[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) [Unaudited Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Unaudited%20Consolidated%20Financial%20Statements) Unaudited Q2 2019 financials show **24.3% revenue growth**, a reduced net loss, and positive operating cash flow, with assets reaching **$280.0 million** [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets increased to **$280.0 million** by June 30, 2019, driven by higher cash and ASC 842 adoption, while stockholders' equity turned positive to **$9.6 million** Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2019 (unaudited) | Dec 31, 2018 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $94,713 | $77,584 | | Total current assets | $205,353 | $177,231 | | Operating lease right-of-use assets | $16,510 | $— | | **Total assets** | **$279,982** | **$231,111** | | **Liabilities & Stockholders' Equity** | | | | Deferred revenue (Current) | $156,234 | $148,545 | | Total current liabilities | $204,434 | $191,581 | | Operating lease liabilities, non-current | $20,038 | $— | | **Total liabilities** | **$270,355** | **$240,851** | | **Total stockholders' equity (deficit)** | **$9,627** | **$(9,740)** | - The adoption of the new lease standard (ASC 842) on January 1, 2019, resulted in the recognition of **$15.7 million** in operating right-of-use assets and corresponding lease liabilities[51](index=51&type=chunk) [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q2 2019 total revenue grew **24.3%** to **$73.5 million**, with net loss significantly improving to **$8.3 million** due to reduced operating expenses Consolidated Statement of Operations Highlights (in thousands, except per share data) | Metric | Q2 2019 | Q2 2018 | YTD 2019 | YTD 2018 | | :--- | :--- | :--- | :--- | :--- | | Subscription and support revenue | $60,472 | $48,837 | $116,595 | $95,307 | | Professional services revenue | $13,012 | $10,293 | $26,852 | $23,729 | | **Total revenue** | **$73,484** | **$59,130** | **$143,447** | **$119,036** | | Gross profit | $52,807 | $42,834 | $103,234 | $86,229 | | Total operating expenses | $61,234 | $64,624 | $118,993 | $117,525 | | Loss from operations | $(8,427) | $(21,790) | $(15,759) | $(31,296) | | **Net loss** | **$(8,322)** | **$(21,768)** | **$(15,785)** | **$(31,386)** | | Net loss per share (basic & diluted) | $(0.18) | $(0.50) | $(0.35) | $(0.73) | [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations turned positive at **$23.9 million** for H1 2019, a significant improvement driven by lower net loss and working capital changes Consolidated Statement of Cash Flows Highlights (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2019 | Six Months Ended June 30, 2018 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $23,882 | $(763) | | Net cash used in investing activities | $(24,685) | $(7,230) | | Net cash provided by financing activities | $17,717 | $5,332 | | **Net increase (decrease) in cash** | **$17,129** | **$(2,838)** | [Notes to Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail ASC 842 adoption, revenue disaggregation, **$197.7 million** in remaining performance obligations, and **$16.7 million** in stock-based compensation - The company adopted the new lease standard, ASC 842, on January 1, 2019, using the modified retrospective approach, which resulted in recognizing right-of-use assets and lease liabilities without restating prior periods[49](index=49&type=chunk) - As of June 30, 2019, the company had **$197.7 million** in remaining performance obligations for subscription contracts, with **$160.8 million** expected to be recognized as revenue over the next 12 months[83](index=83&type=chunk) - Total stock-based compensation expense was **$8.5 million** for Q2 2019 and **$16.7 million** for the six months ended June 30, 2019[70](index=70&type=chunk) Revenue by Type (in thousands) | Revenue Type | Q2 2019 | Q2 2018 | | :--- | :--- | :--- | | Subscription and support | $60,472 | $48,837 | | XBRL professional services | $9,522 | $6,916 | | Other services | $3,490 | $3,377 | | **Total revenues** | **$73,484** | **$59,130** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes **24.3% revenue growth** to a new licensing model and increased investments, anticipating higher operating losses in H2 2019 - The company is transitioning customers from a seat-based to a solution-based licensing model, which typically has a higher contract value and offers unlimited seats per solution[91](index=91&type=chunk) - A substantial majority of subscription revenue is expected to be on this model by year-end 2019[92](index=92&type=chunk) - Management is accelerating investments in talent and technology, particularly for expansion in EMEA, integrated risk, statutory reporting, and Wdata, to maintain long-term revenue growth[97](index=97&type=chunk)[104](index=104&type=chunk) - These investments are expected to increase operating losses through the second half of 2019[104](index=104&type=chunk) Key Performance Indicators (as of June 30) | Operating Metric | 2019 | 2018 | | :--- | :--- | :--- | | Number of customers | 3,421 | 3,222 | | Subscription and support revenue retention rate | 95.4% | 95.6% | | Subscription and support revenue retention rate including add-ons | 114.5% | 106.9% | | Number of customers with ACV $100k+ | 558 | 366 | | Number of customers with ACV $150k+ | 238 | 161 | [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Q2 2019 revenue grew **24.3%** driven by subscription and professional services, while a **48.2% decrease** in G&A expenses improved operating loss - Q2 2019 subscription and support revenue growth was driven by strong demand and the ongoing conversion of customer accounts to a solution-based licensing model[125](index=125&type=chunk) - Sales and marketing expenses increased by **$6.0 million** in Q2 2019 compared to Q2 2018, driven by a **16.8% increase** in headcount and higher costs for marketing programs related to partnership and international expansion[132](index=132&type=chunk) - General and administrative expenses decreased by **$10.4 million** in Q2 2019 compared to Q2 2018[134](index=134&type=chunk) - The prior-year period included significant cash and equity-based compensation pursuant to a separation agreement with the former CEO[135](index=135&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) The company held **$137.6 million** in liquid assets, with Q2 2019 operations providing **$18.8 million** in cash, supported by a **$15.0 million** credit facility - Cash provided by operating activities was **$18.8 million** for Q2 2019, compared to cash used of **$2.5 million** in Q2 2018[139](index=139&type=chunk) - The improvement is attributed to a lower net loss and favorable working capital changes[143](index=143&type=chunk) - The company believes current cash, cash flows from operations, and availability under its credit facility will be sufficient to fund operations for at least the next twelve months[139](index=139&type=chunk) - In June 2019, the company entered into non-cancelable agreements for cloud services, committing to purchase **$0.9 million** in 2019, **$1.7 million** in 2020, **$1.7 million** in 2021, and **$0.9 million** in 2022[156](index=156&type=chunk) [Quantitative and Qualitative Disclosure About Market Risk](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) Market risk exposures remain materially unchanged since December 31, 2018, as previously disclosed in the Annual Report - There have been no material changes in the company's market risk exposures since December 31, 2018[160](index=160&type=chunk) [Controls and Procedures](index=40&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of June 30, 2019, with no material changes to internal controls - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[163](index=163&type=chunk) - No material changes were identified in the company's internal control over financial reporting during the most recently completed fiscal quarter[164](index=164&type=chunk) [Part II. Other Information](index=41&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=41&type=section&id=Item%201.%20Legal%20Proceedings) No current legal proceedings are expected to materially adversely affect the company's business or financial condition - The company is not presently a party to any legal proceedings that management believes would have a material adverse effect on the business[166](index=166&type=chunk) [Risk Factors](index=41&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors, except for a new risk concerning potential adverse effects from changes in U.S. GAAP, specifically ASC 842 - A new risk factor has been added concerning the potential adverse effects of changes in accounting principles, such as the recently adopted lease standard ASC 842[167](index=167&type=chunk)[168](index=168&type=chunk)[169](index=169&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales of equity securities occurred, and the planned use of IPO proceeds remains materially unchanged - There has been no material change in the planned use of proceeds from the company's initial public offering[172](index=172&type=chunk) [Exhibits](index=42&type=section&id=Item%206.%20Exhibits) Exhibits include CEO and CFO certifications and financial statements formatted in Inline XBRL - The exhibits filed include CEO and CFO certifications and financial data in Inline XBRL format[173](index=173&type=chunk)

Financial Data and Key Metrics Changes - Billings increased by 25% from Q1 2018 to Q1 2019, but declined 19% sequentially from Q4 2018 to Q1 2019 [18] - Total revenue for Q1 2019 was nearly $70 million, representing a 16.8% increase from Q1 2018 [21] - Operating profit was recorded for the first time in Q1 2019, with an operating margin improvement of 720 basis points [19][31] - Gross profit was $51.2 million in Q1 2019, up 17.1% from the same quarter a year ago, with a consolidated gross margin of 73.2% [28] Business Line Data and Key Metrics Changes - Subscription and support revenue was $56.1 million, up 20.8% from Q1 2018, driven by deeper penetration of existing customers [22] - Professional services revenue was $13.8 million, an increase of 3% from Q1 2018, with growth in XBRL professional services [23] - Subscription and support revenue retention rate was 95.7%, unchanged from the same period last year, while the retention rate with add-ons improved to 110.7% [26][27] Market Data and Key Metrics Changes - The company finished Q1 with 3,366 customers, a net increase of 247 customers from Q1 2018 [24] - The number of contracts valued at over $100,000 a year totaled 493, up 47% from Q1 2018 [27] - For annual contract value of $150,000 plus, there were 207 customers, up 37% from Q1 2018 [27] Company Strategy and Development Direction - The company is focusing on building more APIs and connectors to improve integrations with ERPs and other third-party systems [11][12] - There is an aggressive expansion in Europe, with new offices in Frankfurt and Paris to better support customers [13] - The company aims to deepen its penetration of existing customers while also pursuing new customer acquisitions [9][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the demand for Wdesk, particularly in Europe, and noted that customers are seeking efficient reporting solutions [14][15] - The company plans to accelerate hiring to capitalize on revenue growth opportunities, expecting operating expenses to rise as a percentage of revenue [20][34] - Positive operating cash flow is anticipated for Q2 and the full year 2019, with a focus on improving operating cash flow significantly compared to 2018 [21][33] Other Important Information - The company raised its full-year 2019 revenue guidance to a range of $284 million to $286 million [34] - Non-GAAP operating loss guidance for the full year remains unchanged at $15 million to $17 million [34] Q&A Session Summary Question: Subscription growth rate and future expectations - Management indicated that they expect subscription growth to remain strong and are making investments to support this growth [38] Question: Impact of solution-based pricing on customer migration - Less than half of customers are on solution-based licensing, with significant add-on sales contributing to growth [40] Question: European XBRL mandate and customer inquiries - There is increasing interest from larger customers in Europe regarding the upcoming XBRL mandate, leading to inquiries about solutions [47] Question: Renewal values and sustainability - The new quarterly measurement of retention rates is expected to reduce variability, with a current retention rate of 110% [48] Question: New logo growth and sales strategy - The company anticipates a consistent pace of new logo additions, maintaining a balance between new logos and upselling to existing customers [66][67]

[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) This section presents Workiva Inc.'s unaudited condensed consolidated financial statements and management's discussion and analysis for the quarter ended March 31, 2019 [Item 1. Unaudited Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Unaudited%20Consolidated%20Financial%20Statements) This section presents Workiva Inc.'s unaudited condensed consolidated financial statements for Q1 2019, detailing financial position, performance, and cash flows, including the impact of ASC 842 adoption [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of March 31, 2019, reflects increased total assets and liabilities, with stockholders' equity turning positive, largely due to ASC 842 adoption Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2019 (unaudited) | December 31, 2018 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $78,736 | $77,584 | | Total current assets | $183,515 | $177,231 | | Operating lease right-of-use assets | $17,057 | $— | | **Total assets** | **$256,281** | **$231,111** | | **Liabilities & Equity** | | | | Deferred revenue (Current) | $149,943 | $148,545 | | Total current liabilities | $187,794 | $191,581 | | Operating lease liabilities, non-current | $20,846 | $— | | **Total liabilities** | **$252,425** | **$240,851** | | **Total stockholders' equity (deficit)** | **$3,856** | **($9,740)** | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For Q1 2019, total revenue increased significantly, driven by subscription growth, leading to a narrowed loss from operations and reduced net loss compared to the prior year Q1 2019 vs Q1 2018 Statement of Operations (in thousands, except per share data) | Metric | Three months ended March 31, 2019 | Three months ended March 31, 2018 | | :--- | :--- | :--- | | Subscription and support revenue | $56,123 | $46,470 | | Professional services revenue | $13,840 | $13,436 | | **Total revenue** | **$69,963** | **$59,906** | | Gross profit | $50,427 | $43,395 | | Loss from operations | ($7,332) | ($9,506) | | **Net loss** | **($7,463)** | **($9,618)** | | Net loss per share (basic and diluted) | ($0.17) | ($0.22) | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q1 2019 saw improved net cash from operating activities, primarily due to a smaller net loss and working capital changes, while investing activities used cash for marketable securities Cash Flow Summary for Three Months Ended March 31 (in thousands) | Cash Flow Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net cash provided by operating activities | $5,119 | $1,783 | | Net cash (used in) provided by investing activities | ($16,592) | $427 | | Net cash provided by financing activities | $12,520 | $2,805 | | **Net increase in cash and cash equivalents** | **$1,152** | **$4,923** | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes detail accounting policies, including the ASC 842 lease standard adoption, and provide insights into marketable securities, stock-based compensation, and future revenue from performance obligations - Effective January 1, 2019, the company adopted the new lease accounting standard ASC 842, resulting in the recognition of **$15.7 million** in operating right-of-use assets and corresponding lease liabilities on the balance sheet[45](index=45&type=chunk)[47](index=47&type=chunk) - Total stock-based compensation expense for Q1 2019 was **$8.2 million**, an increase from **$5.9 million** in Q1 2018[63](index=63&type=chunk) - As of March 31, 2019, approximately **$180.7 million** of revenue is expected to be recognized from remaining performance obligations, with **$151.3 million** expected within the next 12 months[76](index=76&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Workiva's Q1 2019 performance, highlighting strong revenue growth driven by subscription services, customer base expansion, improved operating leverage, and robust liquidity [Overview](index=23&type=section&id=Overview) Workiva offers a cloud-based platform, Wdesk, serving a large customer base, and is transitioning its SaaS model to a solution-based licensing approach - As of March 31, 2019, Workiva served **3,366 organizations**, including more than **75% of Fortune 500® companies**, with its Wdesk platform[80](index=80&type=chunk) - The company is transitioning from a user-based pricing model to a solution-based licensing model, expecting a substantial majority of subscription revenue to be on this new model by **mid-2020**[83](index=83&type=chunk) [Key Performance Indicators](index=25&type=section&id=Key%20Performance%20Indicators) Key performance indicators demonstrate strong customer growth and retention, with significant increases in customers with higher annual contract values and improved retention rates including add-ons Key Performance Indicators as of March 31 | Metric | 2019 | 2018 | | :--- | :--- | :--- | | Number of customers | 3,366 | 3,119 | | Subscription and support revenue retention rate | 95.7% | 95.7% | | Subscription and support revenue retention rate including add-ons | 110.7% | 105.3% | | Number of customers with ACV $100k+ | 493 | 335 | | Number of customers with ACV $150k+ | 207 | 151 | [Results of Operations](index=28&type=section&id=Results%20of%20Operations) Q1 2019 results show robust total revenue growth driven by subscription services, alongside controlled operating expense increases and a reduced loss from operations Revenue Comparison (in thousands) | Revenue Type | Q1 2019 | Q1 2018 | % Change | | :--- | :--- | :--- | :--- | | Subscription and support | $56,123 | $46,470 | 20.8% | | Professional services | $13,840 | $13,436 | 3.0% | | **Total revenue** | **$69,963** | **$59,906** | **16.8%** | Operating Expense Comparison (in thousands) | Expense Category | Q1 2019 | Q1 2018 | % Change | | :--- | :--- | :--- | :--- | | Research and development | $22,011 | $20,127 | 9.4% | | Sales and marketing | $25,365 | $21,006 | 20.8% | | General and administrative | $10,383 | $11,768 | (11.8)% | | **Total operating expenses** | **$57,759** | **$52,901** | **9.2%** | - The decrease in General and Administrative expenses was primarily due to a **$1.0 million** reduction in cash-based compensation, benefits, and travel costs, largely related to executive compensation[121](index=121&type=chunk) [Liquidity and Capital Resources](index=32&type=section&id=Liquidity%20and%20Capital%20Resources) As of March 31, 2019, Workiva maintains strong liquidity with substantial cash and marketable securities, supported by improved operating cash flow and available credit facilities - As of March 31, 2019, the company's cash, cash equivalents, and marketable securities totaled **$114.4 million**[124](index=124&type=chunk) - The company has a **$15.0 million** credit facility with Silicon Valley Bank, maturing in August 2020, and a universal shelf registration statement to offer and sell up to **$250.0 million** in securities[125](index=125&type=chunk)[127](index=127&type=chunk) [Item 3. Quantitative and Qualitative Disclosure About Market Risk](index=35&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) The company states that its exposures to market risk have not materially changed since the disclosures made in its Annual Report on Form 10-K for the year ended December 31, 2018 - There have been no material changes in the company's market risk exposures since December 31, 2018[139](index=139&type=chunk) [Item 4. Controls and Procedures](index=35&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2019, with enhancements made to comply with the new ASC 842 lease accounting guidance - The principal executive and financial officers concluded that disclosure controls and procedures were effective as of the end of the period[142](index=142&type=chunk) - During Q1 2019, the company enhanced internal controls and procedures to comply with the new leasing guidance under ASC 842[143](index=143&type=chunk) [Part II. Other Information](index=36&type=section&id=Part%20II.%20Other%20Information) This section covers other information including legal proceedings, risk factors, equity sales, and required exhibits [Item 1. Legal Proceedings](index=36&type=section&id=Item%201.%20Legal%20Proceedings) The company reports that it is not currently a party to any legal proceedings that would have a material adverse effect on its business, financial condition, or operating results - Workiva is not presently a party to any legal proceedings that management believes would have a material adverse effect on the company[146](index=146&type=chunk) [Item 1A. Risk Factors](index=36&type=section&id=Item%201A.%20Risk%20Factors) This section notes no material changes to risk factors from the 2018 Form 10-K, except for a new risk related to the adoption of the ASC 842 lease accounting standard - A new risk factor has been added concerning the potential adverse effects of changes in U.S. GAAP, specifically highlighting the adoption of the new lease accounting standard, ASC 842, effective January 1, 2019[148](index=148&type=chunk)[149](index=149&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=37&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reports no unregistered sales of securities or material changes in IPO proceeds use, detailing the acquisition of Class A Common Stock for employee tax obligations - During the three months ended March 31, 2019, the company acquired **9,898 shares** of its Class A Common Stock from employees to satisfy mandatory tax withholding requirements upon the vesting of stock-based compensation awards[154](index=154&type=chunk) [Item 6. Exhibits](index=38&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, which include certifications from the CEO and CFO as required by the Sarbanes-Oxley Act of 2002, as well as XBRL data files - Exhibits filed with the report include CEO and CFO certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act, and XBRL Interactive Data Files[156](index=156&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ___________________________________ FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For transition period from to Commission File Number 001-36773 ___________________________________ WORKIVA INC. (Exact name of registrant as specified in its ...