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jamf(JAMF) - 2022 Q4 - Annual Report
2023-02-28 16:00
Apple Market Share and Enterprise Adoption - Apple operating systems comprised 23% of global web traffic in December 2022, up from 4% in January 2009[40] - Apple operating systems represent over 41% of web traffic in the U.S. in December 2022, compared to 30% for Microsoft and 26% for Google[40] - Apple experienced over 40% growth in market share from 2009 to 2022, while all other major brands saw their shipments fall[40] - Apple's iOS devices, including the iPhone and iPad, have become the most popular mobile OS among U.S. enterprise business users[41] - Apple is now in every Fortune 500 company, and eight in ten companies are writing custom apps for their enterprise[39] - 89% of workers are willing to make a salary sacrifice for device choice, with nearly two-thirds choosing Apple[37] Jamf Customer Base and Market Reach - Jamf has over 71,000 customers deploying 30.0 million devices in more than 100 countries and territories as of December 31, 2022[28] - Jamf has over 71,000 customers as of December 31, 2022, with more than 24,000 new customers added in the last two years[50] - Approximately 36% of Jamf's new subscriptions in 2022 originated outside North America, up from 34% in the prior year, reflecting growing international presence[74] - As of December 31, 2022, Jamf had over 71,000 customers, including 9 of the top 10 Fortune 500 companies[117] - Jamf's global Total Addressable Market was estimated at approximately $35 billion in 2022[62] Jamf Product Offerings and Solutions - Jamf's solutions reduce IT management time by 90%, end-user productivity loss by 90%, and IT help desk tickets by 70%[55] - Jamf's M1 Mac in the enterprise results in $843 cost savings per device versus a comparable PC, a 20% improvement in employee retention, and a 5% increase in productivity[54] - Jamf's software platform provides a 781% three-year return on investment and a 2.7-month payback period[55] - Jamf's endpoint protection solution is designed to identify Apple and mobile targeted threats while preserving user experience and performance[52] - Jamf's self-service app allows end users to install apps, resolve technical issues, and connect to enterprise resources with a single click[52] - Jamf's BYOD solution, launched in March 2022, helps organizations manage and secure personally owned devices while maintaining employee privacy[70] - Jamf Pro, the flagship product, saw a 20% year-over-year increase in devices under management for the year ended December 31, 2022[75] - Jamf School, designed for education, empowers teachers, students, and parents with device control, lesson deployment, and remote learning capabilities[77][79][80] - Jamf Connect enables seamless remote access and device provisioning using cloud identity, reducing IT help desk tickets and improving user experience[82][83] - Jamf Protect provides endpoint security for Mac and mobile devices, leveraging Apple-specific knowledge to defend against modern threats and maintain compliance[85][86] - Jamf Safe Internet provides network threat prevention, securing networks from phishing, malware, and ransomware attacks[91] - ZecOps, acquired in November 2022, enables organizations to extract critical device telemetry and identify compromised devices for rapid response[92] - Jamf's education apps (Teacher, Student, Parent, and Assessment) support device management and live proctoring for web-based exams[94] - Jamf's healthcare solutions include Virtual Visits for telehealth and Jamf Setup/Reset apps for clinical communications[95] - Jamf Marketplace features over 270 integrations, enabling custom workflows and automations through APIs[96] - Jamf's SaaS platform supports millions of devices globally, leveraging AWS for scalability and reliability[98][99] Jamf Financial Performance - Total revenue for 2022 increased to $478.776 million, up 30.7% from $366.388 million in 2021[507] - Subscription revenue grew to $455.007 million in 2022, a 32.2% increase from $344.243 million in 2021[507] - Net loss for 2022 was $141.301 million, compared to a net loss of $75.189 million in 2021[507] - Cash and cash equivalents increased to $224.338 million in 2022, up 26.6% from $177.150 million in 2021[505] - Total assets grew to $1.529 billion in 2022, a 3.3% increase from $1.480 billion in 2021[505] - Deferred revenues increased to $278.038 million in 2022, up 24.7% from $223.031 million in 2021[505] - Research and development expenses rose to $119.906 million in 2022, a 45.3% increase from $82.541 million in 2021[507] - Total stockholders' equity decreased to $701.338 million in 2022, down 5.0% from $738.426 million in 2021[505] - Foreign currency translation adjustments resulted in a loss of $32.085 million in 2022, compared to a loss of $7.866 million in 2021[509] - Weighted-average shares used to compute net loss per share increased to 120.720 million in 2022, up 2.1% from 118.276 million in 2021[507] - Net loss increased to $141.3 million in 2022, compared to $75.2 million in 2021 and $24.1 million in 2020[515] - Net cash provided by operating activities was $90.0 million in 2022, up from $65.2 million in 2021 and $52.8 million in 2020[515] - Acquisitions, net of cash acquired, totaled $23.8 million in 2022, significantly lower than $352.7 million in 2021[515] - Total revenues by geographic region were $478.8 million in 2022, with the Americas contributing $330.7 million, EMEA $113.9 million, and Asia Pacific $34.2 million[528] - Long-lived assets in the Americas were $28.1 million in 2022, representing 65% of total long-lived assets[528] - Share-based compensation expense increased to $109.2 million in 2022, up from $35.8 million in 2021 and $6.7 million in 2020[515] - Depreciation and amortization expense rose to $54.8 million in 2022, compared to $47.1 million in 2021 and $38.5 million in 2020[515] - Cash, cash equivalents, and restricted cash totaled $231.9 million at the end of 2022, up from $177.2 million at the end of 2021[515] - The company raised approximately $319.0 million in its IPO in July 2020, issuing 13.5 million shares at $26.00 per share[522] - Concurrently with the IPO, the company issued 85,880 shares in a private placement for $2.2 million[523] Jamf Partnerships and Ecosystem - Jamf's relationship with Apple includes contractual agreements such as the Mobility Partner Program and Apple as a customer and channel partner[59][60] - Jamf's integration with Microsoft, AWS, and Google enhances security and operational efficiency for enterprise customers[65][66] - Jamf integrates with Google Cloud Identity and BeyondCorp to enable Mac account provisioning, authentication, and macOS compliance, ensuring secure access to Google Workspace and other resources[67] - Jamf's go-to-market strategy leverages a strong partner ecosystem (Apple, AWS, Microsoft), e-commerce, and enterprise sales, enabling global reach and customer expansion[68] - Approximately 60% of Jamf's 2022 bookings were facilitated through over 500 global channel partners[110] - Apple, as a channel partner, facilitated approximately 1% of Jamf's 2022 bookings[111] Jamf Employee and Corporate Culture - Approximately 25% of the company's global employee base is dedicated to research and development[126] - As of December 31, 2022, the company owned 11 issued U.S. patents and 18 issued patents in foreign jurisdictions[128] - The company's voluntary retention rate for employees was 90% as of December 31, 2022[138] - In the annual employee engagement survey conducted in October 2022, 87% of over 2,100 participating employees agreed that they would recommend the company as a great place to work[138] - The company scored 82% in the overall engagement index in the 2022 employee engagement survey[138] - As of December 31, 2022, 33.6% of the company's workforce and 38.5% of new hires in 2022 self-identified as women[139] - Women made up approximately 36.0% of the company's management team as of December 31, 2022[139] - The company had 2,796 employees as of December 31, 2022, with 1,736 employed in the U.S. and 1,060 employed outside the U.S.[140] - The company released its first-ever Purpose and Impact Report in 2022, detailing key ESG programs, goals, and commitments[141] Jamf Financial Risk and Controls - The company's revenue is not currently subject to significant foreign currency risk, as most sales are denominated in U.S. dollars. A hypothetical 10% change in foreign currency exchange rates would not have had a material impact on consolidated results of operations and cash flows for the years ended December 31, 2022 and 2021[467] - As of December 31, 2022, the company had $224.3 million in cash and cash equivalents held for working capital purposes, with no material exposure to changes in the fair value of the investment portfolio due to interest rate fluctuations[468] - In September 2021, the company issued $373.8 million aggregate principal amount of 0.125% 2026 Notes, which have a fixed interest rate and no economic interest exposure, but their fair value fluctuates with interest rates and the market price of the company's common stock[469] - The company completed the acquisition of ZecOps in 2022 for a total purchase consideration of $44.3 million, with significant estimation required in determining the fair value of acquired intangible assets, primarily developed technology[482][483] - The company's contracts with customers often contain multiple performance obligations, requiring judgment in allocating the transaction price based on relative standalone selling prices, which are sensitive to changes in management's business practices[486][487] - A material weakness was identified in the company's internal control over financial reporting related to ineffective ITGCs for applications relevant to the revenue recognition process at the subsidiary Wandera[494] - The company's internal control over financial reporting did not include the internal controls of ZecOps, Inc., which constituted 3% of the company's consolidated total assets as of December 31, 2022[495] Jamf Customer Satisfaction and Net Promoter Score - Jamf's Net Promoter Score is 57 as of November 2022, significantly exceeding industry averages[29] - Jamf's Net Promoter Score significantly exceeds industry averages, reflecting high customer satisfaction[119] - The company maintained a high customer satisfaction score of 9.26 out of 10 in 2022 based on surveys[121]
jamf(JAMF) - 2022 Q3 - Earnings Call Transcript
2022-11-10 02:09
Jamf Holding Corp. (NASDAQ:JAMF) Q3 2022 Earnings Conference Call November 9, 2022 4:30 PM ET Company Participants Jennifer Gaumond – Vice President-Investor Relations Dean Hager – Chief Executive Officer John Strosahl – President and Chief Operating Officer Ian Goodkind – Chief Financial Officer Conference Call Participants Joshua Reilly – Needham Matt Stotler – William Blair Raimo Lenschow – Barclays DJ Hynes – Canaccord Matt Hedberg – RBC Koji Ikeda – Bank of America Chad Bennett – Craig-Hallum Michael R ...
jamf(JAMF) - 2022 Q3 - Earnings Call Presentation
2022-11-09 22:14
0 The Standard for Apple in the Enterprise Earnings Presentation: Third Quarter 2022 Safe Harbor 1 Unless otherwise specified, financial information and other data presented in this presentation is presented as of September 30, 2022. The financial results and other data contained herein following July 1, 2021 include the impact of the Wandera acquisition, which closed on that date, unless otherwise specified. Jamf's historical results are not necessarily indicative of the results that may be expected in the ...
jamf(JAMF) - 2022 Q3 - Quarterly Report
2022-11-08 16:00
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________________________ FORM 10-Q _________________________________________________ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 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: 001-39399 JAMF HOLDI ...
jamf(JAMF) - 2022 Q2 - Earnings Call Transcript
2022-08-07 12:01
Jamf Holding Corp. (NASDAQ:JAMF) Q2 2022 Earnings Conference Call August 4, 2022 4:30 PM ET Company Participants Jennifer Gaumond - Vice President, Investor Relations Dean Hager - Chief Executive Officer Jill Putman - Chief Financial Officer John Strosahl - President and Chief Operating Officer Ian Goodkind - Chief Accounting Officer Conference Call Participants Matthew Hedberg - RBC Capital Markets Chad Bennett - Craig-Hallum Matthew Stotler - William Blair Robbie Owens - Piper Sandler Brian Essex - Goldma ...
jamf(JAMF) - 2022 Q2 - Earnings Call Presentation
2022-08-07 11:58
Financial Performance - Revenue growth of 34% in Q2 2022 [12] - Total ARR growth is remarkably consistent [13] - The company's fastest growing market represents 71% of its ARR [14] - Security products ARR is over $80 million [14] - TTM Revenue Growth is 35% [17] - ARR Growth is 40% [19] - Net Retention Rate is 117% [20] - TTM uFCF Margin is 11% [20] - Non-GAAP Gross Margin is 81% [23] Future Outlook - Q3 2022 revenue is expected to be $121.5 - $122.5 million, representing 27% - 28% growth [24] - FY 2022 revenue is expected to be $475.0 - $477.0 million, representing 30% growth [24]
jamf(JAMF) - 2022 Q2 - Quarterly Report
2022-08-03 16:00
PART I. FINANCIAL INFORMATION This section provides the unaudited financial statements, management's discussion, market risk disclosures, and controls and procedures for JAMF Holding Corp [Item 1. Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) Presents JAMF Holding Corp.'s unaudited condensed consolidated financial statements, including balance sheets, statements of operations, and cash flows, with accompanying notes [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Provides a snapshot of JAMF Holding Corp.'s financial position, detailing assets, liabilities, and equity as of specific dates Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $182,349 | $177,150 | | Goodwill | $823,671 | $845,734 | | Total assets | $1,466,090 | $1,480,420 | | **Liabilities & Equity** | | | | Deferred revenues (Current) | $249,374 | $223,031 | | Convertible senior notes, net | $363,265 | $362,031 | | Total liabilities | $772,144 | $741,994 | | Total stockholders' equity | $693,946 | $738,426 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Details JAMF Holding Corp.'s revenues, expenses, and net loss over specific periods, highlighting operational performance Statements of Operations Summary (in thousands, except per share data) | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Total revenue | $115,638 | $86,238 | $223,896 | $166,965 | | Gross profit | $86,246 | $66,896 | $166,277 | $130,367 | | Loss from operations | $(61,842) | $(16,055) | $(85,579) | $(20,248) | | Net loss | $(63,139) | $(16,467) | $(88,768) | $(21,056) | | Net loss per share, basic and diluted | $(0.53) | $(0.14) | $(0.74) | $(0.18) | - Total revenue grew **34% YoY** for both the three and six-month periods ended June 30, 2022, primarily driven by a **36% increase in subscription revenue**[14](index=14&type=chunk) - Operating expenses increased significantly, leading to a larger loss from operations compared to the prior year periods. The increase was driven by higher sales and marketing, research and development, and general and administrative costs[14](index=14&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Summarizes the cash inflows and outflows from operating, investing, and financing activities for JAMF Holding Corp Cash Flow Summary (in thousands) | Activity | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $16,342 | $38,022 | | Net cash used in investing activities | $(6,978) | $(8,230) | | Net cash (used in) provided by financing activities | $(3,375) | $2,084 | | Net increase in cash and cash equivalents | $5,199 | $31,617 | - Net cash from operating activities decreased to **$16.3 million** from **$38.0 million** in the prior year period, primarily due to a larger net loss, partially offset by higher non-cash charges like share-based compensation[24](index=24&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Provides detailed explanations and additional information supporting the condensed consolidated financial statements, including accounting policies and significant transactions - The company specializes in Apple Enterprise Management through its cloud software platform, helping IT and security teams manage and protect Apple devices[26](index=26&type=chunk) - As of June 30, 2022, the company had **$372.0 million** of remaining performance obligations, with **71%** expected to be recognized as revenue over the next 12 months[43](index=43&type=chunk) - On July 1, 2021, the company completed its acquisition of Wandera, a zero trust cloud security provider, for a total cash consideration of **$409.3 million**[59](index=59&type=chunk)[60](index=60&type=chunk) - In Q2 2022, a modification to return target stock options resulted in the recognition of **$33.0 million** of stock-based compensation expense[84](index=84&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial performance, highlighting revenue growth, key business metrics, increased operating expenses, liquidity, and non-GAAP financial reconciliations [Key Business Metrics](index=31&type=section&id=Key%20Business%20Metrics) Presents crucial operational metrics such as managed devices, Annual Recurring Revenue (ARR), and dollar-based net retention rate Key Performance Indicators | Metric | As of June 30, 2022 | As of June 30, 2021 | YoY Growth | | :--- | :--- | :--- | :--- | | Number of Devices | 28.4 million | 23.2 million | 22% | | Annual Recurring Revenue (ARR) | $466.0 million | $333.0 million | 40% | | Dollar-Based Net Retention Rate | 117% | 119% | (2 p.p.) | - Growth in devices and ARR was driven by expansion, new customer acquisition, cross-selling, and the acquisition of Wandera[125](index=125&type=chunk)[127](index=127&type=chunk) [Results of Operations](index=35&type=section&id=Results%20of%20Operations) Analyzes the company's revenue streams, cost of revenue, and operating expenses, explaining their impact on overall financial performance Revenue Comparison (in thousands) | Revenue Type | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Subscription | $109,407 | $80,718 | 36% | | Services | $5,027 | $3,929 | 28% | | License | $1,204 | $1,591 | (24)% | | **Total Revenue** | **$115,638** | **$86,238** | **34%** | - Total revenue increased by **34%** for both the three and six months ended June 30, 2022, driven by device expansion, new customers, cross-selling, and revenue from the Wandera acquisition[154](index=154&type=chunk)[155](index=155&type=chunk) - Cost of revenue increased **52% YoY** for Q2 2022, primarily due to higher employee compensation, increased stock-based compensation, and higher third-party hosting fees related to growth and the Wandera acquisition[156](index=156&type=chunk) - Operating expenses rose **79% YoY** for Q2 2022, driven by increased headcount, a **$12.7 million** increase in stock-based compensation in Sales & Marketing, and a **$9.5 million** increase in stock-based compensation in R&D, largely due to a modification of return target options[161](index=161&type=chunk)[163](index=163&type=chunk) [Non-GAAP Financial Measures](index=42&type=section&id=Non-GAAP%20Financial%20Measures) Reconciles GAAP financial results with non-GAAP measures like gross profit, operating income, net income, and Adjusted EBITDA, providing alternative performance views Non-GAAP Performance Summary (in thousands) | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Non-GAAP Gross Profit | $93,933 | $70,175 | $181,479 | $136,824 | | Non-GAAP Operating Income | $4,506 | $7,701 | $10,351 | $15,549 | | Non-GAAP Net Income | $3,454 | $5,726 | $7,759 | $11,649 | | Adjusted EBITDA | $6,098 | $8,972 | $13,589 | $18,200 | - Non-GAAP gross profit margin remained stable at **81%** for Q2 2022 and Q2 2021. However, Non-GAAP operating income margin decreased from **9%** to **4%** over the same period, reflecting higher operating expenses[179](index=179&type=chunk)[181](index=181&type=chunk) [Liquidity and Capital Resources](index=45&type=section&id=Liquidity%20and%20Capital%20Resources) Discusses the company's cash position, available credit facilities, deferred revenue, and future contractual obligations - As of June 30, 2022, principal sources of liquidity were cash and cash equivalents of **$182.3 million** and an available **$150.0 million** revolving credit facility[190](index=190&type=chunk) - The company had deferred revenue of **$317.0 million** as of June 30, 2022, with **$249.4 million** expected to be recognized as revenue in the next 12 months[191](index=191&type=chunk) - In Q2 2022, the company entered into an amended agreement for hosting services with a non-cancelable commitment of **$100.0 million** over the next three years[195](index=195&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=49&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Reports no material changes to the company's market risk disclosures since the prior annual report - There were no material changes to the company's market risk disclosures during the six months ended June 30, 2022[212](index=212&type=chunk) [Item 4. Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective due to a material weakness in accounting for sales commissions, with remediation efforts ongoing - Disclosure controls and procedures were deemed not effective as of June 30, 2022, due to a material weakness[213](index=213&type=chunk) - The material weakness stems from ineffective controls over the commission process, leading to incorrect capitalization of certain commissions that should have been expensed. This resulted in a revision of previously issued financial statements[215](index=215&type=chunk) - Management has implemented changes to processes and internal controls in 2022 to remediate the weakness, but the remediation is not yet complete[216](index=216&type=chunk) PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, unregistered sales of equity securities, and a list of exhibits filed with the report [Item 1. Legal Proceedings](index=51&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any legal proceedings expected to materially adversely affect its financial condition or operations - The company is not currently involved in any legal proceedings that are expected to have a material adverse effect on its business[221](index=221&type=chunk) [Item 1A. Risk Factors](index=51&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's previously disclosed risk factors have occurred - No material changes to the risk factors disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021 have occurred[222](index=222&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=51&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities or use of proceeds during the period - None[223](index=223&type=chunk) [Item 6. Exhibits](index=52&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with the Form 10-Q, including corporate governance documents and CEO/CFO certifications - Exhibits filed include corporate governance documents, CEO/CFO certifications, and Inline XBRL data files[228](index=228&type=chunk)
jamf(JAMF) - 2022 Q1 - Earnings Call Presentation
2022-05-11 16:05
Company Transformation & Growth - Jamf has added over $200 million of ARR and over 23,000 customers in the past two years[12] - The company has experienced remarkably consistent ARR growth[13] - Commercial ARR growth is driving overall growth, with the commercial market now representing 70% of the total ARR[14] - Security products ARR has grown to approximately $75 million[15] Financial Performance & Outlook - The company reported 36% TTM revenue growth and 42% ARR growth[17] - The company maintains profitability while reinvesting, with a +16% TTM uFCF Margin and 81% Non-GAAP Gross Margin[17] - Q2 2022 revenue is projected to be $112.0 - $114.0 million, representing 30%-32% growth[18] - FY 2022 revenue is projected to be $472.0 - $477.0 million, representing 29%-30% growth[18] - FY 2022 Non-GAAP Operating Income is projected to be $19.0 - $22.0 million[18]
jamf(JAMF) - 2022 Q1 - Earnings Call Transcript
2022-05-11 00:47
Jamf Holding Corp. (NASDAQ:JAMF) Q1 2022 Earnings Conference Call May 10, 2022 4:30 PM ET Company Participants Dean Hager – Chief Executive Officer John Strosahl – President & Chief Operating Officer Jill Putman – Chief Financial Officer Jennifer Gaumond – Vice President, Investor Relations Conference Call Participants Brian Essex – Goldman Sachs Rob Owens – Piper Sandler Matt Stotler – William Blair Joshua Reilly – Needham Nick Mattiacci – Craig-Hallum Vinod Srinivasaraghavan – Barclays Joey Marincek – JM ...
jamf(JAMF) - 2022 Q1 - Quarterly Report
2022-05-09 16:00
[GLOSSARY](index=3&type=section&id=GLOSSARY) This section defines key acronyms, abbreviations, and terms used throughout the quarterly report - The glossary defines key acronyms, abbreviations, and terms used throughout the quarterly report, including financial accounting standards (ASC 606, ASC 805, ASC 820, ASC 850), business metrics (ARR), and company-specific entities or agreements (Wandera, Digita, 2026 Notes)[9](index=9&type=chunk)[10](index=10&type=chunk) [PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements (unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents unaudited condensed consolidated financial statements and notes for Q1 2022 and 2021, covering financial position, performance, and cash flows [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric | March 31, 2022 | December 31, 2021 | | :-------------------------- | :--------------- | :------------------ | | Cash and cash equivalents | $164,595 | $177,150 | | Total current assets | $284,079 | $291,598 | | Goodwill | $841,984 | $845,734 | | Other intangible assets, net | $251,072 | $264,593 | | Total assets | $1,466,324 | $1,480,420 | | Total current liabilities | $289,131 | $286,526 | | Deferred revenues | $234,389 | $223,031 | | Convertible senior notes, net | $362,648 | $362,031 | | Total liabilities | $744,403 | $741,994 | | Total stockholders' equity | $721,921 | $738,426 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Condensed Consolidated Statements of Operations Highlights (in thousands) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | YoY Change (%) | | :---------------------------------- | :-------------------------------- | :-------------------------------- | :------------- | | Subscription Revenue | $102,201 | $74,482 | 37% | | Services Revenue | $3,944 | $4,003 | (1)% | | License Revenue | $2,113 | $2,242 | (6)% | | **Total Revenue** | **$108,258** | **$80,727** | **34%** | | Total Cost of Revenue | $28,227 | $17,256 | 64% | | Gross Profit | $80,031 | $63,471 | 26% | | Total Operating Expenses | $103,768 | $67,664 | 53% | | Loss from Operations | $(23,737) | $(4,193) | 466% | | Net Loss | $(25,629) | $(4,589) | 458% | | Net Loss per Share, basic and diluted | $(0.21) | $(0.04) | 425% | [Condensed Consolidated Statements of Comprehensive Loss](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) Condensed Consolidated Statements of Comprehensive Loss (in thousands) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :-------------------------------- | :-------------------------------- | :-------------------------------- | | Net loss | $(25,629) | $(4,589) | | Foreign currency translation adjustments | $(8,083) | — | | **Comprehensive loss** | **$(33,712)** | **$(4,589)** | [Condensed Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) Condensed Consolidated Statements of Stockholders' Equity Highlights (in thousands) | Metric | Balance, Dec 31, 2021 | Exercise of Stock Options | Share-based Compensation | Foreign Currency Translation Adjustments | Net Loss | Balance, Mar 31, 2022 | | :-------------------------- | :-------------------- | :------------------------ | :----------------------- | :--------------------------------------- | :------- | :-------------------- | | Common Shares | 119,426,064 | 211,200 | — | — | — | 119,659,455 | | Additional Paid-In Capital | $913,581 | $1,197 | $16,010 | — | — | $930,788 | | Accumulated Other Comp. Loss | $(7,866) | — | — | $(8,083) | — | $(15,949) | | Accumulated Deficit | $(167,408) | — | — | — | $(25,629) | $(193,037) | | **Total Stockholders' Equity** | **$738,426** | **$1,197** | **$16,010** | **$(8,083)** | **$(25,629)** | **$721,921** | [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows Highlights (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :-------------------------------------- | :-------------------------------- | :-------------------------------- | | Net cash (used in) provided by operating activities | $(2,990) | $4,023 | | Net cash used in investing activities | $(5,979) | $(6,319) | | Net cash (used in) provided by financing activities | $(3,441) | $4,019 | | Effect of exchange rate changes on cash and cash equivalents | $(145) | $(401) | | Net (decrease) increase in cash and cash equivalents | $(12,555) | $1,322 | | Cash and cash equivalents, end of period | $164,595 | $196,190 | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) [Note 1. Basis of presentation and description of business](index=9&type=section&id=Note%201.%20Basis%20of%20presentation%20and%20description%20of%20business) This note describes Jamf's business as an Apple Enterprise Management provider and its global operations - Jamf Holding Corp. is the standard in Apple Enterprise Management, providing a cloud software platform for Apple infrastructure and security globally[23](index=23&type=chunk) Revenue by Geographic Region (in thousands) | Region | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--------------------------------- | :-------------------------------- | :-------------------------------- | | The Americas | $75,149 | $58,845 | | Europe, the Middle East, India, and Africa | $25,997 | $16,229 | | Asia Pacific | $7,112 | $5,653 | | **Total** | **$108,258** | **$80,727** | [Note 2. Summary of significant accounting policies](index=10&type=section&id=Note%202.%20Summary%20of%20significant%20accounting%20policies) This note details the company's significant accounting policies, including revenue recognition, business combinations, and the early adoption of ASU No. 2021-08 Disaggregation of Revenue (in thousands) | Category | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--------------------------------- | :-------------------------------- | :-------------------------------- | | SaaS subscription and support and maintenance | $96,350 | $66,776 | | On-premise subscription | $5,851 | $7,706 | | **Subscription revenue** | **$102,201** | **$74,482** | | Professional services | $3,944 | $4,003 | | Perpetual licenses | $2,113 | $2,242 | | **Non-subscription revenue** | **$6,057** | **$6,245** | | **Total revenue** | **$108,258** | **$80,727** | - Remaining performance obligations as of March 31, 2022, totaled **$343.9 million**, with **72%** expected to be recognized as revenue over the succeeding 12 months[41](index=41&type=chunk) - The Company early adopted ASU No. 2021-08 on January 1, 2022, for business combinations, which did not impact the condensed consolidated financial statements[44](index=44&type=chunk) [Note 3. Financial instruments fair value](index=12&type=section&id=Note%203.%20Financial%20instruments%20fair%20value) This note describes the categorization of fair value measurements into Level 1, Level 2, and Level 3 inputs, and details the fair value of financial instruments - Fair value measurements are categorized into Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[47](index=47&type=chunk)[48](index=48&type=chunk)[49](index=49&type=chunk) - Contingent consideration for Digita and cmdReporter acquisitions are measured at fair value using Level 3 inputs, such as probability of growth of subscription services and projected contract wins[51](index=51&type=chunk) Fair Value of Financial Instruments (in thousands) | Instrument | March 31, 2022 | December 31, 2021 | | :----------------------- | :--------------- | :------------------ | | Money market funds (Level 1) | $126,048 | $146,037 | | Contingent consideration (Level 3) | $5,600 | $10,100 | | 2026 Notes (Estimated Fair Value, Level 2) | $371,044 | $398,044 | [Note 4. Acquisitions](index=16&type=section&id=Note%204.%20Acquisitions) This note details the company's acquisition activities, including two Q1 2022 acquisitions and the Wandera acquisition, and related purchase price allocations and contingent consideration - In Q1 2022, the Company completed two acquisitions for a combined **$4.0 million** cash, allocating **$3.0 million** to goodwill[56](index=56&type=chunk) - The acquisition of Wandera on July 1, 2021, for **$409.3 million** cash, expanded the Company's security offering with Zero Trust Network Access (ZTNA), mobile threat defense, and data policy features[57](index=57&type=chunk)[58](index=58&type=chunk) Wandera Acquisition Purchase Price Allocation (as of March 31, 2022, in thousands) | Asset/Liability | Amount | | :-------------------------- | :------- | | Intangible assets acquired | $102,050 | | Goodwill | $310,356 | | Total purchase consideration | $409,275 | - A cash payment of **$4.6 million** was made in Q1 2022 for Digita contingent consideration due to achieving minimum revenue milestones, with potential for an additional payment by December 31, 2022[65](index=65&type=chunk) [Note 5. Goodwill and other intangible assets](index=18&type=section&id=Note%205.%20Goodwill%20and%20other%20intangible%20assets) This note provides details on the carrying amount of goodwill and the net carrying value of other intangible assets, along with amortization expense Goodwill Carrying Amount (in thousands) | Metric | Three Months Ended March 31, 2022 | | :-------------------------------- | :-------------------------------- | | Goodwill, beginning of period | $845,734 | | Goodwill acquired | $3,014 | | Foreign currency translation adjustment | $(6,764) | | **Goodwill, end of period** | **$841,984** | Net Carrying Value of Intangible Assets (in thousands) | Asset Type | March 31, 2022 | | :-------------------- | :--------------- | | Trademarks | $15,789 | | Customer relationships | $168,025 | | Developed technology | $63,491 | | Non-competes | $1,200 | | Order backlog | $2,567 | | **Total intangible assets** | **$251,072** | - Amortization expense increased to **$12.2 million** for Q1 2022 from **$8.4 million** for Q1 2021, primarily due to the Wandera acquisition[68](index=68&type=chunk) [Note 6. Leases](index=19&type=section&id=Note%206.%20Leases) This note provides information on the company's operating lease assets and liabilities Operating Lease Information (in thousands) | Metric | March 31, 2022 | December 31, 2021 | | :-------------------------- | :--------------- | :------------------ | | Operating lease assets | $28,603 | $21,600 | | Total operating lease liabilities | $32,239 | $25,337 | [Note 7. Commitments and contingencies](index=20&type=section&id=Note%207.%20Commitments%20and%20contingencies) This note states that the company had no material liabilities for contingencies as of March 31, 2022, or December 31, 2021 - The Company had no material liabilities for contingencies as of March 31, 2022, or December 31, 2021[70](index=70&type=chunk) [Note 8. Debt](index=20&type=section&id=Note%208.%20Debt) This note details the issuance of 0.125% Convertible Senior Notes due 2026 and the repayment of the 2021 Term Loan Facility - The Company issued **$373.8 million** aggregate principal amount of 0.125% Convertible Senior Notes due 2026 in September 2021[71](index=71&type=chunk) 2026 Notes Interest Expense (in thousands) | Metric | Three Months Ended March 31, 2022 | | :-------------------------- | :-------------------------------- | | Contractual interest expense | $117 | | Amortization of issuance costs | $617 | | Effective interest rate | 0.81% | - The **$250.0 million** 2021 Term Loan Facility, used to finance the Wandera acquisition, was repaid in September 2021 with proceeds from the 2026 Notes[75](index=75&type=chunk) [Note 9. Share-based compensation](index=21&type=section&id=Note%209.%20Share-based%20compensation) This note provides a breakdown of share-based compensation expense and details unrecognized compensation expense for various equity awards Share-based Compensation Expense (in thousands) | Category | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Cost of subscription | $1,955 | $324 | | Cost of services | $304 | $77 | | Sales and marketing | $5,859 | $842 | | Research and development | $3,859 | $778 | | General and administrative | $4,033 | $811 | | **Total** | **$16,010** | **$2,832** | - Unrecognized compensation expense as of March 31, 2022, includes **$33.0 million** for return target options, **$0.8 million** for service-based options, and **$224.5 million** for unvested RSUs[79](index=79&type=chunk)[80](index=80&type=chunk)[81](index=81&type=chunk) - The conversion of Long-Term Incentive Plan (LTIP) grants into RSUs in Q3 2021 resulted in **$1.6 million** of stock-based compensation expense recognized in Q1 2022[82](index=82&type=chunk)[83](index=83&type=chunk) [Note 10. Net loss per share](index=23&type=section&id=Note%2010.%20Net%20loss%20per%20share) This note presents the calculation of basic and diluted net loss per share and discusses the exclusion of antidilutive securities Net Loss Per Share (in thousands, except per share amounts) | Metric | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :------------------------------------------ | :-------------------------------- | :-------------------------------- | | Net loss | $(25,629) | $(4,589) | | Weighted-average shares used to compute net loss per share, basic and diluted | 119,594,341 | 117,386,322 | | **Basic and diluted net loss per share** | **$(0.21)** | **$(0.04)** | - Potentially dilutive securities, totaling **20,933,142 shares** in Q1 2022, were excluded from diluted EPS calculation due to their antidilutive impact from reported losses[88](index=88&type=chunk) [Note 11. Income taxes](index=24&type=section&id=Note%2011.%20Income%20taxes) This note provides the effective tax rates for the periods and explains the primary factors impacting the rate Effective Tax Rates | Period | Effective Tax Rate | | :-------------------------------- | :----------------- | | Three Months Ended March 31, 2022 | (1.0)% | | Three Months Ended March 31, 2021 | (2.8)% | - The effective tax rate for Q1 2022 was primarily impacted by valuation allowances and **$0.6 million** of discrete income tax expense[89](index=89&type=chunk) [Note 12. Related party transactions](index=24&type=section&id=Note%2012.%20Related%20party%20transactions) This note discloses accrued liabilities related to JNGF pledges and the company's relationship with Vista Equity Partners - Accrued liabilities related to JNGF pledges were **$0.6 million** as of March 31, 2022[90](index=90&type=chunk) - Vista Equity Partners, though no longer a majority owner, remains a principal owner; no material transactions occurred with Vista or its affiliates in Q1 2022 or Q1 2021[91](index=91&type=chunk) [Forward-Looking Statements](index=25&type=section&id=Forward-Looking%20Statements) This section cautions that forward-looking statements are subject to risks and uncertainties, which may cause actual results to differ materially - All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from expectations[93](index=93&type=chunk) - Key risks include the impact of the COVID-19 pandemic, potential customer dissatisfaction with Apple, changes in Apple's features, reliance on channel partners, ability to develop new products, customer acquisition and retention, scaling business, data center disruptions, cybersecurity events, and compliance with privacy laws[94](index=94&type=chunk)[96](index=96&type=chunk) - Forward-looking statements are made only as of the report date, and the Company undertakes no obligation to update or revise them, except as required by law[98](index=98&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=29&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's Q1 2022 financial condition and results, including business overview, performance drivers, revenue, expenses, non-GAAP measures, liquidity, and capital resources [Overview](index=29&type=section&id=Overview) This overview introduces Jamf's role as a leader in Apple Enterprise Management, its platform, and strategic acquisitions - Jamf is the standard in Apple Enterprise Management, providing a cloud software platform for IT and security teams to protect Apple devices, data, and applications[102](index=102&type=chunk) - The Company aims to be the enterprise leader for Apple device management, leveraging its long-standing relationship and technical expertise with Apple[104](index=104&type=chunk) - The acquisition of Wandera in July 2021 enhanced Jamf's Apple Enterprise Management Platform by adding zero trust cloud security and access for mobile devices[106](index=106&type=chunk) [Response to COVID-19](index=30&type=section&id=Response%20to%20COVID-19) This section outlines Jamf's response to COVID-19, focusing on employee and customer well-being, and the potential business impact - Jamf's COVID-19 approach focuses on employee choice, health, safety, customer service, and business continuity, with its product portfolio supporting hybrid work, distance learning, and telehealth[108](index=108&type=chunk)[109](index=109&type=chunk) - While not adversely affected to date, a prolonged public health crisis could materially impact the business, operating results, and financial condition[110](index=110&type=chunk) [Key Factors Affecting Our Performance](index=30&type=section&id=Key%20Factors%20Affecting%20Our%20Performance) Key performance factors include customer acquisition and expansion, product innovation, technology leadership, and strategic investments in growth - Performance is driven by attracting new customers through effective pricing, marketing, and channel partners, and expanding within the existing customer base via product enhancements and cross-selling[112](index=112&type=chunk)[113](index=113&type=chunk) - Sustaining product innovation and technology leadership, including new products like Jamf Connect and Jamf Protect and acquisitions like Wandera, is crucial for competitive advantage[114](index=114&type=chunk) - Continued investment in sales, marketing, and R&D, along with international expansion and enhancing partner networks, are key growth strategies[115](index=115&type=chunk)[116](index=116&type=chunk)[117](index=117&type=chunk)[118](index=118&type=chunk) [Key Business Metrics](index=31&type=section&id=Key%20Business%20Metrics) This section highlights key business metrics including the number of devices on the software platform, Annual Recurring Revenue (ARR), and Dollar-Based Net Retention Rate - Number of Devices on the software platform grew **25%** year-over-year to **27.3 million** as of March 31, 2022, reflecting growth across industries, products, and geographies, and the Wandera acquisition[122](index=122&type=chunk) - Annual Recurring Revenue (ARR) increased **42%** year-over-year to **$436.5 million** as of March 31, 2022, driven by device expansion, new customer acquisition, upselling, cross-selling, and the Wandera acquisition[125](index=125&type=chunk) - Dollar-Based Net Retention Rate was **120%** for the trailing twelve months ended March 31, 2022, up from **117%** in the prior year, primarily due to device expansion and cross-selling Jamf Connect and Jamf Protect (excluding Wandera)[128](index=128&type=chunk) [Components of Results of Operations](index=32&type=section&id=Components%20of%20Results%20of%20Operations) This section outlines the primary revenue sources, expected revenue growth, changes in revenue recognition, and anticipated increases in operating expenses - Revenue is primarily derived from SaaS subscriptions and support and maintenance contracts, with subscription revenue expected to increase as the customer base expands[130](index=130&type=chunk)[131](index=131&type=chunk) - A change in revenue recognition for Jamf Connect, starting Q3 2021, shifted from upfront on-premise subscription revenue to ratable recognition over the subscription term[131](index=131&type=chunk) - Operating expenses (Sales and Marketing, Research and Development, General and Administrative) are expected to increase in absolute dollars due to expansion of personnel, marketing efforts, and technology infrastructure[137](index=137&type=chunk)[138](index=138&type=chunk)[139](index=139&type=chunk) [Results of Operations](index=35&type=section&id=Results%20of%20Operations) This section provides a detailed comparison of revenue, gross margin, and operating expenses for the three months ended March 31, 2022, and 2021 Revenue Comparison (in thousands) | Revenue Type | Q1 2022 | Q1 2021 | Change ($) | Change (%) | | :--------------------------------- | :------ | :------ | :--------- | :--------- | | SaaS subscription and support and maintenance | $96,350 | $66,776 | $29,574 | 44% | | On-premise subscription | $5,851 | $7,706 | $(1,855) | (24)% | | **Subscription revenue** | **$102,201** | **$74,482** | **$27,719** | **37%** | | Professional services | $3,944 | $4,003 | $(59) | (1)% | | Perpetual licenses | $2,113 | $2,242 | $(129) | (6)% | | **Non-subscription revenue** | **$6,057** | **$6,245** | **$(188)** | **(3)%** | | **Total revenue** | **$108,258** | **$80,727** | **$27,531** | **34%** | - Total revenue increased by **34%** year-over-year, primarily driven by a **37%** increase in subscription revenue due to device expansion, new customers, cross-selling, and the Wandera acquisition[150](index=150&type=chunk) - Gross margin declined from **79%** in Q1 2021 to **74%** in Q1 2022, due to a **64%** increase in total cost of revenue (driven by hosting fees, employee compensation, and amortization from Wandera) and the change in Jamf Connect revenue recognition[151](index=151&type=chunk)[152](index=152&type=chunk) Operating Expenses Comparison (in thousands) | Operating Expense | Q1 2022 | Q1 2021 | Change ($) | Change (%) | | :-------------------------- | :------ | :------ | :--------- | :--------- | | Sales and marketing | $46,325 | $30,167 | $16,158 | 54% | | Research and development | $24,802 | $15,626 | $9,176 | 59% | | General and administrative | $25,612 | $16,244 | $9,368 | 58% | | Amortization expense | $7,029 | $5,627 | $1,402 | 25% | | **Total Operating Expenses** | **$103,768** | **$67,664** | **$36,104** | **53%** | - Operating expenses significantly increased across all categories (Sales & Marketing **+54%**, R&D **+59%**, G&A **+58%**) primarily due to higher headcount, increased stock-based compensation, and costs related to the Wandera acquisition[153](index=153&type=chunk)[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk) [Non-GAAP Financial Measures](index=40&type=section&id=Non-GAAP%20Financial%20Measures) This section presents non-GAAP financial measures, including gross profit, operating income, net income, and Adjusted EBITDA, and notes a change in the calculation method for non-GAAP income taxes Non-GAAP Financial Measures (in thousands) | Metric | Q1 2022 | Q1 2021 | | :-------------------------- | :------ | :------ | | Non-GAAP Gross Profit | $87,546 | $66,649 | | Non-GAAP Gross Profit Margin | 81% | 83% | | Non-GAAP Operating Income | $5,845 | $7,848 | | Non-GAAP Operating Income Margin | 5% | 10% | | Non-GAAP Net Income (New Method) | $4,305 | $5,923 | | Adjusted EBITDA | $7,491 | $9,228 | - The Company changed its method of calculating non-GAAP provision for income taxes in Q1 2022, now using a blended U.S. statutory rate of **24%** for current and deferred income tax expense[181](index=181&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's principal liquidity sources, deferred revenue, debt financing activities, and cash flow from operating, investing, and financing activities - As of March 31, 2022, principal liquidity sources were **$164.6 million** in cash and cash equivalents and the available 2020 Revolving Credit Facility[188](index=188&type=chunk) - Deferred revenue totaled **$292.5 million** as of March 31, 2022, with **$234.4 million** expected to be recognized within 12 months[189](index=189&type=chunk) - Net proceeds of approximately **$361.4 million** from the 2026 Notes offering were used to repay the **$250.0 million** 2021 Term Loan Facility and fund **$36.0 million** in capped call transactions[191](index=191&type=chunk) - Net cash used in operating activities was **$3.0 million** in Q1 2022, a shift from **$4.0 million** provided in Q1 2021, primarily due to net loss, changes in operating assets and liabilities, and increased capitalized deferred contract costs[194](index=194&type=chunk)[196](index=196&type=chunk) - Net cash used in investing activities was **$6.0 million** in Q1 2022, driven by **$4.0 million** for acquisitions and **$2.0 million** for equipment purchases[199](index=199&type=chunk) - Net cash used in financing activities was **$3.4 million** in Q1 2022, primarily due to **$4.6 million** paid for Digita contingent consideration, partially offset by **$1.2 million** from stock option exercises[201](index=201&type=chunk) [Indemnification Agreements](index=46&type=section&id=Indemnification%20Agreements) This section notes the company's indemnification agreements with various parties and confirms no material demands have been made - The Company enters into indemnification agreements with customers, partners, vendors, and officers, but no material demands for indemnification have been made[203](index=203&type=chunk) [Critical Accounting Estimates](index=46&type=section&id=Critical%20Accounting%20Estimates) This section states that there have been no material changes to the critical accounting estimates previously disclosed in the Annual Report on Form 10-K - There have been no material changes to the critical accounting estimates disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021[206](index=206&type=chunk) [Recent Accounting Pronouncements](index=46&type=section&id=Recent%20Accounting%20Pronouncements) This section refers to Note 2 for details on recently adopted accounting pronouncements and recently issued accounting standards not yet adopted - Refer to Note 2 for a description of recently adopted accounting pronouncements and recently issued accounting standards not yet adopted[208](index=208&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section reports no material changes to market risk disclosures during Q1 2022, referring to the Annual Report on Form 10-K for details - No material changes to quantitative and qualitative disclosures about market risk occurred during the three months ended March 31, 2022[209](index=209&type=chunk) [Item 4. Controls and Procedures](index=44&type=section&id=Item%204.%20Controls%20and%20Procedures) This section addresses the effectiveness of disclosure controls and internal control, noting a material weakness in commission capitalization but affirming fair financial statement presentation [Evaluation of Disclosure Controls and Procedures](index=44&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective due to a material weakness, yet the financial statements are deemed to present fairly in conformity with GAAP - Management concluded that disclosure controls and procedures were not effective as of March 31, 2022, due to a material weakness[210](index=210&type=chunk) - Despite the material weakness, the unaudited condensed consolidated financial statements are deemed to present fairly the financial position, results of operations, and cash flows in conformity with GAAP[210](index=210&type=chunk) [Material Weakness in Internal Control over Financial Reporting](index=44&type=section&id=Material%20Weakness%20in%20Internal%20Control%20over%20Financial%20Reporting) A material weakness was identified in controls over the commissions process, leading to incorrect capitalization and misstatements, with remediation efforts underway - A material weakness was identified in controls over the commissions process, leading to incorrect capitalization of certain commissions and misstatements in prior financial periods[212](index=212&type=chunk) - Remediation efforts, including hiring a third-party consultant and implementing process changes, began in 2022 with the intention of remediation later in the year[213](index=213&type=chunk) [Changes in Internal Control](index=44&type=section&id=Changes%20in%20Internal%20Control) This section reports that no material changes in internal control over financial reporting occurred during the quarter ended March 31, 2022 - No material changes in internal control over financial reporting occurred during the quarter ended March 31, 2022[214](index=214&type=chunk) [Inherent Limitations on Effectiveness of Controls](index=44&type=section&id=Inherent%20Limitations%20on%20Effectiveness%20of%20Controls) Control systems provide only reasonable assurance, acknowledging that misstatements due to error or fraud may occur and not be detected due to inherent limitations - Control systems provide only reasonable, not absolute, assurance that objectives are met, and misstatements due to error or fraud may occur and not be detected due to inherent limitations[215](index=215&type=chunk)[216](index=216&type=chunk) [PART II. OTHER INFORMATION](index=46&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=46&type=section&id=Item%201.%20Legal%20Proceedings) This section incorporates legal proceedings information from Note 7, confirming no material liabilities for contingencies - Information on legal proceedings is incorporated by reference from Note 7, which states no material liabilities for contingencies[218](index=218&type=chunk) [Item 1A. Risk Factors](index=46&type=section&id=Item%201A.%20Risk%20Factors) This section states that there have been no material changes to the risk factors previously disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021 - No material changes to the risk factors disclosed in the Annual Report on Form 10-K for the year ended December 31, 2021[219](index=219&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=46&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports that there were no unregistered sales of equity securities and use of proceeds during the period - No unregistered sales of equity securities and use of proceeds[220](index=220&type=chunk) [Item 3. Defaults Upon Senior Securities](index=46&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section reports that there were no defaults upon senior securities during the period - No defaults upon senior securities[220](index=220&type=chunk) [Item 4. Mine Safety Disclosures](index=46&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section states that mine safety disclosures are not applicable to the company - Mine safety disclosures are not applicable[220](index=220&type=chunk) [Item 5. Other Information](index=46&type=section&id=Item%205.%20Other%20Information) This section reports that there is no other information to disclose - No other information to disclose[221](index=221&type=chunk) [Item 6. Exhibits](index=47&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed or furnished as part of the report, including corporate documents, certifications from the Chief Executive Officer and Chief Financial Officer, and Inline XBRL documents - Exhibits include the Second Amended and Restated Certificate of Incorporation, Amended and Restated Bylaws, certifications of the CEO and CFO (Exhibits 31.1, 31.2, 32.1, 32.2), and Inline XBRL documents[223](index=223&type=chunk) [Signatures](index=48&type=section&id=Signatures) This section contains the required signatures, confirming the due authorization and filing of the report - The report was signed on May 10, 2022, by Ian Goodkind, Chief Accounting Officer of Jamf Holding Corp[228](index=228&type=chunk)