
PART I. FINANCIAL INFORMATION Item 1. Financial Statements (unaudited) Rubrik's revenue grew 37% to $392.3 million, but net loss significantly widened to $(909.0) million due to $735.3 million in post-IPO stock-based compensation Condensed Consolidated Balance Sheets Total assets increased to $1.22 billion post-IPO, while total liabilities grew to $1.72 billion, and stockholders' deficit narrowed to $(499.3) million Condensed Consolidated Balance Sheet Highlights (in thousands) | Balance Sheet Item | July 31, 2024 | January 31, 2024 | | :--- | :--- | :--- | | Total Current Assets | $888,990 | $548,713 | | Cash and cash equivalents | $142,349 | $130,031 | | Short-term investments | $458,992 | $149,220 | | Total Assets | $1,218,204 | $873,610 | | Total Current Liabilities | $776,715 | $656,281 | | Deferred revenue (Current) | $626,131 | $526,480 | | Total Liabilities | $1,717,498 | $1,578,154 | | Total Stockholders' Deficit | $(499,294) | $(1,419,257) | Condensed Consolidated Statements of Operations Revenue grew 37% to $392.3 million, but net loss expanded to $(909.0) million due to massive operating expense increases, especially post-IPO stock-based compensation Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended July 31, 2024 | Three Months Ended July 31, 2023 | Six Months Ended July 31, 2024 | Six Months Ended July 31, 2023 | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | $204,951 | $151,535 | $392,266 | $287,275 | | Subscription Revenue | $191,315 | $127,456 | $363,510 | $235,854 | | Gross Profit | $149,783 | $116,145 | $241,119 | $215,994 | | Loss from Operations | $(168,293) | $(73,520) | $(893,130) | $(158,116) | | Net Loss | $(176,930) | $(81,121) | $(909,021) | $(170,394) | | Net Loss Per Share | $(0.98) | $(1.35) | $(7.42) | $(2.83) | Condensed Consolidated Statements of Cash Flows Net cash used in operating activities was $(58.5) million, with $384.4 million provided by financing activities, primarily from $815.2 million IPO proceeds Cash Flow Summary (in thousands) | Cash Flow Activity | Six Months Ended July 31, 2024 | Six Months Ended July 31, 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | $(58,464) | $(24,205) | | Net cash used in investing activities | $(315,461) | $(22,218) | | Net cash provided by financing activities | $384,374 | $726 | - The significant cash inflow from financing activities was due to IPO proceeds of $815.2 million, which was partially offset by $430.3 million used for taxes related to the net share settlement of equity awards21204 Notes to Condensed Consolidated Financial Statements Notes detail the April 2024 IPO, $1.51 billion in remaining performance obligations, and a dramatic $735.3 million increase in stock-based compensation - In April 2024, the company completed its IPO, issuing 23.5 million shares of Class A common stock and receiving net proceeds of approximately $700.0 million23 - As of July 31, 2024, total remaining non-cancellable performance obligations were approximately $1.51 billion, with 48% expected to be recognized as revenue over the next 12 months50 - Total stock-based compensation expense for the six months ended July 31, 2024, was $735.3 million, a dramatic increase from $1.6 million in the same period of 2023, primarily due to the IPO107 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the subscription model transition, with Subscription ARR at $919.1 million and Cloud ARR at $677.9 million, and $601.3 million in liquidity post-IPO Overview Rubrik's mission is to secure data via its Zero Trust Data Security platform, Rubrik Security Cloud (RSC), transitioning from perpetual licenses to a subscription model - The company's core offering is the Rubrik Security Cloud (RSC), a Zero Trust Data Security platform designed to secure data across enterprise, cloud, and SaaS applications117 - Rubrik has evolved its business model from perpetual licenses to a subscription model, with RSC, launched in fiscal 2023, now representing a majority of total revenue118119120 Key Business Metrics Subscription ARR grew 40% to $919.1 million, Cloud ARR grew 80% to $677.9 million, and dollar-based net retention remained over 120% Key Business Metrics as of July 31 | Metric | 2024 | 2023 | YoY Growth | | :--- | :--- | :--- | :--- | | Subscription ARR | $919.1M | $655.0M | 40% | | Cloud ARR | $677.9M | $376.8M | 80% | | Customers with >$100k Subscription ARR | 1,969 | 1,463 | 35% | - The average subscription dollar-based net retention rate was over 120% as of July 31, 2024, indicating strong expansion within the existing customer base133 Results of Operations Total revenue increased 35% to $205.0 million, but operating expenses surged 68% due to $103.8 million in post-IPO stock-based compensation, leading to a doubled operating loss - Subscription revenue for Q2 FY25 grew 50% YoY to $191.3 million, driven by a 40% increase in Subscription ARR172173 - Total cost of revenue increased 56% YoY for the quarter, and total operating expenses increased 68% YoY. The primary driver for these increases was stock-based compensation expense recognized after the IPO176182 Stock-Based Compensation Expense (in thousands) | Period | Q2 FY25 | Q2 FY24 | YTD FY25 | YTD FY24 | | :--- | :--- | :--- | :--- | :--- | | Total SBC Expense | $105,018 | $1,204 | $735,348 | $1,632 | Liquidity and Capital Resources Post-IPO, the company has $601.3 million in cash and investments, with $815.2 million net proceeds from the offering, deemed sufficient for future operations - The company completed its IPO in April 2024 and exercised an over-allotment option in May 2024, resulting in total net proceeds of approximately $815.2 million193204 - As of July 31, 2024, the company had cash, cash equivalents, and short-term investments totaling $601.3 million194 - The company has an Amended Credit Facility from August 2023 with a total borrowing capacity of $330.0 million, maturing in August 2028192 Item 3. Quantitative and Qualitative Disclosures About Market Risk The company faces interest rate and currency risks, but a 10% change in interest rates is not expected to be material, and currency exposure is unhedged - The company's investments are exposed to interest rate risk, but management believes a hypothetical 10% change in rates would not materially affect the portfolio's fair value212 - All sales contracts are denominated in U.S. dollars, but a portion of operating expenses are in foreign currencies, creating currency risk. The company does not currently hedge this exposure213 Item 4. Controls and Procedures Management concluded disclosure controls and procedures were effective as of July 31, 2024, with no material changes to internal control over financial reporting - Management concluded that as of the end of the period, the company's disclosure controls and procedures were effective at the reasonable assurance level214 - There were no changes in internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls215 PART II. OTHER INFORMATION Item 1. Legal Proceedings The company is not currently involved in any litigation expected to have a material adverse effect on its business, financial condition, or results of operations - The company is not presently a party to any litigation that is expected to have a material adverse effect on its business or financials217 Item 1A. Risk Factors Key risks include a history of operating losses, intense competition, reliance on third-party cloud providers, and an ongoing DOJ investigation related to government contracts - The company has a history of operating losses, with an accumulated deficit of $(2.6) billion as of July 31, 2024, and may not achieve or sustain profitability in the future229 - In October 2023, the company received a grand jury subpoena from the DOJ regarding potential violations of federal law in connection with government contracts involving a former employee. The investigation is ongoing316 - The dual-class stock structure concentrates approximately 97% of voting power with holders of Class B common stock, limiting the influence of Class A stockholders on corporate matters373 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds No unregistered sales occurred; $815.2 million in net IPO proceeds were received, with planned use unchanged from the prospectus - The company completed its IPO on April 29, 2024, and the underwriters exercised their purchase option in May 2024, resulting in total net proceeds of approximately $815.2 million398 Item 5. Other Information Several directors and officers adopted Rule 10b5-1 trading plans during the quarter for selling Class A common stock - During the quarter ended July 31, 2024, Chief Revenue Officer Brian McCarthy, board member Yvonne Wassenaar, and Chief Financial Officer Kiran Choudary each adopted Rule 10b5-1 trading plans400401402