OKTA 10-Q report for 2025-04-30

Okta, Inc.

OKTA 10-Q report for 2025-04-30 okta-20250430 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____________________________________ FORM 10-Q _____________________________________ (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-38044 _____________________________________ Okta, Inc. (Exact Name of Registrant as Specified in its Charter) _____________________________________ Delaware 100 First Street, Suite 600 26-4175727 (State or Other Jurisdiction of Incorporation or Organization) San Francisco (I.R.S. Employer Identification Number) California 94105 (Address of Principal Executive Offices) Registrant’s telephone number, including area code: ( 888 ) 722-7871 ___________________________________________________ Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A common stock, par value $0.0001 per share OKTA The Nasdaq Stock Market LLC Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files) Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ As of May 22, 2025, the number of shares of registrant’s Class A common stock outstanding was 167,163,429 and the number of shares of the registrant’s Class B common stock outstanding was 7,909,862 . Okta, Inc. Table of Contents Page No. PART I. FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) 4 Condensed Consolidated Balance Sheets as of April 30, 2025 and January 31, 2025 4 Condensed Consolidated Statements of Operations for the Three Months Ended April 30, 2025 and 2024 5 Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended April 30, 2025 and 2024 6 Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended April 30, 2025 and 2024 7 Condensed Consolidated Statements of Cash Flows for the Three Months Ended April 30, 2025 and 2024 8 Notes to Condensed Consolidated Financial Statements 9 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 17 Item 3. Quantitative and Qualitative Disclosures about Market Risk 29 Item 4. Controls and Procedures 30 PART II. OTHER INFORMATION Item 1. Legal Proceedings 31 Item 1A. Risk Factors 31 Item 5. Other Information 58 Item 6. Exhibits 58 Signatures 60 FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “anticipate,” “should,” “believe,” “hope,” “target,” “project,” “goals,” “estimate,” “potential,” “predict,” “may,” “will,” “might,” “could,” “intend,” “shall” and similar expressions are intended to identify these forward-looking statements. These statements include, but are not limited to, statements about: our future financial performance, including our revenue, costs of revenue, gross profits, margins and operating expenses; the impact of general economic, business and market conditions, including geopolitical events, economic downturns or recessions, market volatility, inflation and interest rates and foreign currency fluctuations; trends in our key business metrics; our growth strategy and ability to compete; the sufficiency of our cash and cash equivalents, investments and cash provided by sales of our solutions to meet our liquidity needs; potential impacts of cybersecurity incidents to our reputation, customer relations and financial results; our ability to detect, minimize or prevent security breaches to our internal systems and our platforms; our ability to maintain the security and service performance of our and our third-party service providers’ systems or data or our customers’ data; our ability to retain and sell additional solutions to existing customers; our ability to successfully expand our existing marketing and sales capabilities, including further specializing our go-to-market organization; our ability to effectively sustain or manage our revenue growth and profitability; our ability to expand our product sales by promoting our brand and engaging channel partners; our ability to partner with third-party software vendors and system integrators; the ability of our solutions to effectively integrate with third-party systems and technologies; our ability to adequately fund research and development, and introduce new solutions, enhance existing solutions and address new use cases; our ability to expand our international business operations and product sales; our ability to maintain and protect our proprietary rights and intellectual property; our ability to comply with modified or new laws, regulations and industry standards; our intent to pay off our convertible senior notes at maturity; the attraction and retention of qualified employees and key personnel; the impact of recent accounting pronouncements on our financial statements; our ability to successfully defend litigation or other claims brought against us; and our ability to successfully identify, integrate and/or realize the benefits of strategic acquisitions or investments. These forward-looking statements are made as of the date they were first issued and are based on current expectations and assumptions that are subject to a number of risks and uncertainties, which could cause our actual results to differ materially from those anticipated or implied by any forward-looking statements. Factors that could cause or contribute to such differences include, but not limited to, those discussed in “Risk Factors” in this Quarterly Report on Form 10-Q as well as other documents that may be filed by us from time to time with the Securities and Exchange Commission. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. PART I Item. 1 Financial Statements OKTA, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (dollars in millions, shares in thousands, except per share data) April 30, 2025 January 31, 2025 (unaudited) Assets Current assets: Cash and cash equivalents $494 $409 Short-term investments 2,231 2,114 Accounts receivable, net of allowances of $7 and $4, respectively 345 621 Deferred commissions 145 140 Prepaid expenses and other current assets 150 132 Total current assets 3,365 3,416 Property and equipment, net 41 43 Operating lease right-of-use assets 73 74 Deferred commissions, noncurrent 265 267 Intangible assets, net 120 138 Goodwill 5,448 5,448 Other assets 53 51 Total assets $9,365 $9,437 Liabilities and stockholders' equity Current liabilities: Accounts payable $12 $13 Accrued expenses and other current liabilities 96 103 Accrued compensation 117 207 Convertible senior notes, net 509 509 Deferred revenue 1,562 1,691 Total current liabilities 2,296 2,523 Convertible senior notes, net, noncurrent 349 349 Operating lease liabilities, noncurrent 89 94 Deferred revenue, noncurrent 20 27 Other liabilities, noncurrent 44 39 Total liabilities 2,798 3,032 Commitments and contingencies (Note 8) Stockholders’ equity: Preferred stock, par value $0.0001 per share; 100,000 shares authorized; no shares issued and outstanding as of April 30, 2025 and January 31, 2025 — — Class A common stock, par value $0.0001 per share; 1,000,000 shares authorized; 167,161 and 165,650 shares issued and outstanding as of April 30, 2025 and January 31, 2025, respectively — — Class B common stock, par value $0.0001 per share; 120,000 shares authorized; 7,910 and 7,809 shares issued and outstanding as of April 30, 2025 and January 31, 2025, respectively — — Additional paid-in capital 9,302 9,219 Accumulated other comprehensive income (loss) 5 (12) Accumulated deficit (2,740) (2,802) Total stockholders’ equity 6,567 6,405 Total liabilities and stockholders' equity $9,365 $9,437 See Notes to Condensed Consolidated Financial Statements. Condensed consolidated results (three months ended April 30, 2025 vs. 2024): Revenue: total $688M (subscription $673M) vs. $617M in 2024. Gross profit: $533M vs. $469M. Operating expenses: $494M vs. $516M. Operating income (loss): $39M vs. ($47M). Net income (loss): $62M vs. ($40M). Earnings per share, diluted: $0.35 vs. ($0.24). Cash and cash equivalents: $494M; short-term investments: $2,231M; total cash, cash equivalents and restricted cash: $500M. Net cash provided by operating activities: $241M. See the full Form 10‑Q for notes, MD&A, risk factors and other disclosures.

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