042) 0  
Net cash used in investing activities     (311,561) (672,261)  
Cash flows from financing activities:          
Proceeds from issuance of convertible senior notes, net of issuance costs     0 1,135,418  
Payments for repurchases and conversions of convertible senior notes     (15) (181)  
Proceeds from hedges related to convertible senior notes     2 195,046  
Payments for warrants related to convertible senior notes     0 (175,399)  
Purchases of capped calls related to convertible senior notes     0 (133,975)  
Proceeds from stock option exercises     31,829 27,517  
Proceeds from shares issued in connection with employee stock purchase plan     17,417 12,821  
Net cash provided by financing activities     49,233 1,061,247  
Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash     193 578  
Net increase (decrease) in cash, cash equivalents and restricted cash     (208,668) 439,191  
Cash, cash equivalents and restricted cash at beginning of period     448,630 531,953 $ 531,953
Cash, cash equivalents and restricted cash at end of period 239,962 971,144 239,962 971,144 448,630
Cash paid during the period for:          
Interest     2,864 841  
Income taxes     1,642 393  
Non-cash activities:          
Issuance of common stock and value of equity awards assumed in connection with business combination     5,409,344 0  
Issuance of common stock for repurchases and conversions of convertible senior notes     126,144 260,368  
Benefit from exercise of hedges related to convertible senior notes     79,641 0  
Operating lease right-of-use assets exchanged for lease liabilities     7,696 41,388  
Property and equipment acquired through tenant improvement allowance     0 3,852  
Issuance of common stock for bonus settlement     0 9,818  
Reconciliation of cash, cash equivalents and restricted cash within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows above:          
Cash and cash equivalents 225,265 957,234 225,265 957,234 434,607
Restricted cash, current included in prepaid expenses and other current assets 5,037 2,217 5,037 2,217  
Restricted cash, noncurrent included in other assets 9,660 11,693 9,660 11,693  
Total cash, cash equivalents and restricted cash $ 239,962 $ 971,144 $ 239,962 $ 971,144 $ 448,630
v3.21.2
Overview and Basis of Presentation
 6 Months Ended
Jul. 31, 2021
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 management platform for the enterprise. The Okta Identity Cloud enables the Company’s customers to securely connect the right people to the right technologies and services at the right time. The Company was incorporated in January 2009 as Saasure Inc., a California corporation, and was later reincorporated in April 2010 under the name Okta, Inc. as a Delaware corporation. The Company is headquartered in San Francisco, California.
Basis of Presentation and Principles of Consolidation
The accompanying unaudited condensed 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 condensed consolidated balance sheet as of January 31, 2021, included herein, was derived from the audited financial statements as of that date. The unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the results of operations for the interim periods presented, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year ending January 31, 2022 or any future period. The condensed consolidated financial statements include the results of operations for Auth0, Inc. from the acquisition date of May 3, 2021 to July 31, 2021. See Note 3 for additional details.
The Company’s fiscal year ends on January 31. References to fiscal 2022, for example, refer to the fiscal year ending January 31, 2022.
The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 4, 2021.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The Company bases its estimates on historical experience and on other assumptions that its management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the stand alone selling price (“SSP”) for each distinct performance obligation included in customer contracts with multiple performance obligations, the determination of the period of benefit for deferred commissions, the determination of the effective interest rate of the liability components of its convertible senior notes, the determination of the incremental borrowing rate used for operating lease liabilities, the valuation of deferred income tax assets, the valuation of goodwill and acquired intangible assets and their useful lives and the valuation of certain equity awards assumed.
In March 2020, the World Health Organization (“WHO”) declared the outbreak of the novel coronavirus (“COVID-19”) a pandemic, which has spread across the globe. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the condensed consolidated financial statements for the three and six months ended July 31, 2021 and 2020. As events continue to evolve and additional information becomes available, the Company’s assumptions and estimates may change materially in future periods.
v3.21.2
Accounting Standards and Significant Accounting Policies
 6 Months Ended
Jul. 31, 2021
Accounting Policies [Abstract]  
Accounting Standards and Significant Accounting Policies Accounting Standards and Significant Accounting Policies
Significant Accounting Policies
The Company’s significant accounting policies are discussed in “Note 2. Summary of Significant Accounting Policies” in Item 8. Financial Statements and Supplementary Data of its Form 10-K for the fiscal year ended January 31, 2021. The Company has updated and further described its accounting policies for business combinations and strategic investments below. There have been no other significant changes to the Company’s significant accounting policies for the six months ended July 31, 2021.
Business Combinations
When the Company acquires a business, the purchase price is allocated to the net tangible and identifiable intangible assets acquired based on their estimated fair values. Any residual purchase price is recorded as goodwill. The allocation of the purchase price requires management to make significant estimates in determining the fair values of assets acquired and liabilities assumed, especially with respect to intangible assets. These estimates can include, but are not limited to:
•future expected cash flows from subscription contracts, professional services contracts, other customer contracts and acquired developed technologies;
•historical and expected customer attrition rates and anticipated growth in revenue from acquired customers;
•royalty rates applied to acquired developed technology platforms and other intangible assets;
•obsolescence curves and other useful life assumptions, such as the period of time and intended use of acquired intangible assets in the Company’s product offerings;
•discount rates;
•uncertain tax positions and tax-related valuation allowances; and
•fair value of assumed equity awards.
These estimates are inherently uncertain and unpredictable, and unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations.
Strategic Investments
The Company holds strategic equity investments in privately held companies that are included in Other assets on the condensed 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 condensed consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent data available to the Company. 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 significant Company 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.
Recent Accounting Pronouncements Not Yet Adopted
In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU
2020-06”), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, ASU 2020-06 removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, entities will no longer separately present in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature will no longer be amortized into income as interest expense over the life of the instrument. Instead, entities will account for a convertible debt instrument wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC Topic 815, Derivatives and Hedging, or (2) a convertible debt instrument was issued at a substantial premium. Among other potential impacts, this change is expected to reduce reported interest expense, increase reported net income, and result in a reclassification of certain conversion feature-related balance sheet amounts from stockholders’ equity to liabilities as it relates to the Company’s convertible senior notes. Additionally, ASU 2020-06 requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share (“EPS”), which is consistent with the Company’s accounting treatment under the current standard. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, and the Company intends to adopt this standard using the modified retrospective method in its first quarter of fiscal 2023. The Company is currently evaluating the overall impact of this standard on its consolidated financial statements.
v3.21.2
Business Combination
 6 Months Ended
Jul. 31, 2021
Business Combination and Asset Acquisition [Abstract]  
Business Combination Business Combination
On May 3, 2021, the Company acquired all outstanding shares of privately-held Auth0, an Identity-as-a-Service company. The Company expects to combine Auth0’s developer-centric identity solution with the Company’s Okta Identity Cloud to drive synergies, product options and value for current and future customers. The acquisition date fair value of the consideration transferred for Auth0 was approximately $5,671.0 million, which consisted of the following (in thousands):
 
Estimated Fair Value
(unaudited)
Cash$257,010 
Common stock issued5,175,623 
Fair value of outstanding employee equity awards assumed238,389 
 Total consideration$5,671,022 
Cash consideration of $257.0 million includes $3.8 million held back as partial security for post-closing true-up adjustments as well as indemnification claims made within one year of the acquisition date.
Approximately 19.2 million shares of common stock valued at $5,175.6 million were issued to selling stockholders, which includes approximately 1.1 million shares valued at $294.6 million held back as partial security for post-closing true-up adjustments as well as any indemnification claims made within one year of the acquisition date.
The Company entered into revesting agreements with Auth0’s founders pursuant to which approximately 1.2 million additional shares of Okta’s Class A common stock issued to the founders as of the closing date will vest over three years. The $332.1 million fair value of the unvested restricted stock is not included as purchase consideration above, as it has a post-combination service requirement and will be accounted for separately from the business combination as stock compensation expense.
The Company issued replacement equity awards with a fair value of $655.1 million, of which $238.4 million was allocated to the purchase consideration as it is attributable to pre-combination services rendered and $416.7 million was allocated to post-combination services and will be expensed over the remaining service periods as stock-based compensation. The fair value of the stock options assumed by the Company was determined using the Black-Scholes option pricing model. The Company also converted certain equity awards to unvested restricted cash awards totaling $13.5 million that will be expensed over the remaining service periods.
See Note 12 for a discussion of amounts related to post-combination services that will be expensed over the remaining service periods as stock-based compensation.
Acquisition costs of $29.0 million related to Auth0 were expensed by the Company in general and administrative expenses in its condensed consolidated statement of operations for the three and six months ended July 31, 2021.
The transaction was accounted for as a business combination. The total purchase price of $5,671.0 million was allocated using information currently available to the Company. As a result, the Company may continue to adjust the preliminary purchase price allocation after obtaining more information regarding asset valuations, liabilities assumed, and revisions of preliminary estimates. Preliminary allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values is as follows (in thousands):
 
Estimated Fair Value
(unaudited)
Cash and cash equivalents$107,425 
Accounts receivable28,572 
Prepaid expenses and other current assets12,748 
Property and equipment, net1,928 
Operating lease right-of-use assets6,873 
Other assets6,375 
Intangible assets334,300 
Accounts payable(3,610)
Accrued expenses and other current liabilities(10,946)
Accrued compensation(19,187)
Deferred revenue(65,339)
Operating lease liabilities, noncurrent(5,694)
Other liabilities, noncurrent(12,515)
Net assets acquired$380,930 
The excess of purchase consideration over the fair value of the net tangible assets and identifiable intangible assets acquired was $5,290.1 million and was recorded as goodwill, which is primarily attributable to expected synergies in sales opportunities across complementary products, customers and geographies, cross-selling opportunities, and improvements in the selling process. None of the goodwill is expected to be deductible for U.S. federal income tax purposes.
The estimated useful lives and fair values of the identifiable intangible assets are as follows (in thousands):
 Preliminary Estimate
Useful Life
(in years)		Amount
(unaudited)
Developed technology
5 years
$172,000 
Customer relationships
2 - 6 years
140,900 
Trade name
5 years
21,400 
Total identifiable intangible assets$334,300 
Developed technology represents the estimated fair value of the features underlying the Auth0 products as well as the platform supporting and providing services to Auth0 customers. Customer relationships represents the estimated fair value of the underlying relationships with Auth0 customers, including the fair value of unbilled and unrecognized contracts yet to be fulfilled. Trade name represents the estimated fair value of the Auth0 brand.
Revenue and earnings of Auth0 included in the Company’s consolidated income statement from the acquisition date through July 31, 2021 are as follows (in thousands):

For the period
 
May 3, 2021 to July 31, 2021
(unaudited)
Revenue$37,606 
Net loss(150,335)
Pro forma consolidated revenue and earnings for the three and six months ended July 31, 2021 and 2020, calculated as if Auth0 had been acquired as of February 1, 2020 are as follows (in thousands):

Pro Forma Consolidated Statement of Operations Data
Three Months Ended
July 31,		Six Months Ended
July 31,
 
2021
2020
2021
2020
(unaudited)
Revenue$320,532 $225,596 $610,295 $428,668 
Net loss(214,738)(158,167)(414,569)(346,400)
The pro forma financial information for all periods presented above has been calculated after adjusting the results of Auth0 to reflect certain business combination and one-time accounting effects such as fair value adjustment of deferred revenue, amortization expense from acquired intangible assets, stock-based compensation expense for unvested equity awards assumed, deferred commissions, release of deferred tax asset valuation allowance and acquisition costs as though the acquisition occurred as of the beginning of the Company’s fiscal 2021. The historical consolidated financial information has been adjusted in the pro forma combined financial results to give effect to pro forma events that are directly attributable to the business combination, reasonably estimable and factually supportable. The pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the Company’s fiscal 2021.
v3.21.2
Cash Equivalents and Investments
 6 Months Ended
Jul. 31, 2021
Investments, Debt and Equity Securities [Abstract]  
Cash Equivalents and Investments Cash Equivalents and Investments
Cash Equivalents and Short-term Investments
The amortized cost, unrealized gain (loss) and estimated fair value of the Company’s cash equivalents and short-term investments as of July 31, 2021 and January 31, 2021 were as follows (in thousands):  
 As of July 31, 2021
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(unaudited)
Cash equivalents:    
Money market funds$58,546 $— $— $58,546 
Total cash equivalents58,546 — — 58,546 
Short-term investments:    
U.S. treasury securities2,021,561 810 (56)2,022,315 
Corporate debt securities221,267 101 (45)221,323 
Total short-term investments2,242,828 911 (101)2,243,638 
Total$2,301,374 $911 $(101)$2,302,184 
 As of January 31, 2021
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
Cash equivalents:    
Money market funds$311,257 $— $— $311,257 
Total cash equivalents311,257 — — 311,257 
Short-term investments:   
U.S. treasury securities1,888,882 1,571 (22)1,890,431 
Corporate debt securities230,726 429 (2)231,153 
Total short-term investments2,119,608 2,000 (24)2,121,584 
Total$2,430,865 $2,000 $(24)$2,432,841 

All short-term investments were designated as available-for-sale securities as of July 31, 2021 and January 31, 2021.
The following table presents the contractual maturities of the Company’s short-term investments as of July 31, 2021 (in thousands):
As of July 31, 2021
 
Amortized
Cost
Estimated
Fair Value
(unaudited)
Due within one year$1,312,391 $1,312,979 
Due between one to five years930,437 930,659 
 Total$2,242,828 $2,243,638 
As of July 31, 2021 and January 31, 2021, the Company included nil of unsettled purchases of short-term investments in Accrued expenses and other current liabilities on the condensed consolidated balance sheets and included $50.0 million and $31.0 million, respectively, of unsettled maturities of short-term investments in Prepaid expenses and other current assets on the condensed consolidated balance sheets.
The Company included $8.4 million and $10.5 million of interest receivable in Prepaid expenses and other current assets on the condensed consolidated balance sheets as of July 31, 2021 and January 31, 2021, respectively. The Company did not recognize an allowance for credit losses against interest receivable as of July 31, 2021 and January 31, 2021 because such potential losses were not material.
The Company had 53 and 10 short-term investments in unrealized loss positions as of July 31, 2021 and January 31, 2021, respectively. There were no material gross unrealized gains or losses from available-for-sale securities and no material realized gains or losses from available-for-sale securities that were reclassified out of accumulated other comprehensive income for the three and six months ended July 31, 2021 or 2020.
For available-for-sale debt securities that have unrealized losses, the Company evaluates whether (i) the Company has the intention to sell any of these investments, (ii) it is not more likely than not that the Company will be required to sell any of these available-for-sale debt securities before recovery of the entire amortized cost basis and (iii) the decline in the fair value of the investment is due to credit or non-credit related factors. Based on this evaluation, the Company determined that for short-term investments, there were no material credit or non-credit related impairments as of July 31, 2021 and January 31, 2021.
Strategic Investments
The Company's investments also include strategic equity investments in privately held companies, which do not have a readily determinable fair value. As of July 31, 2021 and January 31, 2021, the balance of such strategic investments was $10.3 million and $3.1 million, respectively.
During the three and six months ended July 31, 2021, the Company recorded $2.4 million and $5.3 million, respectively, of realized gain and unrealized adjustments in the carrying values of strategic investments. All gains and losses on strategic investments, whether realized or unrealized, are recognized in Interest and other, net on the condensed consolidated statements of operations.
v3.21.2
Fair Value Measurements
 6 Months Ended
Jul. 31, 2021
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company measures its financial assets 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.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents information about the Company’s financial assets that were measured at fair value on a recurring basis using the above input categories (in thousands):  
 As of July 31, 2021
 Level 1
Level 2 
Level 3Total
(unaudited)
Assets:    
Cash equivalents:    
Money market funds$58,546 $— $— $58,546 
Total cash equivalents58,546 — — 58,546 
Short-term investments:    
U.S. treasury securities— 2,022,315 — 2,022,315 
Corporate debt securities— 221,323 — 221,323 
Total short-term investments— 2,243,638 — 2,243,638 
Total cash equivalents and short-term investments$58,546 $2,243,638 $— $2,302,184 
 As of January 31, 2021
 Level 1
Level 2 
Level 3Total
Assets:    
Cash equivalents:    
Money market funds$311,257 $— $— $311,257 
Total cash equivalents311,257 — — 311,257 
Short-term investments:    
U.S. treasury securities— 1,890,431 — 1,890,431 
Corporate debt securities— 231,153 — 231,153 
Total short-term investments— 2,121,584 — 2,121,584 
Total cash equivalents and short-term investments$311,257 $2,121,584 $— $2,432,841 
The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable and accounts payable, approximate fair value due to their short-term maturities and are excluded from the fair value table above.
Fair Value Measurements of Other Financial Instruments
The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments that are not recorded at fair value on the condensed consolidated balance sheets (in thousands):
 As of July 31, 2021
 
Net Carrying Amount (1)
Estimated
Fair Value 
(unaudited)
2023 convertible senior notes$15,868 $86,375 
2025 convertible senior notes$902,955 $1,550,924 
2026 convertible senior notes$890,431 $1,457,752 
(1)     Before unamortized debt issuance costs.
The principal amounts of the 2023 convertible senior notes (“2023 Notes”), the 2025 convertible senior notes (“2025 Notes”), and the 2026 convertible senior notes (“2026 Notes”, and together with the 2023 Notes and 2025 Notes, the “Notes”) are $17.2 million, $1,060.0 million, and $1,150.0 million, respectively. The difference between the principal amounts and the respective net carrying amounts, before unamortized debt issuance costs, represents the unamortized debt discount (See Note 9 for additional details). The estimated fair values of the Notes, which are
Level 2 financial instruments, were determined based on the quoted bid prices of the Notes in an over-the-counter market on the last trading day of the reporting period. As of July 31, 2021, the difference between the net carrying amount of the Notes and their estimated fair values represented the equity conversion value premium the market assigned to the Notes. Based on the closing price of the Company’s common stock of $247.79 on July 31, 2021, the if-converted values of the 2023 Notes, 2025 Notes and 2026 Notes exceeded the principal amounts of $17.2 million, $1,060.0 million and $1,150.0 million, respectively.
v3.21.2
Deferred Commissions
 6 Months Ended
Jul. 31, 2021
Revenue from Contract with Customer [Abstract]  
Deferred Commissions Deferred CommissionsSales commissions capitalized as contract costs totaled $40.0 million and $18.4 million in the three months ended July 31, 2021 and 2020, respectively, and $54.9 million and $30.3 million in the six months ended July 31, 2021 and 2020, respectively. Amortization of contract costs was $13.3 million and $9.4 million for the three months ended July 31, 2021 and 2020, respectively, and $25.1 million and $18.1 million for the six months ended July 31, 2021 and 2020, respectively. There was no impairment loss in relation to the costs capitalized.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 the three months ended July 31, 2021 and 2020 that was included in the deferred revenue balances at the beginning of the respective periods was $245.4 million and $165.0 million, respectively, and $359.3 million and $261.9 million in the six months ended July 31, 2021 and 2020, respectively. Professional services and other revenue recognized in the three and six months ended July 31, 2021 and 2020 from deferred revenue balances at the beginning of the respective periods was not material.
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.
As of July 31, 2021, total remaining non-cancelable performance obligations under the Company’s subscription contracts with customers was approximately $2,236.4 million. Of this amount, the Company expects to recognize revenue of approximately $1,098.5 million, or 49%, over the next 12 months, with the balance to be recognized as revenue thereafter. Remaining performance obligations for professional services and other contracts as of July 31, 2021 were not material.
v3.21.2
Goodwill and Intangible Assets, net
 6 Months Ended
Jul. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, net Goodwill and Intangible Assets, net
Goodwill
As of July 31, 2021 and January 31, 2021, goodwill was $5,338.1 million and $48.0 million, respectively. During the three months ended July 31, 2021, the Company recorded $5,290.1 million of goodwill in connection with the Auth0 acquisition that was completed in May 2021. See Note 3 for further details. No goodwill impairments were recorded during the three and six months ended July 31, 2021 and 2020.
Intangible Assets, net
Intangible assets consisted of the following (in thousands):  
 As of July 31, 2021
GrossAccumulated AmortizationNet
(unaudited)
Capitalized internal-use software costs$30,819 $(21,966)$8,853 
Purchased developed technology200,800 (24,415)176,385 
Customer relationships140,900 (8,800)132,100 
Trade name21,400 (1,070)20,330 
Software licenses239 (121)118 
 $394,158 $(56,372)$337,786 

 As of January 31, 2021
GrossAccumulated AmortizationNet
Capitalized internal-use software costs$30,259 $(19,478)$10,781 
Purchased developed technology28,800 (12,694)16,106 
Software licenses126 (4)122 
 $59,185 $(32,176)$27,009 
During the three months ended July 31, 2021, the Company recorded $334.3 million of intangible assets in connection with the Auth0 acquisition. See Note 3 for further details.
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
July 31, 2021January 31, 2021
(unaudited)
Purchased developed technology4.6 years3.1 years
Customer relationships4.4 years— 
Trade name4.8 years— 
Amortization expense of intangible assets for the three months ended July 31, 2021 and 2020 was $21.3 million and $2.8 million, respectively, and $24.2 million and $5.6 million for the six months ended July 31, 2021 and 2020, respectively.
The expected future amortization expense for acquired intangible assets in connection with the Auth0 acquisition, as of July 31, 2021, is as follows (in thousands):
Fiscal Period: (unaudited)
Remaining six months of fiscal 2022$36,939 
Fiscal 202373,878 
Fiscal 202464,391 
Fiscal 202561,228 
Fiscal 202659,222 
Thereafter20,172 
Total amortization expense$315,830 
v3.21.2
Deferred Revenue and Performance Obligations
 6 Months Ended
Jul. 31, 2021
Revenue from Contract with Customer [Abstract]  
Deferred Revenue and Performance Obligations Deferred CommissionsSales commissions capitalized as contract costs totaled $40.0 million and $18.4 million in the three months ended July 31, 2021 and 2020, respectively, and $54.9 million and $30.3 million in the six months ended July 31, 2021 and 2020, respectively. Amortization of contract costs was $13.3 million and $9.4 million for the three months ended July 31, 2021 and 2020, respectively, and $25.1 million and $18.1 million for the six months ended July 31, 2021 and 2020, respectively. There was no impairment loss in relation to the costs capitalized.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 the three months ended July 31, 2021 and 2020 that was included in the deferred revenue balances at the beginning of the respective periods was $245.4 million and $165.0 million, respectively, and $359.3 million and $261.9 million in the six months ended July 31, 2021 and 2020, respectively. Professional services and other revenue recognized in the three and six months ended July 31, 2021 and 2020 from deferred revenue balances at the beginning of the respective periods was not material.
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.
As of July 31, 2021, total remaining non-cancelable performance obligations under the Company’s subscription contracts with customers was approximately $2,236.4 million. Of this amount, the Company expects to recognize revenue of approximately $1,098.5 million, or 49%, over the next 12 months, with the balance to be recognized as revenue thereafter. Remaining performance obligations for professional services and other contracts as of July 31, 2021 were not material.
v3.21.2
Convertible Senior Notes, Net
 6 Months Ended
Jul. 31, 2021
Debt Disclosure [Abstract]  
Convertible Senior Notes, Net Convertible Senior Notes, Net
2023 Convertible Senior Notes
The 2023 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.25% per year. Interest is payable in cash semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2018. The 2023 Notes mature on February 15, 2023 unless earlier repurchased or converted. The Company may not redeem the 2023 Notes prior to maturity. The total net proceeds from the 2023 Notes, after deducting initial purchasers’ discounts and debt issuance costs, was $335.0 million.
In September 2019, the Company used part of the net proceeds from the issuance of the 2025 Notes to repurchase a portion of the 2023 Notes, which consisted of a repurchase of $224.4 million aggregate principal amount of the 2023 Notes in privately-negotiated transactions, for aggregate consideration of $604.8 million, consisting of approximately $224.4 million in cash and approximately 3.0 million shares of Class A common stock (“First Partial Repurchase of 2023 Notes”). The $604.8 million in aggregate consideration was allocated between the debt and equity components in the amounts of $197.7 million and $407.1 million respectively, using an effective interest rate of 4.00% to determine the fair value of the liability component. As of the repurchase date, the carrying value of the notes subject to the First Partial Repurchase of 2023 Notes, net of unamortized debt discount and issuance costs, was $183.1 million. The First Partial Repurchase of 2023 Notes resulted in a $14.6 million loss on early debt extinguishment during the year ended January 31, 2020, of which $3.8 million consisted of unamortized debt issuance costs.
In June 2020, the Company used part of the net proceeds from the issuance of the 2026 Notes to repurchase a portion of the 2023 Notes, which consisted of a repurchase of $69.9 million aggregate principal amount of the 2023 Notes in privately-negotiated transactions, for aggregate consideration of $260.5 million, consisting of approximately $0.2 million in cash and approximately 1.4 million shares of Class A common stock (“Second Partial Repurchase of 2023 Notes”, and together with the First Partial Repurchase of 2023 Notes, the “2023 Notes Partial Repurchases”). The $260.5 million in aggregate consideration was allocated between the debt and equity components in the amounts of $61.8 million and $198.7 million respectively, using an effective interest rate of 4.90% to determine the fair value of the liability component. As of the repurchase date, the carrying value of the notes subject to the Second Partial Repurchase of 2023 Notes, net of unamortized debt discount and issuance costs, was $59.6 million. The Second Partial Repurchase of 2023 Notes resulted in a $2.2 million loss on early debt extinguishment during the year ended January 31, 2021, of which $1.0 million consisted of unamortized debt issuance costs.
The interest rates used in the 2023 Notes Partial Repurchases were based on the income and market based approaches used to determine the effective interest rate of the 2025 Notes and 2026 Notes, adjusted for the remaining tenor of the 2023 Notes. As of July 31, 2021, $17.2 million of principal remained outstanding on the 2023 Notes.
The terms of the 2023 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the “2023 Indenture”). Upon conversion, the 2023 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 2023 Notes are convertible at an initial conversion rate of 20.6795 shares of Class A common stock per $1,000 principal amount of the 2023 Notes, which is equal to an initial conversion price of approximately $48.36 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2023 Indenture. Prior to the close of business on the business day immediately preceding October 15, 2022, holders of the 2023 Notes may convert all or a portion of their 2023 Notes only in multiples of $1,000 principal amount, under the following circumstances:
•during any fiscal quarter commencing after the fiscal quarter ending on April 30, 2018 (and only during such fiscal quarter), if the last reported sale price of 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 2023 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 2023 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 Class A common stock and the conversion rate on such trading day; or
•upon the occurrence of specified corporate events, as described in the 2023 Indenture.
On or after October 15, 2022 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 2023 Notes regardless of the foregoing circumstances. For at least 20 trading days during the period of 30 consecutive trading days ended July 31, 2021, the last reported sale price of the Company’s common stock was equal to or exceeded 130% of the conversion price of the 2023 Notes on each applicable trading day. As a result, the 2023 Notes are convertible at the option of the holders during the fiscal quarter ending October 31, 2021 and were classified as current liabilities on the condensed consolidated balance sheet as of July 31, 2021.
During the six months ended July 31, 2021, the Company issued approximately 0.5 million shares of Class A common stock and paid an immaterial amount in cash to settle approximately $23.0 million principal amount of 2023 Notes. The loss on early note conversion was not material. During the three months ended July 31, 2021, the Company received additional conversion requests, and an immaterial aggregate principal amount of the 2023 Notes was settled in cash during the fiscal quarter ending October 31, 2021. No requests to convert material amounts of the 2023 Notes are currently outstanding.
Holders of the 2023 Notes who convert their 2023 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2023 Indenture) 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 2023 Indenture), holders of the 2023 Notes may require the Company to repurchase all or a portion of their 2023 Notes at a price equal to 100% of the principal amount of the 2023 Notes being repurchased, plus any accrued and unpaid interest.
In accounting for the issuance of the 2023 Notes, the Company separated the 2023 Notes into liability and equity components, using an effective interest rate of 5.68% to determine the fair value of the liability component. This interest rate was based on both an income and a market based approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, the Company observed the price of the Note Hedges (see below) it purchased for its 2023 Notes and also performed an evaluation of issuances of convertible debt securities by other companies with similar credit risk ratings at the time of issuance. The following table sets forth total interest expense recognized related to the 2023 Notes (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Contractual interest expense$14 $52 $34 $127 
Amortization of debt issuance costs24 90 62 217 
Amortization of debt discount241 958 624 2,328 
Total$279 $1,100 $720 $2,672 

Total initial issuance costs of $10.0 million related to the 2023 Notes were allocated between liability and equity in the same proportion as the allocation of the total proceeds to the liability and equity components. Issuance costs attributable to the liability component are being amortized to interest expense over the respective term of the 2023 Notes using the effective interest rate method. The issuance costs attributable to the equity component were netted against the respective equity component in Additional paid-in capital. The Company initially recorded liability issuance costs of $7.7 million and equity issuance costs of $2.3 million.
The 2023 Notes, net consisted of the following (in thousands):
As of July 31, 2021
(unaudited)
Liability component:
Principal$17,230 
Less: unamortized debt issuance costs and debt discount(1,507)
Net carrying amount$15,723 
As of July 31, 2021
(unaudited)
Equity component:
2023 Notes$3,993 
Less: issuance costs(116)
Carrying amount of the equity component(1)
$3,877 
(1) Included in the condensed consolidated balance sheets within Additional paid-in capital.
Note Hedges
In connection with the pricing of the 2023 Notes, the Company entered into convertible note hedges with respect to its Class A common stock (the “Note Hedges”). The Note Hedges are purchased call options that give the Company the option to purchase, subject to anti-dilution adjustments substantially identical to those in the 2023 Notes, approximately 7.1 million shares of its Class A common stock for approximately $48.36 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2023 Notes, exercisable upon conversion of the 2023 Notes. The Note Hedges will expire in 2023, if not exercised earlier. The Note Hedges 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 2023 Notes under certain circumstances. The Note Hedges are separate transactions and are not part of the terms of the 2023 Notes.
The Company paid an aggregate amount of $80.0 million for the Note Hedges. The amount paid for the Note Hedges was recorded as a reduction to Additional paid-in capital in the condensed consolidated balance sheets.
In September 2019 and in June 2020, and in connection with the First Partial Repurchase of 2023 Notes and Second Partial Repurchase of 2023 Notes, the Company terminated Note Hedges corresponding to approximately 4.6 million and 1.4 million shares for cash proceeds of $405.9 million and $195.0 million, respectively. The proceeds were recorded as an increase to Additional paid-in capital in the condensed consolidated balance sheets.
During the six months ended July 31, 2021, the Company exercised and net-share-settled Note Hedges corresponding to approximately $20.0 million principal amount of 2023 Notes and received approximately 0.3 million shares of Class A common stock and an immaterial cash payment. As of July 31, 2021, the Company had additionally exercised Note Hedges corresponding to approximately $3.0 million principal amount of 2023 Notes that are expected to be net-share-settled in the three months ending October 31, 2021.
As of July 31, 2021, Note Hedges giving the Company the option to purchase approximately 0.4 million shares (subject to adjustment), which excludes the exercised portion expected to be net-share-settled in the three months ending October 31, 2021, remained outstanding.
Warrants
In connection with the issuance of the 2023 Notes, the Company also entered into separate warrant transactions pursuant to which it sold net-share-settled (or, at the Company’s election subject to certain conditions, cash-settled) warrants (the “Warrants”) to acquire, subject to anti-dilution adjustments, up to approximately 7.1 million shares over 80 scheduled trading days beginning in May 2023 of the Company’s Class A common stock at an initial exercise price of approximately $68.06 per share (subject to adjustment). If the Warrants are not exercised on their exercise dates, they will expire. If the market value per share of the Company’s Class A common stock exceeds the applicable exercise price of the Warrants, the Warrants could have a dilutive effect on the Company’s Class A common stock unless, subject to the terms of the Warrants, the Company elects to cash settle the Warrants. The Warrants are separate transactions and are not part of the terms of the 2023 Notes or the Note Hedges.
The Company received aggregate proceeds of $52.4 million from the sale of the Warrants in connection with the 2023 Notes. The proceeds from the sale of the Warrants were recorded as an increase to Additional paid-in capital in the condensed consolidated balance sheets.
In September 2019 and in June 2020, and in connection with the First Partial Repurchase of 2023 Notes and Second Partial Repurchase of 2023 Notes, the Company terminated Warrants corresponding to approximately 4.6 million and 1.4 million shares for total cash payments of $358.6 million and $175.4 million, respectively. The termination payments were recorded as a decrease to Additional paid-in capital in the condensed consolidated balance sheets.
As of July 31, 2021, Warrants to acquire up to approximately 1.0 million shares (subject to adjustment) remained outstanding.
2025 Convertible Senior Notes
The 2025 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.125% per year. Interest is payable in cash semi-annually in arrears on March 1 and September 1 of each year, beginning on March 1, 2020. The 2025 Notes mature on September 1, 2025 unless earlier redeemed, repurchased or converted. The total net proceeds from the 2025 Notes, after deducting initial purchasers’ discounts and debt issuance costs, were $1,040.7 million.
The terms of the 2025 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the “2025 Indenture”). Upon conversion, the 2025 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 2025 Notes are convertible at an initial conversion rate of 5.2991 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equal to an initial conversion price of approximately $188.71 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2025 Indenture. Prior to the close of business on the business day immediately preceding June 1, 2025, holders of the 2025 Notes may convert all or a portion of their 2025 Notes only in multiples of $1,000 principal amount, under the following circumstances:
•during any fiscal quarter commencing after the fiscal quarter ending on January 31, 2020 (and only during such fiscal quarter), if the last reported sale price of 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 2025 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 2025 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 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 2025 Indenture.
On or after June 1, 2025 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 2025 Notes regardless of the foregoing circumstances. During the three months ended July 31, 2021, the conditions allowing holders of the 2025 Notes to convert during the three months ending October 31, 2021 were not met, and as a result, the 2025 Notes were classified as noncurrent liabilities as of July 31, 2021. No requests to convert material amounts of the 2025 Notes are currently outstanding.
The Company may redeem for cash all or any portion of the 2025 Notes, at its option, on or after September 6, 2022, 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) during any 30 consecutive trading day period (including the last trading day of such period) ending on and including the trading day preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. During the three months ended July 31, 2021, the Company did not redeem any of the 2025 Notes.
Holders of the 2025 Notes who convert their 2025 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2025 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 2025 Indenture), holders of the 2025 Notes may require the Company to repurchase all or a portion of their 2025 Notes at a price equal to 100% of the principal amount of the 2025 Notes being repurchased, plus any accrued and unpaid interest.
In accounting for the issuance of the 2025 Notes, the Company separated the 2025 Notes into liability and equity components using an effective interest rate of 4.10% to determine the fair value of the liability component. This interest rate was based on both an income and a market based approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility and the risk-free rate. For the market approach, the Company performed an evaluation of issuances of convertible debt securities by other companies with similar credit risk ratings at the time of issuance. The following table sets forth total interest expense recognized related to the 2025 Notes (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Contractual interest expense$331 $331 $662 $662 
Amortization of debt issuance costs568 518 1,124 1,024 
Amortization of debt discount8,790 8,440 17,490 16,794 
Total$9,689 $9,289 $19,276 $18,480 
Total issuance costs of $19.3 million related to the 2025 Notes were allocated between liability and equity in the same proportion as the allocation of the total proceeds to the liability and equity components. Issuance costs attributable to the liability component are being amortized to interest expense over the respective term of the 2025 Notes using the effective interest rate method. The issuance costs attributable to the equity component were netted against the respective equity component in Additional paid-in capital. The Company recorded liability issuance costs of $15.3 million and equity issuance costs of $4.0 million.
The 2025 Notes, net consisted of the following (in thousands):
As of July 31, 2021
(unaudited)
Liability component:
Principal$1,059,997 
Less: unamortized debt issuance costs and debt discount(168,354)
Net carrying amount$891,643 
At Issuance
Equity component:
2025 Notes$221,387 
Less: issuance costs(4,040)
Carrying amount of the equity component(1)
$217,347 
(1) Included in the condensed consolidated balance sheets within Additional paid-in capital.
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 (the “2025 Capped Calls”). The 2025 Capped Calls are purchased call options that give the Company the option to purchase, subject to anti-dilution adjustments substantially identical to those in the 2025 Notes, approximately 5.6 million shares of its Class A common stock for approximately $188.71 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2025 Notes, exercisable upon conversion of the 2025 Notes. The 2025 Capped Calls have initial cap prices of $255.88 per share (subject to adjustment) and will expire in 2025, if not exercised earlier. The 2025 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 2025 Notes under certain circumstances. The 2025 Capped Calls are separate transactions and are not part of the terms of the 2025 Notes.
The Company paid an aggregate amount of $74.1 million for the 2025 Capped Calls. The amount paid for the 2025 Capped Calls was recorded as a reduction to Additional paid-in capital in the condensed consolidated balance sheets.
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. The total net proceeds from the 2026 Notes, after deducting initial purchasers’ discounts and debt issuance costs, were $1,134.8 million.
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”, and together with the 2023 Indenture and 2025 Indenture, the “Indentures”). 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 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 July 31, 2021, the conditions allowing holders of the 2026 Notes to convert were not met.
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. During the three months ended July 31, 2021, the Company did not redeem any of the 2026 Notes.
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 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 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.
In accounting for the issuance of the 2026 Notes, the Company separated the 2026 Notes into liability and equity components using an effective interest rate of 5.75% to determine the fair value of the liability component. This interest rate was based on both an income and a market based approach. For the income approach, the Company used a convertible bond pricing model, which included several assumptions including volatility, the risk-free rate and observable trading activity for the Company’s existing Notes. For the market approach, the Company performed an evaluation of issuances of convertible debt securities by other companies with similar credit risk ratings at the time of issuance. The following table sets forth total interest expense recognized related to the 2026 Notes (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Contractual interest expense$1,078 $575 $2,156 $575 
Amortization of debt issuance costs352 165 692 165 
Amortization of debt discount11,474 5,802 22,788 5,802 
Total$12,904 $6,542 $25,636 $6,542 
Total issuance costs of $15.2 million related to the 2026 Notes were allocated between liability and equity in the same proportion as the allocation of the total proceeds to the liability and equity components. Issuance costs attributable to the liability component are being amortized to interest expense over the respective term of the 2026 Notes using the effective interest rate method. The issuance costs attributable to the equity component were netted against the respective equity component in Additional paid-in capital. The Company recorded liability issuance costs of $11.1 million and equity issuance costs of $4.1 million.
The 2026 Notes, net consisted of the following (in thousands):
As of July 31, 2021
(unaudited)
Liability component:
Principal$1,150,000 
Less: unamortized debt issuance costs and debt discount(269,132)
Net carrying amount$880,868 
At Issuance
Equity component:
2026 Notes$310,311 
Less: issuance costs(4,090)
Carrying amount of the equity component(1)
$306,221 
(1) Included in the condensed consolidated balance sheets within Additional paid-in capital.
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”). The 2026 Capped Calls are purchased call options that give the Company the option to purchase, subject to anti-dilution adjustments substantially identical to those in the 2026 Notes, approximately 4.8 million shares 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 Company paid an aggregate amount of $134.0 million for the 2026 Capped Calls. The amount paid for the 2026 Capped Calls was recorded as a reduction to Additional paid-in capital in the condensed consolidated balance sheets.
v3.21.2
Leases
 6 Months Ended
Jul. 31, 2021
Leases [Abstract]  
Leases Leases
The Company has entered into various non-cancelable office space operating leases with original lease periods expiring between 2023 and 2028. These leases do not contain material variable rent payments, residual value guarantees, covenants or other restrictions.
Operating lease costs were as follows (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Operating lease cost(1)
$9,621 $8,334 $18,458 $15,704 
(1) Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
The weighted-average remaining term of the Company’s operating leases was 6.3 years and 6.8 years as of July 31, 2021 and January 31, 2021, respectively, and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.5% and 5.6%, respectively.
Maturities of the Company’s operating lease liabilities, which do not include short-term leases, were as follows (in thousands):
As of July 31, 2021
(unaudited)
2022$17,409 
202340,744 
202440,588 
202537,622 
202627,711 
Thereafter73,135 
Total lease payments237,209 
Less imputed interest(39,227)
Total operating lease liabilities$197,982 
Cash payments included in the measurement of the Company’s operating lease liabilities were $10.0 million and $7.8 million for the three months ended July 31, 2021 and 2020, respectively, and $19.1 million and $15.0 million in the six months ended July 31, 2021 and 2020, respectively.
v3.21.2
Commitments and Contingencies
 6 Months Ended
Jul. 31, 2021
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 $10.8 million and $11.2 million were issued and outstanding as of July 31, 2021 and January 31, 2021, respectively. No draws have been made under such letters of credit. Noncurrent restricted cash of $8.6 million associated with these letters of credit is included in Other assets on the condensed consolidated balance sheets as of July 31, 2021 and January 31, 2021.
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. There were no such material matters as of July 31, 2021
v3.21.2
Employee Incentive Plans
 6 Months Ended
Jul. 31, 2021
Share-based Payment Arrangement [Abstract]  
Employee Incentive Plans Employee Incentive Plans
The Company’s equity incentive plans provide for granting stock options, restricted stock units (“RSUs”) and restricted stock awards to employees, consultants, officers and directors. In addition, the Company offers an Employee Stock Purchase Plan (“ESPP”) to eligible employees.
Stock-based compensation expense was recorded in the following cost and expense categories in the Company’s condensed consolidated statements of operations (in thousands):  
 Three Months Ended
July 31,		Six Months Ended
July 31,
 2021202020212020
(unaudited)
Cost of revenue    
Subscription$13,138 $5,164 $20,388 $9,139 
Professional services and other3,161 2,000 5,503 3,811 
Research and development53,332 14,953 73,425 26,888 
Sales and marketing41,288 13,165 62,354 24,325 
General and administrative76,795 13,112 90,156 21,959 
Total$187,714 $48,394 $251,826 $86,122 
Equity Incentive Plans
The Company has two equity incentive plans: the 2009 Stock Plan (“2009 Plan”) and the 2017 Equity Incentive Plan (“2017 Plan”). In addition, the Company assumed Auth0, Inc. equity incentive plans as described below. All shares that remain available for future grants are under the 2017 Plan. As of July 31, 2021, options to purchase 2,849,312 shares of Class A common stock and 6,227,690 shares of Class B common stock remained outstanding.
Shares of common stock reserved for future issuance were as follows:
As of
July 31, 2021
(unaudited)
Stock options and unvested RSUs outstanding14,379,018 
Available for future stock option and RSU grants24,393,449 
Available for ESPP5,854,767 
 44,627,234 
Stock Options
A summary of the Company’s stock option activity and related information was as follows:  
Number of
Options 
Weighted-
Average
Exercise
Price 
Weighted-
Average
Remaining
Contractual
Term (Years)
Aggregate
Intrinsic 
Value
(in thousands)
Outstanding as of January 31, 20218,250,113 $18.93 5.6$1,980,668 
Granted2,547,223 92.82 
Exercised(1,566,592)20.73 
Canceled(153,742)141.64 
Outstanding as of July 31, 2021 (unaudited)9,077,002 $37.28 5.8$1,928,223 
As of July 31, 2021
Vested and exercisable (unaudited)7,062,746 $12.33 5.0$1,663,336 
As of July 31, 2021, there was a total of $293.8 million of unrecognized stock-based compensation expense related to options, which is being recognized over a weighted-average period of 2.7 years.
Restricted Stock Units
A summary of the Company’s RSU activity and related information was as follows:  
Number of
RSUs		Weighted-
Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20214,452,107 $122.90 
Granted2,644,626 244.77 
Vested(1,324,228)120.10 
Forfeited(470,489)145.19 
Outstanding as of July 31, 2021 (unaudited)5,302,016 $182.44 
As of July 31, 2021, there was $881.8 million of unrecognized stock-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 2.7 years based on vesting under the award service conditions.
Equity Awards Issued in Connection with Business Combination
In connection with the May 3, 2021 Auth0 acquisition described in Note 3, the Company assumed the Auth0, Inc. 2014 Equity Incentive Plan and the Auth0, Inc. Phantom Unit Plan (together, the “Auth0 Plans”) and certain outstanding options to purchase Auth0 common stock, RSUs settleable into shares of Auth0 common stock, and phantom units under the Auth0 Plans. Certain assumed securities were converted into options (which in certain instances were automatically net exercised) or RSUs, as applicable, for shares of the Company’s Class A common stock, subject to adjustment as set forth in the Merger Agreement. Such assumed and converted options and RSUs will continue to be outstanding and will be governed by the provisions of the Auth0 Plans.

Activity under the Auth0 Plans is included in the summaries of stock option and RSU activity above. Included in the Granted total in the stock options activity table above are 1,850,079 options assumed at a weighted average exercise price per share of $24.21. Included in the Granted total in the RSU activity table above are 743,718 RSUs assumed at a weighted average grant date fair value per share of $269.70.

The Company entered into revesting agreements with Auth0’s founders pursuant to which 1,231,372 restricted shares of Okta’s Class A common stock with a fair value per share of $269.70 issued to the founders as of the closing date will vest over three years. As of July 31, 2021, there was $305.1 million of unrecognized stock-based compensation expense related to unvested restricted stock, which is being recognized over a weighted-average period of 2.8 years based on vesting under the award service conditions.
Employee Stock Purchase Plan
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 Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
 Three and Six Months Ended July 31,
 20212020
(unaudited)
Expected volatility
47%- 48%
50% - 54%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
0.06% - 0.09%
0.17% - 0.18%
Expected dividend yield——
During the three and six months ended July 31, 2021, the Company’s employees purchased 88,160 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $197.60 per share, with total proceeds of $17.4 million.
As of July 31, 2021, there was $16.5 million of unrecognized stock-based compensation expense related to the ESPP that is expected to be recognized over an average vesting period of 0.8 years.
v3.21.2
Income Taxes
 6 Months Ended
Jul. 31, 2021
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
For the three and six months ended July 31, 2021, the Company recorded a tax benefit of $7.5 million and $7.5 million on pretax losses of $284.1 million and $393.4 million, respectively. The effective tax rate for the three and six months ended July 31, 2021 was approximately 2.6% and 1.9%, respectively. The effective tax rate differs from the statutory rate primarily as a result of not recognizing deferred tax assets for U.S. losses due to a full valuation allowance against U.S. deferred tax assets, release of the valuation allowance in the United States in connection with the Auth0 acquisition, a remeasurement of deferred tax assets in connection with a tax rate change in the United Kingdom, and excess tax benefits from stock-based compensation in the United Kingdom. The tax benefit was partially offset by income tax expense in profitable foreign jurisdictions and U.S. state taxes.
For the three and six months ended July 31, 2020, the Company recorded a tax benefit of $0.4 million and $0.8 million on pretax losses of $60.5 million and $118.6 million, respectively. The effective tax rate for the three and six months ended July 31, 2020 was 0.7%. The effective tax rate differs from the statutory rate primarily as a result of not recognizing deferred tax assets for U.S. losses due to a full valuation allowance against U.S. deferred tax
assets and excess tax benefits from stock-based compensation in the United Kingdom. The tax benefit was partially offset by income tax expense in profitable foreign jurisdictions and U.S. state taxes.
v3.21.2
Net Loss Per Share
 6 Months Ended
Jul. 31, 2021
Earnings Per Share [Abstract]  
Net Loss Per Share Net Loss Per Share
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):  
 Three Months Ended
July 31,		Six Months Ended
July 31,
 2021202020212020
 Class A Class BClass A Class BClass A Class BClass A Class B
(unaudited)
Numerator: 
Net loss$(263,151)$(13,531)$(56,090)$(4,010)$(364,976)$(20,938)$(109,774)$(7,988)
Denominator:
Weighted-average shares outstanding, basic and diluted143,955 7,402 117,891 8,428 134,031 7,689 116,449 8,473 
Net loss per share, basic and diluted$(1.83)$(1.83)$(0.48)$(0.48)$(2.72)$(2.72)$(0.94)$(0.94)
As the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands):  
As of July 31,
 20212020
(unaudited)
Issued and outstanding stock options9,077 9,919 
Unvested RSUs issued and outstanding5,302 5,262 
Unvested restricted stock awards issued and outstanding1,231 — 
Shares committed under the ESPP227 141 
Shares related to the 2023 Notes356 1,048 
Shares subject to warrants related to the issuance of the 2023 Notes1,048 1,048 
Shares related to the 2025 Notes5,617 5,617 
Shares related to the 2026 Notes4,820 4,820 
 27,678 27,855 
The Company uses the if-converted method for calculating any potential dilutive effect of the conversion options embedded in the Notes on diluted net income per share, if applicable. The conversion options of the 2023, 2025 and 2026 Notes are dilutive in periods of net income on a weighted average basis using an assumed conversion date equal to the later of the beginning of the reporting period and the date of issuance of the respective Notes. The exercise rights of the Warrants will have a dilutive impact on net income per share of common stock under the treasury-stock method when the average market price per share of the Company’s Class A common stock for a given period exceeds the conversion price of $68.06 per share. During the three months ended July 31, 2021, the average price per share of the Company’s Class A common stock exceeded the exercise price of the Warrants; however, since the Company is in a net loss position, there was no dilutive effect during any period presented.
v3.21.2
Subsequent Events
 6 Months Ended
Jul. 31, 2021
Subsequent Events [Abstract]  
Subsequent Events Subsequent EventsOn August 2, 2021, the Company completed its acquisition of Townsend Street Labs, Inc. (“atSpoke”), a modern workplace operations platform. The Company provided total consideration, subject to final adjustments, of $89.0 million consisting of cash and the Company’s Class A common stock. An agreed upon amount of consideration was held back by the Company to secure the indemnification obligations of the selling stockholders.
v3.21.2
Accounting Standards and Significant Accounting Policies (Policies)
 6 Months Ended
Jul. 31, 2021
Accounting Policies [Abstract]  
Basis of Presentation The accompanying unaudited condensed 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. The condensed consolidated balance sheet as of January 31, 2021, included herein, was derived from the audited financial statements as of that date. The unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the results of operations for the interim periods presented, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year ending January 31, 2022 or any future period.
Fiscal Period The Company’s fiscal year ends on January 31. References to fiscal 2022, for example, refer to the fiscal year ending January 31, 2022.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The Company bases its estimates on historical experience and on other assumptions that its management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the stand alone selling price (“SSP”) for each distinct performance obligation included in customer contracts with multiple performance obligations, the determination of the period of benefit for deferred commissions, the determination of the effective interest rate of the liability components of its convertible senior notes, the determination of the incremental borrowing rate used for operating lease liabilities, the valuation of deferred income tax assets, the valuation of goodwill and acquired intangible assets and their useful lives and the valuation of certain equity awards assumed.
In March 2020, the World Health Organization (“WHO”) declared the outbreak of the novel coronavirus (“COVID-19”) a pandemic, which has spread across the globe. The Company considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the condensed consolidated financial statements for the three and six months ended July 31, 2021 and 2020. As events continue to evolve and additional information becomes available, the Company’s assumptions and estimates may change materially in future periods.
Business Combinations
When the Company acquires a business, the purchase price is allocated to the net tangible and identifiable intangible assets acquired based on their estimated fair values. Any residual purchase price is recorded as goodwill. The allocation of the purchase price requires management to make significant estimates in determining the fair values of assets acquired and liabilities assumed, especially with respect to intangible assets. These estimates can include, but are not limited to:
•future expected cash flows from subscription contracts, professional services contracts, other customer contracts and acquired developed technologies;
•historical and expected customer attrition rates and anticipated growth in revenue from acquired customers;
•royalty rates applied to acquired developed technology platforms and other intangible assets;
•obsolescence curves and other useful life assumptions, such as the period of time and intended use of acquired intangible assets in the Company’s product offerings;
•discount rates;
•uncertain tax positions and tax-related valuation allowances; and
•fair value of assumed equity awards.
These estimates are inherently uncertain and unpredictable, and unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations.
Strategic Investments
The Company holds strategic equity investments in privately held companies that are included in Other assets on the condensed 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 condensed consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent data available to the Company. 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 significant Company 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.
Recent Accounting Pronouncements Not Yet Adopted In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, ASU 2020-06 removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, entities will no longer separately present in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature will no longer be amortized into income as interest expense over the life of the instrument. Instead, entities will account for a convertible debt instrument wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC Topic 815, Derivatives and Hedging, or (2) a convertible debt instrument was issued at a substantial premium. Among other potential impacts, this change is expected to reduce reported interest expense, increase reported net income, and result in a reclassification of certain conversion feature-related balance sheet amounts from stockholders’ equity to liabilities as it relates to the Company’s convertible senior notes. Additionally, ASU 2020-06 requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share (“EPS”), which is consistent with the Company’s accounting treatment under the current standard. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, and the Company intends to adopt this standard using the modified retrospective method in its first quarter of fiscal 2023. The Company is currently evaluating the overall impact of this standard on its consolidated financial statements.
v3.21.2
Business Combination (Tables)
 6 Months Ended
Jul. 31, 2021
Business Combination and Asset Acquisition [Abstract]  
Schedule of Business Acquisition Consideration The acquisition date fair value of the consideration transferred for Auth0 was approximately $5,671.0 million, which consisted of the following (in thousands):
 
Estimated Fair Value
(unaudited)
Cash$257,010 
Common stock issued5,175,623 
Fair value of outstanding employee equity awards assumed238,389 
 Total consideration$5,671,022 
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed Preliminary allocation of the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values is as follows (in thousands):
 
Estimated Fair Value
(unaudited)
Cash and cash equivalents$107,425 
Accounts receivable28,572 
Prepaid expenses and other current assets12,748 
Property and equipment, net1,928 
Operating lease right-of-use assets6,873 
Other assets6,375 
Intangible assets334,300 
Accounts payable(3,610)
Accrued expenses and other current liabilities(10,946)
Accrued compensation(19,187)
Deferred revenue(65,339)
Operating lease liabilities, noncurrent(5,694)
Other liabilities, noncurrent(12,515)
Net assets acquired$380,930 
Schedule of Finite-Lived Intangible Assets Acquired The estimated useful lives and fair values of the identifiable intangible assets are as follows (in thousands):
 Preliminary Estimate
Useful Life
(in years)		Amount
(unaudited)
Developed technology
5 years
$172,000 
Customer relationships
2 - 6 years
140,900 
Trade name
5 years
21,400 
Total identifiable intangible assets$334,300 
Schedule of Pro Forma Information
Revenue and earnings of Auth0 included in the Company’s consolidated income statement from the acquisition date through July 31, 2021 are as follows (in thousands):

For the period
 
May 3, 2021 to July 31, 2021
(unaudited)
Revenue$37,606 
Net loss(150,335)
Pro forma consolidated revenue and earnings for the three and six months ended July 31, 2021 and 2020, calculated as if Auth0 had been acquired as of February 1, 2020 are as follows (in thousands):

Pro Forma Consolidated Statement of Operations Data
Three Months Ended
July 31,		Six Months Ended
July 31,
 
2021
2020
2021
2020
(unaudited)
Revenue$320,532 $225,596 $610,295 $428,668 
Net loss(214,738)(158,167)(414,569)(346,400)
v3.21.2
Cash Equivalents and Investments (Tables)
 6 Months Ended
Jul. 31, 2021
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 amortized cost, unrealized gain (loss) and estimated fair value of the Company’s cash equivalents and short-term investments as of July 31, 2021 and January 31, 2021 were as follows (in thousands):  
 As of July 31, 2021
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(unaudited)
Cash equivalents:    
Money market funds$58,546 $— $— $58,546 
Total cash equivalents58,546 — — 58,546 
Short-term investments:    
U.S. treasury securities2,021,561 810 (56)2,022,315 
Corporate debt securities221,267 101 (45)221,323 
Total short-term investments2,242,828 911 (101)2,243,638 
Total$2,301,374 $911 $(101)$2,302,184 
 As of January 31, 2021
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
Cash equivalents:    
Money market funds$311,257 $— $— $311,257 
Total cash equivalents311,257 — — 311,257 
Short-term investments:   
U.S. treasury securities1,888,882 1,571 (22)1,890,431 
Corporate debt securities230,726 429 (2)231,153 
Total short-term investments2,119,608 2,000 (24)2,121,584 
Total$2,430,865 $2,000 $(24)$2,432,841 
Schedule of Contractual Maturities of Short-term Investments The following table presents the contractual maturities of the Company’s short-term investments as of July 31, 2021 (in thousands):
As of July 31, 2021
 
Amortized
Cost
Estimated
Fair Value
(unaudited)
Due within one year$1,312,391 $1,312,979 
Due between one to five years930,437 930,659 
 Total$2,242,828 $2,243,638 
v3.21.2
Fair Value Measurements (Tables)
 6 Months Ended
Jul. 31, 2021
Fair Value Disclosures [Abstract]  
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents information about the Company’s financial assets that were measured at fair value on a recurring basis using the above input categories (in thousands):  
 As of July 31, 2021
 Level 1
Level 2 
Level 3Total
(unaudited)
Assets:    
Cash equivalents:    
Money market funds$58,546 $— $— $58,546 
Total cash equivalents58,546 — — 58,546 
Short-term investments:    
U.S. treasury securities— 2,022,315 — 2,022,315 
Corporate debt securities— 221,323 — 221,323 
Total short-term investments— 2,243,638 — 2,243,638 
Total cash equivalents and short-term investments$58,546 $2,243,638 $— $2,302,184 
 As of January 31, 2021
 Level 1
Level 2 
Level 3Total
Assets:    
Cash equivalents:    
Money market funds$311,257 $— $— $311,257 
Total cash equivalents311,257 — — 311,257 
Short-term investments:    
U.S. treasury securities— 1,890,431 — 1,890,431 
Corporate debt securities— 231,153 — 231,153 
Total short-term investments— 2,121,584 — 2,121,584 
Total cash equivalents and short-term investments$311,257 $2,121,584 $— $2,432,841 
Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note
The following table presents the carrying amounts and estimated fair values of the Company’s financial instruments that are not recorded at fair value on the condensed consolidated balance sheets (in thousands):
 As of July 31, 2021
 
Net Carrying Amount (1)
Estimated
Fair Value 
(unaudited)
2023 convertible senior notes$15,868 $86,375 
2025 convertible senior notes$902,955 $1,550,924 
2026 convertible senior notes$890,431 $1,457,752 
(1)     Before unamortized debt issuance costs.
v3.21.2
Goodwill and Intangible Assets, net (Tables)
 6 Months Ended
Jul. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Intangible Assets, net
Intangible assets consisted of the following (in thousands):  
 As of July 31, 2021
GrossAccumulated AmortizationNet
(unaudited)
Capitalized internal-use software costs$30,819 $(21,966)$8,853 
Purchased developed technology200,800 (24,415)176,385 
Customer relationships140,900 (8,800)132,100 
Trade name21,400 (1,070)20,330 
Software licenses239 (121)118 
 $394,158 $(56,372)$337,786 

 As of January 31, 2021
GrossAccumulated AmortizationNet
Capitalized internal-use software costs$30,259 $(19,478)$10,781 
Purchased developed technology28,800 (12,694)16,106 
Software licenses126 (4)122 
 $59,185 $(32,176)$27,009 
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
July 31, 2021January 31, 2021
(unaudited)
Purchased developed technology4.6 years3.1 years
Customer relationships4.4 years— 
Trade name4.8 years— 
Schedule of Future Amortization Expense The expected future amortization expense for acquired intangible assets in connection with the Auth0 acquisition, as of July 31, 2021, is as follows (in thousands):
Fiscal Period: (unaudited)
Remaining six months of fiscal 2022$36,939 
Fiscal 202373,878 
Fiscal 202464,391 
Fiscal 202561,228 
Fiscal 202659,222 
Thereafter20,172 
Total amortization expense$315,830 
v3.21.2
Convertible Senior Notes, Net (Tables)
 6 Months Ended
Jul. 31, 2021
Debt Disclosure [Abstract]  
Schedule of Interest Expense The following table sets forth total interest expense recognized related to the 2023 Notes (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Contractual interest expense$14 $52 $34 $127 
Amortization of debt issuance costs24 90 62 217 
Amortization of debt discount241 958 624 2,328 
Total$279 $1,100 $720 $2,672 
The following table sets forth total interest expense recognized related to the 2025 Notes (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Contractual interest expense$331 $331 $662 $662 
Amortization of debt issuance costs568 518 1,124 1,024 
Amortization of debt discount8,790 8,440 17,490 16,794 
Total$9,689 $9,289 $19,276 $18,480 
The following table sets forth total interest expense recognized related to the 2026 Notes (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Contractual interest expense$1,078 $575 $2,156 $575 
Amortization of debt issuance costs352 165 692 165 
Amortization of debt discount11,474 5,802 22,788 5,802 
Total$12,904 $6,542 $25,636 $6,542 
Schedule of Liability and Equity Component of Notes
The 2023 Notes, net consisted of the following (in thousands):
As of July 31, 2021
(unaudited)
Liability component:
Principal$17,230 
Less: unamortized debt issuance costs and debt discount(1,507)
Net carrying amount$15,723 
As of July 31, 2021
(unaudited)
Equity component:
2023 Notes$3,993 
Less: issuance costs(116)
Carrying amount of the equity component(1)
$3,877 
(1) Included in the condensed consolidated balance sheets within Additional paid-in capital.
The 2025 Notes, net consisted of the following (in thousands):
As of July 31, 2021
(unaudited)
Liability component:
Principal$1,059,997 
Less: unamortized debt issuance costs and debt discount(168,354)
Net carrying amount$891,643 
At Issuance
Equity component:
2025 Notes$221,387 
Less: issuance costs(4,040)
Carrying amount of the equity component(1)
$217,347 
(1) Included in the condensed consolidated balance sheets within Additional paid-in capital.
The 2026 Notes, net consisted of the following (in thousands):
As of July 31, 2021
(unaudited)
Liability component:
Principal$1,150,000 
Less: unamortized debt issuance costs and debt discount(269,132)
Net carrying amount$880,868 
At Issuance
Equity component:
2026 Notes$310,311 
Less: issuance costs(4,090)
Carrying amount of the equity component(1)
$306,221 
(1) Included in the condensed consolidated balance sheets within Additional paid-in capital.
v3.21.2
Leases (Tables)
 6 Months Ended
Jul. 31, 2021
Leases [Abstract]  
Schedule of Operating Lease Costs
Operating lease costs were as follows (in thousands):
Three Months Ended
July 31,		Six Months Ended
July 31,
2021202020212020
(unaudited)
Operating lease cost(1)
$9,621 $8,334 $18,458 $15,704 
(1) Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
Schedule of Maturities of Operating Leases Maturities of the Company’s operating lease liabilities, which do not include short-term leases, were as follows (in thousands):
As of July 31, 2021
(unaudited)
2022$17,409 
202340,744 
202440,588 
202537,622 
202627,711 
Thereafter73,135 
Total lease payments237,209 
Less imputed interest(39,227)
Total operating lease liabilities$197,982 
v3.21.2
Employee Incentive Plans (Tables)
 6 Months Ended
Jul. 31, 2021
Share-based Payment Arrangement [Abstract]  
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 Company’s condensed consolidated statements of operations (in thousands):  
 Three Months Ended
July 31,		Six Months Ended
July 31,
 2021202020212020
(unaudited)
Cost of revenue    
Subscription$13,138 $5,164 $20,388 $9,139 
Professional services and other3,161 2,000 5,503 3,811 
Research and development53,332 14,953 73,425 26,888 
Sales and marketing41,288 13,165 62,354 24,325 
General and administrative76,795 13,112 90,156 21,959 
Total$187,714 $48,394 $251,826 $86,122 
Schedule of Shares of Common Stock Reserved for Future Issuance Shares of common stock reserved for future issuance were as follows:
As of
July 31, 2021
(unaudited)
Stock options and unvested RSUs outstanding14,379,018 
Available for future stock option and RSU grants24,393,449 
Available for ESPP5,854,767 
 44,627,234 
Schedule of Stock Option Activity
A summary of the Company’s stock option activity and related information was as follows:  
Number of
Options 
Weighted-
Average
Exercise
Price 
Weighted-
Average
Remaining
Contractual
Term (Years)
Aggregate
Intrinsic 
Value
(in thousands)
Outstanding as of January 31, 20218,250,113 $18.93 5.6$1,980,668 
Granted2,547,223 92.82 
Exercised(1,566,592)20.73 
Canceled(153,742)141.64 
Outstanding as of July 31, 2021 (unaudited)9,077,002 $37.28 5.8$1,928,223 
As of July 31, 2021
Vested and exercisable (unaudited)7,062,746 $12.33 5.0$1,663,336 
Schedule of Nonvested Restricted Stock Units Activity
A summary of the Company’s RSU activity and related information was as follows:  
Number of
RSUs		Weighted-
Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20214,452,107 $122.90 
Granted2,644,626 244.77 
Vested(1,324,228)120.10 
Forfeited(470,489)145.19 
Outstanding as of July 31, 2021 (unaudited)5,302,016 $182.44 
Schedule of ESPP Black-Scholes Option Pricing Model Estimated Fair Value Assumptions The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
 Three and Six Months Ended July 31,
 20212020
(unaudited)
Expected volatility
47%- 48%
50% - 54%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
0.06% - 0.09%
0.17% - 0.18%
Expected dividend yield——
v3.21.2
Net Loss Per Share (Tables)
 6 Months Ended
Jul. 31, 2021
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net Loss Per Share
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share data):  
 Three Months Ended
July 31,		Six Months Ended
July 31,
 2021202020212020
 Class A Class BClass A Class BClass A Class BClass A Class B
(unaudited)
Numerator: 
Net loss$(263,151)$(13,531)$(56,090)$(4,010)$(364,976)$(20,938)$(109,774)$(7,988)
Denominator:
Weighted-average shares outstanding, basic and diluted143,955 7,402 117,891 8,428 134,031 7,689 116,449 8,473 
Net loss per share, basic and diluted$(1.83)$(1.83)$(0.48)$(0.48)$(2.72)$(2.72)$(0.94)$(0.94)
Schedule of Potentially Dilutive Securities Excluded from Diluted Per Share Calculation Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands):  
As of July 31,
 20212020
(unaudited)
Issued and outstanding stock options9,077 9,919 
Unvested RSUs issued and outstanding5,302 5,262 
Unvested restricted stock awards issued and outstanding1,231 — 
Shares committed under the ESPP227 141 
Shares related to the 2023 Notes356 1,048 
Shares subject to warrants related to the issuance of the 2023 Notes1,048 1,048 
Shares related to the 2025 Notes5,617 5,617 
Shares related to the 2026 Notes4,820 4,820 
 27,678 27,855 
v3.21.2
Business Combination - Narrative (Details) - USD ($)
 3 Months Ended 6 Months Ended
May 03, 2021
Jul. 31, 2021
Jul. 31, 2021
Jan. 31, 2021
Business Acquisition [Line Items]        
Options outstanding, aggregate intrinsic value   $ 1,928,223,000 $ 1,928,223,000 $ 1,980,668,000
Goodwill   5,338,116,000 5,338,116,000 $ 48,023,000
Auth0        
Business Acquisition [Line Items]        
Consideration transferred $ 5,671,022,000      
Cash consideration 257,010,000      
Cash consideration held back $ 3,800,000      
Equity consideration (in shares) 19,200,000      
Equity consideration held back (in shares) 1,100,000      
Equity consideration held back $ 294,600,000      
Acquisition related costs   $ 29,000,000 $ 29,000,000  
Goodwill 5,290,100,000      
Goodwill, expected tax deductible amount 0      
Auth0 | Common stock        
Business Acquisition [Line Items]        
Equity consideration $ 5,175,623,000      
Auth0 | Restricted stock        
Business Acquisition [Line Items]        
Number of shares granted in period 1,231,372      
Award vesting period 3 years      
Fair value, unvested $ 332,100,000      
Auth0 | Stock options        
Business Acquisition [Line Items]        
Equity consideration 238,400,000      
Replacement equity awards issued, fair value 655,100,000      
Options outstanding, aggregate intrinsic value 416,700,000      
Auth0 | Restricted cash awards        
Business Acquisition [Line Items]        
Equity awards outstanding, aggregate intrinsic value $ 13,500,000      
v3.21.2
Business Combination - Schedule of Business Acquisition Consideration (Details) - Auth0
$ in Thousands
May 03, 2021
USD ($)
Business Acquisition [Line Items]  
Cash $ 257,010
 Total consideration 5,671,022
Common stock  
Business Acquisition [Line Items]  
Equity consideration 5,175,623
Stock options  
Business Acquisition [Line Items]  
Equity consideration $ 238,389
v3.21.2
Business Combination - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - Auth0
$ in Thousands
May 03, 2021
USD ($)
Business Acquisition [Line Items]  
Cash and cash equivalents $ 107,425
Accounts receivable 28,572
Prepaid expenses and other current assets 12,748
Property and equipment, net 1,928
Operating lease right-of-use assets 6,873
Other assets 6,375
Intangible assets 334,300
Accounts payable (3,610)
Accrued expenses and other current liabilities (10,946)
Accrued compensation (19,187)
Deferred revenue (65,339)
Operating lease liabilities, noncurrent (5,694)
Other liabilities, noncurrent (12,515)
Net assets acquired $ 380,930
v3.21.2
Business Combination - Schedule of Finite-Lived Intangible Assets Acquired (Details) - Auth0
$ in Thousands
May 03, 2021
USD ($)
Business Acquisition [Line Items]  
Total identifiable intangible assets $ 334,300
Purchased developed technology  
Business Acquisition [Line Items]  
Useful life of acquired intangible assets 5 years
Total identifiable intangible assets $ 172,000
Customer relationships  
Business Acquisition [Line Items]  
Total identifiable intangible assets $ 140,900
Customer relationships | Minimum  
Business Acquisition [Line Items]  
Useful life of acquired intangible assets 2 years
Customer relationships | Maximum  
Business Acquisition [Line Items]  
Useful life of acquired intangible assets 6 years
Trade name  
Business Acquisition [Line Items]  
Useful life of acquired intangible assets 5 years
Total identifiable intangible assets $ 21,400
v3.21.2
Business Combination - Schedule of Pro Forma Information (Details) - Auth0 - USD ($)
$ in Thousands
 2 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2021
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Actual Revenue and Earnings          
Revenue $ 37,606        
Net loss $ (150,335)        
Pro Forma Consolidated Statement of Operations Data          
Revenue   $ 320,532 $ 225,596 $ 610,295 $ 428,668
Net loss   $ (214,738) $ (158,167) $ (414,569) $ (346,400)
v3.21.2
Cash Equivalents and Investments - Schedule of Amortized Costs, Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Short-term Investments (Details) - USD ($)
$ in Thousands
Jul. 31, 2021
Jan. 31, 2021
Cash Equivalents and Short-term Investments [Abstract]    
Amortized Cost $ 2,301,374 $ 2,430,865
Unrealized Gain 911 2,000
Unrealized Loss (101) (24)
Estimated Fair Value 2,302,184 2,432,841
Cash Equivalents    
Cash Equivalents and Short-term Investments [Abstract]    
Amortized Cost 58,546 311,257
Unrealized Gain 0 0
Unrealized Loss 0 0
Estimated Fair Value 58,546 311,257
Cash Equivalents | Money market funds    
Cash Equivalents and Short-term Investments [Abstract]    
Amortized Cost 58,546 311,257
Unrealized Gain 0 0
Unrealized Loss 0 0
Estimated Fair Value 58,546 311,257
Short-term Investments    
Cash Equivalents and Short-term Investments [Abstract]    
Amortized Cost 2,242,828 2,119,608
Unrealized Gain 911 2,000
Unrealized Loss (101) (24)
Estimated Fair Value 2,243,638 2,121,584
Short-term Investments | U.S. treasury securities    
Cash Equivalents and Short-term Investments [Abstract]    
Amortized Cost 2,021,561 1,888,882
Unrealized Gain 810 1,571
Unrealized Loss (56) (22)
Estimated Fair Value 2,022,315 1,890,431
Short-term Investments | Corporate debt securities    
Cash Equivalents and Short-term Investments [Abstract]    
Amortized Cost 221,267 230,726
Unrealized Gain 101 429
Unrealized Loss (45) (2)
Estimated Fair Value $ 221,323 $ 231,153
v3.21.2
Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) - USD ($)
$ in Thousands
Jul. 31, 2021
Jan. 31, 2021
Amortized Cost    
Amortized Cost $ 2,301,374 $ 2,430,865
Estimated Fair Value    
Estimated fair value 2,302,184 2,432,841
Short-term Investments    
Amortized Cost    
Amortized cost, due within one year 1,312,391  
Amortized cost, due between one to five years 930,437  
Amortized Cost 2,242,828 2,119,608
Estimated Fair Value    
Estimated fair value, due within one year 1,312,979  
Estimated fair value, due between one to five years 930,659  
Estimated fair value $ 2,243,638 $ 2,121,584
v3.21.2
Cash Equivalents and Investments - Narrative (Details)
 3 Months Ended 6 Months Ended 12 Months Ended
Jul. 31, 2021
USD ($)
investment
Jul. 31, 2020
USD ($)
Jul. 31, 2021
USD ($)
investment
Jul. 31, 2020
USD ($)
Jan. 31, 2021
USD ($)
investment
Investments, Debt and Equity Securities [Abstract]          
Short-term investments, purchases unsettled $ 0   $ 0   $ 0
Short-term investments, maturities unsettled 50,000,000   50,000,000   31,000,000
Interest receivable $ 8,400,000   $ 8,400,000   $ 10,500,000
Number of short-term investments in unrealized loss positions (in investments) | investment 53   53   10
Gross unrealized gains or losses from available-for-sale securities $ 0 $ 0 $ 0 $ 0  
Realized gains or losses reclassified out of accumulated other comprehensive income 0 $ 0 0 $ 0  
Other-than-temporary impairment short term investment     0   $ 0
Strategic investments without a readily determinable fair value 10,300,000   10,300,000   $ 3,100,000
Strategic investments, realized gains and unrealized adjustments $ 2,400,000   $ 5,300,000    
v3.21.2
Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($)
$ in Thousands
Jul. 31, 2021
Jan. 31, 2021
Assets:    
Cash equivalents, fair value $ 58,546 $ 311,257
Short term investments, fair value 2,243,638 2,121,584
Total cash equivalents and short-term investments 2,302,184 2,432,841
U.S. treasury securities    
Assets:    
Short term investments, fair value 2,022,315 1,890,431
Corporate debt securities    
Assets:    
Short term investments, fair value 221,323 231,153
Money market funds    
Assets:    
Cash equivalents, fair value 58,546 311,257
Level 1    
Assets:    
Cash equivalents, fair value 58,546 311,257
Short term investments, fair value 0 0
Total cash equivalents and short-term investments 58,546 311,257
Level 1 | U.S. treasury securities    
Assets:    
Short term investments, fair value 0 0
Level 1 | Corporate debt securities    
Assets:    
Short term investments, fair value 0 0
Level 1 | Money market funds    
Assets:    
Cash equivalents, fair value 58,546 311,257
Level 2     
Assets:    
Cash equivalents, fair value 0 0
Short term investments, fair value 2,243,638 2,121,584
Total cash equivalents and short-term investments 2,243,638 2,121,584
Level 2  | U.S. treasury securities    
Assets:    
Short term investments, fair value 2,022,315 1,890,431
Level 2  | Corporate debt securities    
Assets:    
Short term investments, fair value 221,323 231,153
Level 2  | Money market funds    
Assets:    
Cash equivalents, fair value 0 0
Level 3    
Assets:    
Cash equivalents, fair value 0 0
Short term investments, fair value 0 0
Total cash equivalents and short-term investments 0 0
Level 3 | U.S. treasury securities    
Assets:    
Short term investments, fair value 0 0
Level 3 | Corporate debt securities    
Assets:    
Short term investments, fair value 0 0
Level 3 | Money market funds    
Assets:    
Cash equivalents, fair value $ 0 $ 0
v3.21.2
Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details) - Senior Notes
$ in Thousands
Jul. 31, 2021
USD ($)
Net Carrying Amount | 2023 convertible senior notes  
Debt Instrument [Line Items]  
Convertible senior notes $ 15,868
Net Carrying Amount | 2025 convertible senior notes  
Debt Instrument [Line Items]  
Convertible senior notes 902,955
Net Carrying Amount | 2026 convertible senior notes  
Debt Instrument [Line Items]  
Convertible senior notes 890,431
Estimated Fair Value | 2023 convertible senior notes  
Debt Instrument [Line Items]  
Convertible senior notes 86,375
Estimated Fair Value | 2025 convertible senior notes  
Debt Instrument [Line Items]  
Convertible senior notes 1,550,924
Estimated Fair Value | 2026 convertible senior notes  
Debt Instrument [Line Items]  
Convertible senior notes $ 1,457,752
v3.21.2
Fair Value Measurements - Narrative (Details)
$ / shares in Units, $ in Thousands
Jul. 31, 2021
USD ($)
$ / shares
Debt Instrument [Line Items]  
Closing price of common stock (in dollars per share) | $ / shares $ 247.79
2023 convertible senior notes | Senior Notes  
Debt Instrument [Line Items]  
Aggregate principal amount $ 17,230
2025 convertible senior notes | Senior Notes  
Debt Instrument [Line Items]  
Aggregate principal amount 1,059,997
2026 convertible senior notes | Senior Notes  
Debt Instrument [Line Items]  
Aggregate principal amount $ 1,150,000
v3.21.2
Deferred Commissions (Details) - USD ($)
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Revenue from Contract with Customer [Abstract]        
Sales commissions capitalized as contract costs $ 40,000,000 $ 18,400,000 $ 54,900,000 $ 30,300,000
Amortization of contract costs 13,300,000 9,400,000 25,100,000 18,100,000
Impairment loss related to costs capitalized $ 0 $ 0 $ 0 $ 0
v3.21.2
Goodwill and Intangible Assets, net - Narrative (Details) - USD ($)
 3 Months Ended 6 Months Ended
May 03, 2021
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Jan. 31, 2021
Finite-Lived Intangible Assets [Line Items]            
Goodwill   $ 5,338,116,000   $ 5,338,116,000   $ 48,023,000
Goodwill impairments   0 $ 0 0 $ 0  
Intangible amortization expense   21,300,000 $ 2,800,000 $ 24,200,000 $ 5,600,000  
Auth0            
Finite-Lived Intangible Assets [Line Items]            
Goodwill $ 5,290,100,000          
Goodwill acquired   $ 5,290,100,000        
Intangible assets acquired 334,300,000          
Purchased developed technology | Auth0            
Finite-Lived Intangible Assets [Line Items]            
Intangible assets acquired $ 172,000,000          
v3.21.2
Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
 6 Months Ended 12 Months Ended
Jul. 31, 2021
Jan. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Gross $ 394,158 $ 59,185
Accumulated Amortization (56,372) (32,176)
Net 337,786 27,009
Capitalized internal-use software costs    
Finite-Lived Intangible Assets [Line Items]    
Gross 30,819 30,259
Accumulated Amortization (21,966) (19,478)
Net 8,853 10,781
Purchased developed technology    
Finite-Lived Intangible Assets [Line Items]    
Gross 200,800 28,800
Accumulated Amortization (24,415) (12,694)
Net $ 176,385 $ 16,106
Weighted-Average Remaining Useful Life 4 years 7 months 6 days 3 years 1 month 6 days
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 140,900  
Accumulated Amortization (8,800)  
Net $ 132,100  
Weighted-Average Remaining Useful Life 4 years 4 months 24 days  
Trade name    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 21,400  
Accumulated Amortization (1,070)  
Net $ 20,330  
Weighted-Average Remaining Useful Life 4 years 9 months 18 days  
Software licenses    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 239 $ 126
Accumulated Amortization (121) (4)
Net $ 118 $ 122
v3.21.2
Goodwill and Intangible Assets, net - Schedule of Future Amortization Expense (Details) - USD ($)
$ in Thousands
Jul. 31, 2021
Jan. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Net $ 337,786 $ 27,009
Auth0    
Finite-Lived Intangible Assets [Line Items]    
Remaining six months of fiscal 2022 36,939  
Fiscal 2023 73,878  
Fiscal 2024 64,391  
Fiscal 2025 61,228  
Fiscal 2026 59,222  
Thereafter 20,172  
Net $ 315,830  
v3.21.2
Deferred Revenue and Performance Obligations (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Revenue from Contract with Customer [Abstract]        
Revenue recognized that was included in the contract liability balance $ 245.4 $ 165.0 $ 359.3 $ 261.9
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]        
Revenue from remaining performance obligations 2,236.4   2,236.4  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-08-01        
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]        
Revenue from remaining performance obligations $ 1,098.5   $ 1,098.5  
Remaining performance obligation, percentage 49.00%   49.00%  
Performance obligations expected to be satisfied, expected timing 12 months   12 months  
v3.21.2
Convertible Senior Notes, Net - Convertible Senior Notes (Details)
$ / shares in Units, shares in Millions
 1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Aug. 15, 2018
USD ($)
Jun. 30, 2020
USD ($)
shares
Sep. 30, 2019
USD ($)
shares
Jul. 31, 2021
USD ($)
$ / shares
Jul. 31, 2020
USD ($)
Jul. 31, 2021
USD ($)
tradingDay
$ / shares
shares
Jul. 31, 2020
USD ($)
Jan. 31, 2021
USD ($)
Jan. 31, 2020
USD ($)
Debt Instrument [Line Items]                  
Loss on early extinguishment of debt       $ 43,000 $ 2,174,000 $ 179,000 $ 2,174,000    
2023 convertible senior notes                  
Debt Instrument [Line Items]                  
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay           80      
2025 convertible senior notes                  
Debt Instrument [Line Items]                  
Redemption price percentage           130.00%      
2026 convertible senior notes                  
Debt Instrument [Line Items]                  
Redemption price percentage           130.00%      
Senior Notes | 2023 convertible senior notes                  
Debt Instrument [Line Items]                  
Fixed interest rate 0.25%                
Net proceeds from notes $ 335,000,000                
Debt repurchased, total consideration     $ 224,400,000            
Debt repurchase, total consideration   $ 260,500,000 604,800,000            
Consideration allocated to debt component   61,800,000 197,700,000            
Consideration allocated to equity component   $ 198,700,000 $ 407,100,000            
Effective interest rate   4.90% 4.00% 5.68%   5.68%      
Face amount of debt instrument   $ 59,600,000 $ 183,100,000            
Loss on early extinguishment of debt               $ 2,200,000 $ 14,600,000
Issuance costs       $ 10,000,000   $ 10,000,000     $ 3,800,000
Senior notes   69,900,000              
Debt repurchase, cash portion   $ 200,000              
Write off of deferred debt issuance cost               $ 1,000,000  
Aggregate principal amount       $ 17,230,000   $ 17,230,000      
Initial conversion rate of common stock           0.0206795      
Conversion price (in dollars per share) | $ / shares       $ 48.36   $ 48.36      
Limitation on sale of common stock (in days) | tradingDay           20      
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay           30      
Threshold percentage of stock price trigger           130.00%      
Period after consecutive trading days | tradingDay           5      
Percentage of closing sale price in excess of convertible notes           98.00%      
Limit within threshold of consecutive trading days | tradingDay           20      
Original debt amount           $ 23,000,000      
Redemption price percentage           100.00%      
Issuance costs attributable to liability component       $ 7,700,000   $ 7,700,000      
Senior Notes | 2025 convertible senior notes                  
Debt Instrument [Line Items]                  
Fixed interest rate       0.125%   0.125%      
Effective interest rate       4.10%   4.10%      
Issuance costs       $ 19,300,000   $ 19,300,000      
Aggregate principal amount       $ 1,059,997,000   $ 1,059,997,000      
Initial conversion rate of common stock           0.0052991      
Conversion price (in dollars per share) | $ / shares       $ 188.71   $ 188.71      
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay           30      
Period after consecutive trading days | tradingDay           5      
Percentage of closing sale price in excess of convertible notes           98.00%      
Limit within threshold of consecutive trading days | tradingDay           20      
Redemption price percentage           100.00%      
Issuance costs attributable to liability component       $ 15,300,000   $ 15,300,000      
Proceeds from issuance of debt           $ 1,040,700,000      
Sales price as a percentage of conversion price           130.00%      
Redemption face amount       $ 0   $ 0      
Senior Notes | 2026 convertible senior notes                  
Debt Instrument [Line Items]                  
Fixed interest rate       0.375%   0.375%      
Effective interest rate       5.75%   5.75%      
Issuance costs       $ 15,200,000   $ 15,200,000      
Aggregate principal amount       $ 1,150,000,000   $ 1,150,000,000      
Initial conversion rate of common stock           0.0041912      
Conversion price (in dollars per share) | $ / shares       $ 238.60   $ 238.60      
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay           30      
Period after consecutive trading days | tradingDay           5      
Percentage of closing sale price in excess of convertible notes           98.00%      
Limit within threshold of consecutive trading days | tradingDay           20      
Redemption price percentage           100.00%      
Issuance costs attributable to liability component       $ 11,100,000   $ 11,100,000      
Proceeds from issuance of debt           $ 1,134,800,000      
Sales price as a percentage of conversion price           130.00%      
Redemption face amount       0   $ 0      
Additional Paid-in Capital | Senior Notes | 2023 convertible senior notes                  
Debt Instrument [Line Items]                  
Issuance costs attributable to equity component       2,300,000   2,300,000      
Equity component, unamortized discount issuance costs       116,000   116,000      
Additional Paid-in Capital | Senior Notes | 2025 convertible senior notes                  
Debt Instrument [Line Items]                  
Equity component, unamortized discount issuance costs       4,040,000   4,040,000      
Additional Paid-in Capital | Senior Notes | 2026 convertible senior notes                  
Debt Instrument [Line Items]                  
Equity component, unamortized discount issuance costs       $ 4,090,000   $ 4,090,000      
Class A Common Stock | Senior Notes | 2023 convertible senior notes                  
Debt Instrument [Line Items]                  
Shares of class a common stock transferred (in shares) | shares   1.4 3.0            
Shares issued during the period | shares           0.5      
v3.21.2
Convertible Senior Notes, Net - Schedule of Interest Expense (Details) - Senior Notes - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
2023 convertible senior notes        
Debt Instrument [Line Items]        
Contractual interest expense $ 14 $ 52 $ 34 $ 127
Amortization of debt issuance costs 24 90 62 217
Amortization of debt discount 241 958 624 2,328
Total 279 1,100 720 2,672
2025 convertible senior notes        
Debt Instrument [Line Items]        
Contractual interest expense 331 331 662 662
Amortization of debt issuance costs 568 518 1,124 1,024
Amortization of debt discount 8,790 8,440 17,490 16,794
Total 9,689 9,289 19,276 18,480
2026 convertible senior notes        
Debt Instrument [Line Items]        
Contractual interest expense 1,078 575 2,156 575
Amortization of debt issuance costs 352 165 692 165
Amortization of debt discount 11,474 5,802 22,788 5,802
Total $ 12,904 $ 6,542 $ 25,636 $ 6,542
v3.21.2
Convertible Senior Notes, Net - Schedule of Liability and Equity Component of Notes (Details) - Senior Notes
$ in Thousands
Jul. 31, 2021
USD ($)
2023 convertible senior notes  
Liability component:  
Principal $ 17,230
Less: unamortized debt issuance costs and debt discount (1,507)
Net carrying amount 15,723
2025 convertible senior notes  
Liability component:  
Principal 1,059,997
Less: unamortized debt issuance costs and debt discount (168,354)
Net carrying amount 891,643
2026 convertible senior notes  
Liability component:  
Principal 1,150,000
Less: unamortized debt issuance costs and debt discount (269,132)
Net carrying amount 880,868
Additional Paid-in Capital | 2023 convertible senior notes  
Equity component:  
Equity component 3,993
Less: issuance costs (116)
Carrying amount of the equity component 3,877
Additional Paid-in Capital | 2025 convertible senior notes  
Equity component:  
Equity component 221,387
Less: issuance costs (4,040)
Carrying amount of the equity component 217,347
Additional Paid-in Capital | 2026 convertible senior notes  
Equity component:  
Equity component 310,311
Less: issuance costs (4,090)
Carrying amount of the equity component $ 306,221
v3.21.2
Convertible Senior Notes, Net - Note Hedges, Warrants and Capped Calls (Details)
$ / shares in Units, shares in Thousands, $ in Thousands
 1 Months Ended 6 Months Ended
Jun. 30, 2020
USD ($)
shares
Sep. 30, 2019
USD ($)
shares
Jul. 31, 2021
USD ($)
tradingDay
$ / shares
shares
Jul. 31, 2020
USD ($)
shares
Debt Instrument [Line Items]        
Payments for repurchase of Warrants | $     $ 0 $ 175,399
Antidilutive securities excluded from computation of earnings per share (in shares) | shares     27,678 27,855
Purchase of capped call on convertible debt | $     $ 0 $ 133,975
2023 convertible senior notes        
Debt Instrument [Line Items]        
Shares issuable under warrants granted (in shares) | shares 1,400 4,600    
Number of shares available for purchase (in shares) | shares     400  
Number of warrants issued subject to anti-dilution adjustments (in shares) | shares     1,000  
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay     80  
Value of shares issuable under warrants granted (in dollars per share) | $ / shares     $ 68.06  
Proceeds from issuance of warrants related to 2023 convertible senior notes | $     $ 52,400  
Payments for repurchase of Warrants | $ $ 175,400 $ 358,600    
2025 convertible senior notes        
Debt Instrument [Line Items]        
Initial cap price of capped calls (in dollars per share) | $ / shares     $ 255.88  
Purchase of capped call on convertible debt | $     $ 74,100  
2026 convertible senior notes        
Debt Instrument [Line Items]        
Initial cap price of capped calls (in dollars per share) | $ / shares     $ 360.14  
Purchase of capped call on convertible debt | $     $ 134,000  
Senior Notes | 2023 convertible senior notes        
Debt Instrument [Line Items]        
Shares issuable under warrants granted (in shares) | shares 1,400 4,600 7,100  
Conversion price (in dollars per share) | $ / shares     $ 48.36  
Purchases of hedges related to 2023 convertible senior notes | $     $ 80,000  
Proceeds from hedges related to convertible senior notes | $ $ 195,000 $ 405,900    
Hedge exercised, consideration received on transaction | $     $ 20,000  
Hedge exercised, number of shares received on transaction | shares     300  
Hedge exercised, underlying debt | $     $ 3,000  
Number of warrants issued subject to anti-dilution adjustments (in shares) | shares     7,100  
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay     30  
Senior Notes | 2025 convertible senior notes        
Debt Instrument [Line Items]        
Conversion price (in dollars per share) | $ / shares     $ 188.71  
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay     30  
Senior Notes | 2026 convertible senior notes        
Debt Instrument [Line Items]        
Conversion price (in dollars per share) | $ / shares     $ 238.60  
Limitation on sale of common stock due to sale price threshold (in days) | tradingDay     30  
Shares related to convertible senior notes | 2023 convertible senior notes        
Debt Instrument [Line Items]        
Antidilutive securities excluded from computation of earnings per share (in shares) | shares     356 1,048
Shares related to convertible senior notes | 2025 convertible senior notes        
Debt Instrument [Line Items]        
Antidilutive securities excluded from computation of earnings per share (in shares) | shares     5,617 5,617
Shares related to convertible senior notes | 2026 convertible senior notes        
Debt Instrument [Line Items]        
Antidilutive securities excluded from computation of earnings per share (in shares) | shares     4,820 4,820
v3.21.2
Leases - Schedule of Operating Lease Costs (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Lease cost:        
Operating lease cost $ 9,621 $ 8,334 $ 18,458 $ 15,704
v3.21.2
Leases - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Jan. 31, 2021
Leases [Abstract]          
Weighted average remaining lease term 6 years 3 months 18 days   6 years 3 months 18 days   6 years 9 months 18 days
Weighted average discount rate 5.50%   5.50%   5.60%
Cash payments included in the measurement of operating lease liabilities $ 10.0 $ 7.8 $ 19.1 $ 15.0  
v3.21.2
Leases - Schedule of Maturities of Operating Leases (Details)
$ in Thousands
Jul. 31, 2021
USD ($)
Lessee, Operating Lease, Liability, Payment, Due [Abstract]  
2022 $ 17,409
2023 40,744
2024 40,588
2025 37,622
2026 27,711
Thereafter 73,135
Total lease payments 237,209
Less imputed interest (39,227)
Total operating lease liabilities $ 197,982
v3.21.2
Commitments and Contingencies - Narrative (Details) - Letter of Credit - USD ($)
Jul. 31, 2021
Jan. 31, 2021
Other Commitments [Line Items]    
Letters of credit issued and outstanding $ 10,800,000 $ 11,200,000
Draws on line of credit 0 0
Restricted Cash, Noncurrent $ 8,600,000 $ 8,600,000
v3.21.2
Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 187,714 $ 48,394 $ 251,826 $ 86,122
Subscription        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 13,138 5,164 20,388 9,139
Professional services and other        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 3,161 2,000 5,503 3,811
Research and development        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 53,332 14,953 73,425 26,888
Sales and marketing        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 41,288 13,165 62,354 24,325
General and administrative        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 76,795 $ 13,112 $ 90,156 $ 21,959
v3.21.2
Employee Incentive Plans - Narrative (Details)
$ / shares in Units, $ in Millions
 3 Months Ended 6 Months Ended
May 03, 2021
$ / shares
shares
Jul. 31, 2021
USD ($)
$ / shares
shares
Jul. 31, 2021
USD ($)
period
incentive_plan
$ / shares
shares
Jan. 31, 2021
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of equity incentive plans (in incentive plans) | incentive_plan     2  
Options to purchase common stock outstanding (in shares)   9,077,002 9,077,002 8,250,113
Unrecognized stock-based compensation expense related to stock options | $   $ 293.8 $ 293.8  
Number of options, granted (in shares)     2,547,223  
Options granted, weighted average exercise price (in dollars per share) | $ / shares     $ 92.82  
Auth0        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of options, granted (in shares)     1,850,079  
Options granted, weighted average exercise price (in dollars per share) | $ / shares     $ 24.21  
Stock options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average stock-based compensation recognition period     2 years 8 months 12 days  
RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average stock-based compensation recognition period     2 years 8 months 12 days  
Unrecognized compensation costs related to unvested restricted stock units | $   881.8 $ 881.8  
Number of shares granted in period     2,644,626  
Granted (in dollars per share) | $ / shares     $ 244.77  
RSUs | Auth0        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of shares granted in period     743,718  
Granted (in dollars per share) | $ / shares     $ 269.70  
Restricted stock | Auth0        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average stock-based compensation recognition period     2 years 9 months 18 days  
Unrecognized compensation costs related to unvested restricted stock units | $   305.1 $ 305.1  
Number of shares granted in period 1,231,372      
Granted (in dollars per share) | $ / shares $ 269.70      
Award vesting period 3 years      
ESPP        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average stock-based compensation recognition period     9 months 18 days  
Unrecognized compensation costs related to unvested restricted stock units | $   $ 16.5 $ 16.5  
Number of purchase periods | period     2  
Purchase period     6 months  
Shares of employee purchased Class A common stock (in shares)   88,160 88,160  
Weighted-average purchase price of employee purchased Class A common stock (in dollars per share) | $ / shares   $ 197.60 $ 197.60  
Total proceeds from employee purchase of Class A common stock | $   $ 17.4 $ 17.4  
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)   2,849,312 2,849,312  
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)   6,227,690 6,227,690  
v3.21.2
Employee Incentive Plans - Schedule of Common Stock Reserved for Future Issuance (Details)
Jul. 31, 2021
shares
Class of Stock [Line Items]  
Common stock reserved for future issuance and options and unvested RSUs outstanding (in shares) 44,627,234
Stock Options and Restricted Stock Units  
Class of Stock [Line Items]  
Stock options and unvested RSUs outstanding (in shares) 14,379,018
Common stock, reserved for future issuance (in shares) 24,393,449
ESPP  
Class of Stock [Line Items]  
Common stock, reserved for future issuance (in shares) 5,854,767
v3.21.2
Employee Incentive Plans - Schedule of Stock Option Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 6 Months Ended 12 Months Ended
Jul. 31, 2021
Jan. 31, 2021
Number of Options     
Number of options, outstanding beginning of period (in shares) 8,250,113  
Number of options, granted (in shares) 2,547,223  
Number of options, exercised (in shares) (1,566,592)  
Number of options, canceled (in shares) (153,742)  
Number of options, outstanding end of period (in shares) 9,077,002 8,250,113
Vested and exercisable, number of options (in shares) 7,062,746  
Weighted- Average Exercise Price     
Options outstanding, weighted average exercise price beginning of period (in dollars per share) $ 18.93  
Options granted, weighted average exercise price (in dollars per share) 92.82  
Options exercised, weighted average exercise price (in dollars per share) 20.73  
Options canceled, weighted average exercise price (in dollars per share) 141.64  
Options outstanding, weighted average exercise price end of period (in dollars per share) 37.28 $ 18.93
Vested and exercisable, weighted average exercise price (in dollars per share) $ 12.33  
Additional Disclosures    
Options outstanding, weighted average remaining contractual term 5 years 9 months 18 days 5 years 7 months 6 days
Options outstanding, aggregate intrinsic value $ 1,928,223 $ 1,980,668
Vested and exercisable, weighted average remaining contractual term 5 years  
Vested and exercisable, aggregate intrinsic value $ 1,663,336  
v3.21.2
Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details) - RSUs
 6 Months Ended
Jul. 31, 2021
$ / shares
shares
Number of RSUs  
Beginning balance (in shares) | shares 4,452,107
Granted (in shares) | shares 2,644,626
Vested (in shares) | shares (1,324,228)
Forfeited (in shares) | shares (470,489)
Ending balance (in shares) | shares 5,302,016
Weighted- Average Grant Date Fair Value Per Share  
Beginning balance (in dollars per share) | $ / shares $ 122.90
Granted (in dollars per share) | $ / shares 244.77
Vested (in dollars per share) | $ / shares 120.10
Forfeited (in dollars per share) | $ / shares 145.19
Ending balance (in dollars per share) | $ / shares $ 182.44
v3.21.2
Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details) - ESPP
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expected dividend yield 0.00% 0.00% 0.00% 0.00%
Minimum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expected volatility 47.00% 50.00% 47.00% 50.00%
Expected term (in years) 6 months 6 months 6 months 6 months
Risk-free interest rate 0.06% 0.17% 0.06% 0.17%
Maximum        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expected volatility 48.00% 54.00% 48.00% 54.00%
Expected term (in years) 1 year 1 year 1 year 1 year
Risk-free interest rate 0.09% 0.18% 0.09% 0.18%
v3.21.2
Income Taxes - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Income Tax Disclosure [Abstract]        
Tax benefit $ 7,462 $ 433 $ 7,452 $ 835
Pretax losses $ 284,144 $ 60,533 $ 393,366 $ 118,597
Effective income tax rate 2.60% 0.70% 1.90% 0.70%
v3.21.2
Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Jul. 31, 2021
Jul. 31, 2020
Numerator:        
Net loss $ (276,682) $ (60,100) $ (385,914) $ (117,762)
Denominator:        
Weighted-average shares outstanding, basic (in shares) 151,357 126,319 141,720 124,922
Weighted-average shares outstanding, diluted (in shares) 151,357 126,319 141,720 124,922
Net loss per share, basic (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Net loss per share, diluted (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Class A Common Stock        
Numerator:        
Net loss $ (263,151) $ (56,090) $ (364,976) $ (109,774)
Denominator:        
Weighted-average shares outstanding, basic (in shares) 143,955 117,891 134,031 116,449
Weighted-average shares outstanding, diluted (in shares) 143,955 117,891 134,031 116,449
Net loss per share, basic (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Net loss per share, diluted (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Class B Common Stock        
Numerator:        
Net loss $ (13,531) $ (4,010) $ (20,938) $ (7,988)
Denominator:        
Weighted-average shares outstanding, basic (in shares) 7,402 8,428 7,689 8,473
Weighted-average shares outstanding, diluted (in shares) 7,402 8,428 7,689 8,473
Net loss per share, basic (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
Net loss per share, diluted (in dollars per share) $ (1.83) $ (0.48) $ (2.72) $ (0.94)
v3.21.2
Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Per Share (Details) - shares
shares in Thousands
 6 Months Ended
Jul. 31, 2021
Jul. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 27,678 27,855
Issued and outstanding stock options    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 9,077 9,919
Unvested RSUs issued and outstanding    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 5,302 5,262
Unvested restricted stock awards issued and outstanding    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 1,231 0
Shares committed under the ESPP    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 227 141
Shares related to convertible senior notes | 2023 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) 356 1,048
Shares related to convertible senior notes | 2025 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) 5,617 5,617
Shares related to convertible senior notes | 2026 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) 4,820 4,820
Shares subject to warrants related to the issuance of the 2023 Notes    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities excluded from computation of earnings per share (in shares) 1,048 1,048
v3.21.2
Net Loss Per Share - Narrative (Details)
 3 Months Ended
Jul. 31, 2021
USD ($)
$ / shares
Debt Instrument [Line Items]  
Dilutive effect on securities | $ $ 0
2023 convertible senior notes  
Debt Instrument [Line Items]  
Value of shares issuable under warrants granted (in dollars per share) | $ / shares $ 68.06
v3.21.2
Subsequent Events (Details)
$ in Millions
Aug. 02, 2021
USD ($)
atSpoke | Subsequent event  
Subsequent Event [Line Items]  
Consideration transferred $ 89.0