Cover
Cover - shares shares in Millions | 9 Months Ended | |
Oct. 31, 2022 | Nov. 25, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-40895 | |
Entity Registrant Name | GITLAB INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-1861035 | |
Title of 12(b) Security | Class A common stock, par value $0.0000025per share | |
Trading Symbol | GTLB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Address, Address Line One | 251 Little Falls Drive | |
Entity Address, City or Town | Wilmington | |
Entity Address, State or Province | DE | |
Entity Address, Postal Zip Code | 19808 | |
Entity Central Index Key | 0001653482 | |
Current Fiscal Year End Date | --01-31 | |
Current Fiscal Year Focus | 2023 | |
Current Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 91.2 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 58.5 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | [1] | $ 372,169 | $ 884,672 |
Short-term investments | [1] | 555,583 | 50,031 |
Accounts receivable, net of allowance for doubtful accounts of $950 and $1,098 as of October 31, 2022 and January 31, 2022, respectively | [1] | 97,580 | 77,233 |
Deferred contract acquisition costs, current | [1] | 23,599 | 24,363 |
Prepaid expenses and other current assets | [1] | 20,454 | 15,544 |
Total current assets | [1] | 1,069,385 | 1,051,843 |
Property and equipment, net | [1] | 5,560 | 3,271 |
Equity method investment | [1] | 13,624 | 0 |
Goodwill | [1] | 8,145 | 8,145 |
Intangible assets, net | [1] | 4,484 | 6,285 |
Deferred contract acquisition costs, non-current | [1] | 14,240 | 14,743 |
Other long-term assets | [1] | 4,803 | 7,151 |
TOTAL ASSETS | [1] | 1,120,241 | 1,091,438 |
CURRENT LIABILITIES: | |||
Accounts payable | [1] | 6,233 | 4,984 |
Accrued expenses and other current liabilities | [1] | 23,753 | 24,571 |
Accrued compensation and benefits | [1] | 16,716 | 32,820 |
Deferred revenue, current | [1] | 217,777 | 179,224 |
Total current liabilities | [1] | 264,479 | 241,599 |
Deferred revenue, non-current | [1] | 28,946 | 32,568 |
Other non-current liabilities | [1] | 12,125 | 18,002 |
TOTAL LIABILITIES | [1] | 305,550 | 292,169 |
Commitments and contingencies (Note 14) | [1] | ||
STOCKHOLDERS’ EQUITY: | |||
Preferred stock, $0.0000025 par value; 50,000 shares authorized as of October 31, 2022 and January 31, 2022; no shares issued and outstanding as of October 31, 2022 and January 31, 2022 | [1] | 0 | 0 |
Additional paid-in capital | [1] | 1,453,349 | 1,320,479 |
Accumulated deficit | [1] | (686,915) | (553,337) |
Accumulated other comprehensive income/(loss) | [1] | (2,874) | 7,724 |
Total GitLab stockholders’ equity | [1] | 763,560 | 774,866 |
Noncontrolling interests | [1] | 51,131 | 24,403 |
TOTAL STOCKHOLDERS’ EQUITY | [1] | 814,691 | 799,269 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | [1] | 1,120,241 | 1,091,438 |
Class A Common Stock | |||
STOCKHOLDERS’ EQUITY: | |||
Common stock, value, issued | [1] | 0 | 0 |
Class B Common Stock | |||
STOCKHOLDERS’ EQUITY: | |||
Common stock, value, issued | [1] | $ 0 | $ 0 |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | |
Allowance for doubtful accounts | $ 950 | $ 1,098 | |
STOCKHOLDERS’ EQUITY: | |||
Preferred stock, par value (in USD per share) | $ 0.0000025 | $ 0.0000025 | |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |
Preferred stock, shares issued (in shares) | 0 | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Assets of consolidated variable interest entity | [1] | $ 1,120,241 | $ 1,091,438 |
Liabilities | [1] | 305,550 | 292,169 |
Variable Interest Entity, Primary Beneficiary | |||
STOCKHOLDERS’ EQUITY: | |||
Assets of consolidated variable interest entity | 59,502 | 17,732 | |
Liabilities | $ 4,527 | $ 3,663 | |
Class A Common Stock | |||
STOCKHOLDERS’ EQUITY: | |||
Common stock, par value (in USD per share) | $ 0.0000025 | $ 0.0000025 | |
Common stock, shares authorized (in shares) | 1,500,000,000 | 1,500,000,000 | |
Common stock, shares issued (in shares) | 91,151,000 | 27,141,000 | |
Common stock, shares outstanding (in shares) | 91,151,000 | 27,141,000 | |
Class B Common Stock | |||
STOCKHOLDERS’ EQUITY: | |||
Common stock, par value (in USD per share) | $ 0.0000025 | $ 0.0000025 | |
Common stock, shares authorized (in shares) | 250,000,000 | 250,000,000 | |
Common stock, shares issued (in shares) | 58,503,000 | 119,747,000 | |
Common stock, shares outstanding (in shares) | 58,503,000 | 119,747,000 | |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Revenue | $ 112,981 | $ 66,800 | $ 301,429 | $ 174,857 |
Cost of revenue | 14,564 | 7,195 | 37,442 | 20,812 |
Gross profit | 98,417 | 59,605 | 263,987 | 154,045 |
Operating expenses: | ||||
Sales and marketing | 81,080 | 50,543 | 228,479 | 133,562 |
Research and development | 41,113 | 24,664 | 112,463 | 68,607 |
General and administrative | 33,186 | 16,939 | 88,182 | 40,276 |
Total operating expenses | 155,379 | 92,146 | 429,124 | 242,445 |
Loss from operations | (56,962) | (32,541) | (165,137) | (88,400) |
Interest income | 4,657 | 127 | 8,247 | 226 |
Other income (expense), net | 2,661 | (10,209) | 22,609 | (21,252) |
Loss before income taxes and loss from equity method investment | (49,644) | (42,623) | (134,281) | (109,426) |
Loss from equity method investment, net of tax | (756) | 0 | (1,775) | 0 |
Provision for (benefit from) income taxes | 65 | (875) | 2,519 | 1,370 |
Net loss | (50,465) | (41,748) | (138,575) | (110,796) |
Net loss attributable to noncontrolling interest | (2,010) | (521) | (4,997) | (1,443) |
Net loss attributable to GitLab | $ (48,455) | $ (41,227) | $ (133,578) | $ (109,353) |
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted | ||||
Basic (in USD per share) | $ (0.33) | $ (0.62) | $ (0.90) | $ (1.89) |
Diluted (in USD per share) | $ (0.33) | $ (0.62) | $ (0.90) | $ (1.89) |
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted | ||||
Basic (in shares) | 148,883,000 | 67,018,000 | 147,812,000 | 57,789,000 |
Diluted (in shares) | 148,883,000 | 67,018,000 | 147,812,000 | 57,789,000 |
Subscription—self-managed and SaaS | ||||
Revenue | $ 98,435 | $ 59,774 | $ 264,294 | $ 156,542 |
Cost of revenue | 11,113 | 5,608 | 29,717 | 16,366 |
License—self-managed and other | ||||
Revenue | 14,546 | 7,026 | 37,135 | 18,315 |
Cost of revenue | $ 3,451 | $ 1,587 | $ 7,725 | $ 4,446 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (50,465) | $ (41,748) | $ (138,575) | $ (110,796) |
Foreign currency translation adjustments | (5,740) | 9,768 | (9,532) | 19,157 |
Net change in unrealized gains or losses on available-for-sale securities | (4,521) | 0 | (7,044) | 0 |
Comprehensive loss including noncontrolling interest | (60,726) | (31,980) | (155,151) | (91,639) |
Net loss attributable to noncontrolling interest | (2,010) | (521) | (4,997) | (1,443) |
Foreign currency translation adjustments attributable to noncontrolling interest | (3,931) | 0 | (5,978) | 0 |
Comprehensive loss attributable to noncontrolling interest | (5,941) | (521) | (10,975) | (1,443) |
Comprehensive loss attributable to GitLab | $ (54,785) | $ (31,459) | $ (144,176) | $ (90,196) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock Class A Common Stock | Common Stock Class B Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Noncontrolling Interests | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity, beginning balance | $ (231,222) | $ 0 | $ 0 | $ 186,892 | $ (398,199) | $ (19,915) | $ 0 | |
Convertible Preferred Stock, beginning balance (in shares) at Jan. 31, 2021 | 79,551,000 | |||||||
Convertible Preferred Stock, beginning balance at Jan. 31, 2021 | $ 424,904 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Conversion of convertible preferred stock to Class B common stock upon initial public offering (in shares) | (79,551,000) | |||||||
Conversion of convertible preferred stock to Class B common stock upon initial public offering | $ (424,904) | |||||||
Convertible Preferred Stock, ending balance (in shares) at Oct. 31, 2021 | 0 | |||||||
Convertible Preferred Stock, ending balance at Oct. 31, 2021 | $ 0 | |||||||
Stockholders' Equity, beginning balance (in shares) at Jan. 31, 2021 | 1,151,000 | 52,468,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of stock (in shares) | 79,551,000 | |||||||
Conversion of stock | 424,904 | 424,904 | ||||||
Conversion of Class B common stock to Class A common stock by the selling stockholder (CEO) upon initial public offering (in shares) | 2,500,000 | (2,500,000) | ||||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs (in shares) | 8,940,000 | |||||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs | 649,845 | 649,845 | ||||||
Repurchase of common stock (in shares) | (13,000) | |||||||
Repurchase of common stock | (590) | (590) | ||||||
Issuance of common stock related to vested exercised stock options (in shares) | 1,881,000 | |||||||
Issuance of common stock related to vested exercised stock options | 8,992 | 8,992 | ||||||
Issuance of common stock related to early exercised stock options, net of repurchases (in shares) | 568,000 | |||||||
Vesting of early exercised stock options | 5,425 | 5,425 | ||||||
Stock-based compensation expense | 17,242 | 17,242 | ||||||
Other comprehensive (loss) income | 19,157 | 19,157 | ||||||
Change in noncontrolling interest ownership due to capital contributions from noncontrolling interest holders, net of issuance costs | 26,450 | 26,450 | ||||||
Net loss | (110,796) | (109,353) | (1,443) | |||||
Stockholders' Equity, ending balance (in shares) at Oct. 31, 2021 | 12,591,000 | 131,955,000 | ||||||
Stockholders' Equity, ending balance at Oct. 31, 2021 | 809,407 | $ 0 | $ 0 | 1,292,710 | (507,552) | (758) | 25,007 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity, beginning balance | $ (250,485) | $ 0 | $ 0 | 200,838 | (466,325) | (10,526) | 25,528 | |
Convertible Preferred Stock, beginning balance (in shares) at Jul. 31, 2021 | 79,551,000 | |||||||
Convertible Preferred Stock, beginning balance at Jul. 31, 2021 | $ 424,904 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Conversion of convertible preferred stock to Class B common stock upon initial public offering (in shares) | (79,551,000) | |||||||
Conversion of convertible preferred stock to Class B common stock upon initial public offering | $ (424,904) | |||||||
Convertible Preferred Stock, ending balance (in shares) at Oct. 31, 2021 | 0 | |||||||
Convertible Preferred Stock, ending balance at Oct. 31, 2021 | $ 0 | |||||||
Stockholders' Equity, beginning balance (in shares) at Jul. 31, 2021 | 1,151,000 | 53,893,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of stock (in shares) | 79,551,000 | |||||||
Conversion of stock | 424,904 | 424,904 | ||||||
Conversion of Class B common stock to Class A common stock by the selling stockholder (CEO) upon initial public offering (in shares) | 2,500,000 | (2,500,000) | ||||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs (in shares) | 8,940,000 | |||||||
Issuance of common stock upon initial public offering, net of underwriting discounts and other offering costs | 649,845 | 649,845 | ||||||
Issuance of common stock related to vested exercised stock options (in shares) | 856,000 | |||||||
Issuance of common stock related to vested exercised stock options | 4,572 | 4,572 | ||||||
Issuance of common stock related to early exercised stock options, net of repurchases (in shares) | 155,000 | |||||||
Vesting of early exercised stock options | 3,972 | 3,972 | ||||||
Stock-based compensation expense | 8,579 | 8,579 | ||||||
Other comprehensive (loss) income | 9,768 | 9,768 | ||||||
Net loss | (41,748) | (41,227) | (521) | |||||
Stockholders' Equity, ending balance (in shares) at Oct. 31, 2021 | 12,591,000 | 131,955,000 | ||||||
Stockholders' Equity, ending balance at Oct. 31, 2021 | 809,407 | $ 0 | $ 0 | 1,292,710 | (507,552) | (758) | 25,007 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity, beginning balance | 809,407 | 0 | 0 | 1,292,710 | (507,552) | (758) | 25,007 | |
Stockholders' Equity, beginning balance | $ 799,269 | [1] | $ 0 | $ 0 | 1,320,479 | (553,337) | 7,724 | 24,403 |
Convertible Preferred Stock, beginning balance (in shares) at Jan. 31, 2022 | 0 | |||||||
Convertible Preferred Stock, beginning balance at Jan. 31, 2022 | $ 0 | |||||||
Convertible Preferred Stock, ending balance (in shares) at Oct. 31, 2022 | 0 | |||||||
Convertible Preferred Stock, ending balance at Oct. 31, 2022 | $ 0 | |||||||
Stockholders' Equity, beginning balance (in shares) at Jan. 31, 2022 | 27,141,000 | 119,747,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of stock (in shares) | 63,178,000 | (63,178,000) | ||||||
Issuance of common stock related to vested exercised stock options (in shares) | 1,993,000 | 1,970,000 | ||||||
Issuance of common stock related to vested exercised stock options | $ 17,603 | 17,603 | ||||||
Issuance of common stock under employee stock purchase plan (in shares) | 289,000 | |||||||
Issuance of common stock under employee stock purchase plan | 9,554 | 9,554 | ||||||
Issuance of common stock related to early exercised stock options, net of repurchases (in shares) | (36,000) | |||||||
Issuance of common stock related to RSUs vested, net of tax withholdings (in shares) | 543,000 | |||||||
Vesting of early exercised stock options | 4,106 | 4,106 | ||||||
Stock-based compensation expense | 88,926 | 83,454 | 5,472 | |||||
Other comprehensive (loss) income | (16,576) | (10,598) | (5,978) | |||||
Change in noncontrolling interest ownership due to capital contributions from noncontrolling interest holders, net of issuance costs | 61,726 | 18,153 | 43,573 | |||||
Deconsolidation of Meltano Inc. | (11,342) | (11,342) | ||||||
Net loss | (138,575) | (133,578) | (4,997) | |||||
Stockholders' Equity, ending balance (in shares) at Oct. 31, 2022 | 91,151,000 | 58,503,000 | ||||||
Stockholders' Equity, ending balance at Oct. 31, 2022 | 814,691 | [1] | $ 0 | $ 0 | 1,453,349 | (686,915) | (2,874) | 51,131 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity, beginning balance | $ 830,320 | $ 0 | $ 0 | 1,413,491 | (638,460) | 3,456 | 51,833 | |
Convertible Preferred Stock, beginning balance (in shares) at Jul. 31, 2022 | 0 | |||||||
Convertible Preferred Stock, beginning balance at Jul. 31, 2022 | $ 0 | |||||||
Convertible Preferred Stock, ending balance (in shares) at Oct. 31, 2022 | 0 | |||||||
Convertible Preferred Stock, ending balance at Oct. 31, 2022 | $ 0 | |||||||
Stockholders' Equity, beginning balance (in shares) at Jul. 31, 2022 | 83,025,000 | 65,746,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Conversion of stock (in shares) | 7,810,000 | (7,810,000) | ||||||
Issuance of common stock related to vested exercised stock options (in shares) | 584,000 | |||||||
Issuance of common stock related to vested exercised stock options | 6,190 | 6,190 | ||||||
Issuance of common stock related to early exercised stock options, net of repurchases (in shares) | (17,000) | |||||||
Issuance of common stock related to RSUs vested, net of tax withholdings (in shares) | 316,000 | |||||||
Vesting of early exercised stock options | 1,146 | 1,146 | ||||||
Stock-based compensation expense | 33,708 | 31,208 | 2,500 | |||||
Other comprehensive (loss) income | (10,261) | (6,330) | (3,931) | |||||
Change in noncontrolling interest ownership due to capital contributions from noncontrolling interest holders, net of issuance costs | 4,053 | 1,314 | 2,739 | |||||
Net loss | (50,465) | (48,455) | (2,010) | |||||
Stockholders' Equity, ending balance (in shares) at Oct. 31, 2022 | 91,151,000 | 58,503,000 | ||||||
Stockholders' Equity, ending balance at Oct. 31, 2022 | 814,691 | [1] | $ 0 | $ 0 | 1,453,349 | (686,915) | (2,874) | 51,131 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity, beginning balance | $ 814,691 | [1] | $ 0 | $ 0 | $ 1,453,349 | $ (686,915) | $ (2,874) | $ 51,131 |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss, including amounts attributable to noncontrolling interest | $ (138,575) | $ (110,796) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation expense | 88,926 | 17,242 | |
Amortization of intangible assets | 1,767 | 251 | |
Depreciation expense | 2,198 | 0 | |
Amortization of deferred contract acquisition costs | 32,693 | 23,555 | |
Gain from deconsolidation of Meltano Inc. | (17,798) | 0 | |
Loss from equity method investment | 2,247 | 0 | |
Net amortization of premiums or discounts on short-term investments | (3,346) | 0 | |
Unrealized foreign exchange (gain) loss | (4,081) | 19,752 | |
Other non-cash (income) expense | 439 | (128) | |
Changes in assets and liabilities: | |||
Accounts receivable | (22,163) | (17,350) | |
Prepaid expenses and other current assets | (5,320) | (3,373) | |
Deferred contract acquisition costs | (33,145) | (24,642) | |
Other long-term assets | 2,050 | (3,120) | |
Accounts payable | 1,393 | 1,786 | |
Accrued expenses and other current liabilities | 3,249 | 1,019 | |
Accrued compensation and benefits | (15,150) | 3,812 | |
Deferred revenue | 40,200 | 41,469 | |
Other long-term liabilities | (1,272) | 1,803 | |
Net cash used in operating activities | (65,688) | (48,720) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of short-term investments | (631,951) | (100,031) | |
Proceeds from maturities of short-term investments | 122,701 | 0 | |
Purchases of property and equipment | (5,018) | 0 | |
Deconsolidation of Meltano Inc. | (9,620) | 0 | |
Net cash used in investing activities | (523,888) | (100,031) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from initial public offering, net of underwriting discounts | 0 | 654,552 | |
Proceeds from the issuance of common stock upon exercise of stock options, including early exercises, net of repurchases | 17,454 | 14,574 | |
Issuance of common stock under employee stock purchase plan | 9,554 | 0 | |
Repurchase of common stock in a tender offer | 0 | (590) | |
Contributions received from noncontrolling interests, net of issuance costs | 61,726 | 26,450 | |
Partial settlement of acquisition related contingent cash consideration | (3,137) | 0 | |
Payments of deferred offering costs | 0 | (3,398) | |
Net cash provided by financing activities | 85,597 | 691,588 | |
Impact of foreign exchange on cash and cash equivalents | (8,524) | (973) | |
Net increase (decrease) in cash and cash equivalents | (512,503) | 541,864 | |
Cash, cash equivalents, and restricted cash at beginning of period | 887,172 | 282,850 | |
Cash, cash equivalents, and restricted cash at end of period | 374,669 | 824,714 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for income taxes | 527 | 1,111 | |
Cash donations | 0 | 1,000 | |
Vesting of early exercised stock options | 4,106 | 5,425 | |
Issuance of common stock upon conversion of preferred stock | 0 | 424,904 | |
Unpaid deferred offering costs | 0 | 1,309 | |
Reconciliation of cash, cash equivalents and restricted cash within the condensed consolidated balance sheets to the amounts shown in the consolidated statements of cash flows above: | |||
Cash and cash equivalents | 372,169 | [1] | 824,714 |
Restricted cash, current included in prepaid expenses and other current assets | 2,500 | 0 | |
Total cash, cash equivalents and restricted cash | $ 374,669 | $ 824,714 | |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Oct. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business GitLab Inc. (the “Company”) began as an open source project in 2011 and was incorporated in Delaware on September 12, 2014. While the Company is headquartered in San Francisco, California, it operates on an all-remote model. The Company is a technology company and its primary offering is “GitLab”, a complete DevSecOps platform delivered as a single application. GitLab is used by a wide range of organizations. The Company also provides related training and professional services. GitLab is offered on both self-managed and software-as-a-service ("SaaS") models. The principal markets for GitLab are currently located in the United States, Europe, and Asia Pacific. The Company is focused on accelerating innovation and broadening the distribution of its platform to companies across the world to help them become better software-led businesses. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with U.S. GAAP. Fiscal Year The Company's fiscal year ends on January 31. For example, references to fiscal 2023 and 2022 refer to the fiscal year ending January 31, 2023 and the fiscal year ended January 31, 2022, respectively. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, allocation of revenue to the license element in the Company's self-managed subscriptions, estimating the amortization period for capitalized costs to obtain a contract, allowance for doubtful accounts, stock-based compensa tion expense, fair value of contingent consideration, fair valuation of retained interest in an investee on loss of control, valuation allowance for deferred income taxes and valuation of intangibles assets . The Company bases these estimates on historical and anticipated results, tre nds, and various other assumptions, including the impact of the COVID-19 pandemic, that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates. The novel coronavirus, or COVID-19, pandemic has created, and may continue to create, significant uncertainty in macroeconomic conditions. The global impact of COVID-19 continues to rapidly evolve, and the Company will continue to monitor the situation and the effects on its business and operations closely. The Company does not yet know the full extent of potential impacts on its business or operations or on the global economy as a whole, particularly if the COVID-19 pandemic continues and persists for an extended period of time. Principles of Consolidation The condensed consolidated financial statements include 100% of the accounts of wholly owned subsidiaries and a variable interest entity for which our Company is the primary beneficiary. The ownership interest of other investors is recorded as noncontrolling interest. All intercompany accounts and transactions have been eliminated in consolidation. Summary of Significant Accounting Policies There were no significant changes to the Company’s significant accounting policies disclosed in “Note 2” of the Company’s Annual Report on Form 10-K f or the fiscal year ended January 31, 2022, except for the addition of policies in respect of short-term investments - marketable securities, equity method investment in Meltano Inc., the Company’s former wholly-owned subsidiary, and an update to the stock-based compensation policy to cover the Company’s recently granted performance stock units (“PSUs”). Short-Term Investments - Marketable Securities The Company classifies its marketable securities with stated maturities of three months and greater as short-term investments due to its ability to use these securities to support the Company’s current operations. As of October 31, 2022, all short-term investments are classified as available-for-sale and are reported at fair value, which is based on quoted market prices for such securities, if available, or based on quoted market prices of financial instruments with similar characteristics. Unrealized gains and losses are recorded as a separate component of other comprehensive loss, net of tax. Realized gains and losses on available-for-sale securities are recognized upon sale and are included in other income (expense), net in the condensed consolidated statements of operations. The Company periodically reviews its available-for-sale securities to determine if there has been an other-than-temporary decline in fair value. Factors considered in determining whether a loss is other-than-temporary include, but are not limited to: the length of time and extent a security’s fair value has been below its cost, the financial condition and near-term prospects of the investee, the credit quality of the security’s issuer, likelihood of recovery and the Company’s intent and ability to hold the security for a period of time sufficient to allow for any anticipated recovery in value. No changes in fair value due to impairment have been recorded in earnings for available-for-sale securities during the periods presented. Equity Method Investment The Company applies the equity method of accounting to investments when it has significant influence, but not controlling interest in the investee. The Company’s equity method investments are reported at cost and adjusted each period for its proportionate share of the investee’s income or loss. The cost on initial recognition of retained interest in an erstwhile subsidiary is based on fair value on the date of loss of control. The Company’s proportionate share of the net loss resulting from the investment is reported under loss from equity method investment, net of tax in our condensed consolidated statements of operations. The carrying value of the Company’s equity method investments is reported in equity method investment in the condensed consolidated balance sheets. The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. Stock-Based Compensation Our PSUs issued to the senior members of the management team are subject to a revenue performance condition and service conditions. The number of PSUs that will ultimately vest will depend on the revenue achieved by the Company in fiscal 2025 relative to the defined target. The fair value of PSUs is measured at the market price of the Company’s Class A common stock on the date of grant and compensation costs related to these awards are recognized on a graded-vesting method over the requisite service period. Recently Adopted Accounting Standards In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes in order to reduce cost and complexity of its application. The Company adopted ASU 2019-12 as of February 1, 2022 with no material impact. Recently Issued Accounting Standards Not Yet Adopted In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820) (“Topic 820”): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies the guidance in Topic 820 that a contractual restriction on the sale of an equity security should not be considered in measuring fair value, and introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. For public companies, the amendments to ASU 2022-03 are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2024, and interim periods within those fiscal years. The adoption of ASU 2022-03 is not expected to have a material effect on the Company’s condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“Topic 842”). Topic 842 supersedes the lease requirements in ASC Topic 840, Leases . Under Topic 842, lessees are required to recognize assets and liabilities on the condensed consolidated balance sheet for most leases and provide enhanced disclosures. Leases will continue to be classified as either finance or operating. For public companies, Topic 842 is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company has elected to use the extended transition period that allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies under the JOBS Act. For as long as the Company remains an “emerging growth company,” the new guidance is effective for annual reporting periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted. The adoption of ASU 2016-02 is not expected to have a material effect on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Since the Company follows private company’s adoption timelines, this new guidance is effective for the Company for its fiscal year beginning February 1, 2023. The Company is currently evaluating the effect of the adoption of ASU 2016-13 on its condensed consolidated financial statements. The effect will largely depend on the composition and credit quality of the Company's portfolio of financial assets and the economic conditions at the time of adoption. |
Revenues
Revenues | 9 Months Ended |
Oct. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | 3. Revenues Disaggregation of Revenue The following table shows the components of revenues and their respective percentages of total revenue for the periods indicated (in thousands, except percentages): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Subscription—self-managed and SaaS $ 98,435 87 % $ 59,774 89 % $ 264,294 88 % $ 156,542 90 % Subscription—self-managed 72,720 64 47,215 70 199,335 66 124,742 72 SaaS 25,715 23 12,559 19 64,959 22 31,800 18 License—self-managed and other $ 14,546 13 % $ 7,026 11 % $ 37,135 12 % $ 18,315 10 % License—self-managed 11,860 11 5,314 8 30,646 10 13,757 8 Professional services and other 2,686 2 1,712 3 6,489 2 4,558 2 Total revenue $ 112,981 100 % $ 66,800 100 % $ 301,429 100 % $ 174,857 100 % Total Revenue by Geographic Location The following table summarizes the Company’s total revenue by geographic location based on the region of the Company’s contracting entity, which may be different than the region of the customer (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 United States $ 94,942 $ 56,706 $ 251,339 $ 147,226 Europe 15,547 9,165 43,285 24,631 Asia Pacific 2,492 929 6,805 3,000 Total revenue $ 112,981 $ 66,800 $ 301,429 $ 174,857 During the three and nine months ended October 31, 2022, the United States accounted for 84% and 83% of total revenue, respectively. During the three and nine months ended October 31, 2021, the United States accounted for 85% and 84% of total revenue, respectively. No other individual country exceeded 10% of total revenue for any of the periods presented. The Company operates its business as a single reportable segment. Deferred Revenue During the three and nine months ended October 31, 2022, $77.0 million and $141.9 million of revenue was recognized from deferred revenue as of the beginning of the period, respectively. During the three and nine months ended October 31, 2021, $45.0 million and $78.4 million of revenue was recognized from deferred revenue as of the beginning of the period, respectively. Remaining Performance Obligations As of October 31, 2022 and January 31, 2022, the aggregate amount of the transaction price allocated to billed and unbilled remaining performance obligations for which revenue has not yet been recognized was approximately $392.7 million and $312.4 million, respectively. As of October 31, 2022, the Company expects to recognize approximately 71% of the transaction price as product or services revenue over the next 12 months and 92% over the next 24 months. Concentration of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, short-term investments, and accounts receivable. At times, cash deposits may be in excess of insured limits. The Company believes that the financial institutions or corporations that hold its cash, cash equivalents, restricted cash, and short-term investments are financially sound and, accordingly, minimal credit risk exists with respect to these balances. The Company maintains allowances for potential credit losses on accounts receivable when deemed necessary. The Company uses various distribution channels. A s of October 31, 2022, t h ere were three distribution channel entities who individually represented 16%, 11% and 10% of t he accounts receivabl e balance. There was one distribution channel entity whose balance represented 14% of the accounts receivable balance as of January 31, 2022. |
Cash, Cash Equivalents and Shor
Cash, Cash Equivalents and Short-Term Investments | 9 Months Ended |
Oct. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Short-Term Investments | 4. Cash, Cash Equivalents and Short-Term Investments The following table summarizes the Company’s cash, cash equivalents and short-term investments by category (in thousands): As of October 31, 2022 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and cash equivalents: Cash $ 279,997 $ — $ — $ 279,997 Money market funds 71,218 — — 71,218 U.S. Treasury securities 14,978 — (1) 14,977 U.S. Agency securities 5,981 — (4) 5,977 Total cash and cash equivalents $ 372,174 $ — $ (5) $ 372,169 Short-term investments: Commercial paper 39,112 — (226) 38,886 Corporate debt securities 49,338 — (852) 48,486 Municipal bonds 1,981 — (30) 1,951 Foreign government bonds 2,198 — (42) 2,156 U.S. Agency securities 36,256 — (492) 35,764 U.S. Treasury securities 433,737 — (5,397) 428,340 Total short-term investments $ 562,622 $ — $ (7,039) $ 555,583 As of January 31, 2022, the Company had $884.7 million of cash and cash equivalents, and $50.0 million of short-term investments, comprised of certificates of deposit with a bank with an original maturity of greater than three months at the date of purchase. Such investments were carried at amortized cost, which approximated their fair value and matured during the nine months ended October 31, 2022. The Company uses the specific-identification method to determine an y realized gains or losses from the sale of our short-term investments classified as available-for-sale. During the three and nine months ended October 31, 2022, the Company did not have any material realized gains or losses as a result of maturities or sales of short-term investments. During the three and nine months ended October 31, 2022, the Company recorded $4.7 million and $8.2 million of interest income on cash equivalents and short-term investments, respectively, which includes $2.1 million and $3.3 million of net amortization of premiums or discounts on short-term investments during the three and nine months ended October 31, 2022, respectively. During the three and nine months ended October 31, 2021, the Company recorded $0.1 million and $0.2 million of interest income on cash equivalents and short-term investments, respectively. The Company did not record any amortization of premiums or discounts during the three and nine months ended October 31, 2021. As of October 31, 2022 , the Company does not have an y cash equivalents and short-term investments that have been in a continuous unrealized gain or loss position for more than 12 months as of the periods presented. The following table summarizes unrealized losses on our cash equivalents and sh ort-term investments by category that have been in a continuous unrealized loss position for less than 12 months as of the periods presented (in thousands): Carrying Value Gross Unrealized Losses October 31, 2022 U.S. Agency securities $ 41,741 $ (496) Commercial paper 33,886 (226) Corporate debt securities 48,486 (852) Municipal bonds 1,951 (30) Foreign government bonds 2,156 (42) U.S. Treasury securities 438,318 (5,398) Total cash equivalents and short-term investments $ 566,538 $ (7,044) The following table classifies the Company’s short-term investments by contractual maturities (in thousands): October 31, 2022 January 31, 2022 Amortized cost Fair Value Amortized cost Fair Value Due within 1 year $ 433,053 $ 428,649 $ 50,031 $ 50,031 Due between 1 year to 2 years 129,569 126,934 — — Total $ 562,622 $ 555,583 $ 50,031 $ 50,031 All available-for-sale securities have been classified as current, based on management’s ability to use the funds in current operations. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements The Company determines fair value based on the fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value assumes that the transaction to sell the asset or transfer the liability occurs in the principal or most advantageous market for the asset or liability and establishes that the fair value of an asset or liability shall be determined based on the assumptions that market participants would use in pricing the asset or liability. The classification of a financial asset or liability within the hierarchy is based upon the lowest level input that is significant to the fair value measurement. The fair value hierarchy prioritizes the inputs into three levels that may be used to measure fair value: Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3: Inputs are unobservable based on the Company’s own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation. The fair value of the Company’s Level 1 financial instruments, such as money market funds which are traded in active markets, is based on quoted market prices for identical instruments. The fair value of the Company’s Level 2 financial instrumen ts such as commercial paper, corporate debt and U.S. government securities are obtained from an independent pricing service, which may use inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security that may not be actively traded. The Company’s marketable securities are held by custodians who obtain investment prices from a third-party pricing provider that incorporates standard inputs in various asset price models. Financial assets measured at fair value on a recurring basis are summarized below (in thousands): Level 1 Level 2 Level 3 Fair Value October 31, 2022 (1) Cash equivalents: Money market funds $ 71,218 $ — $ — $ 71,218 U.S. Agency securities — 5,977 — 5,977 U.S. Treasury securities — 14,977 — 14,977 Short-term investments: Commercial paper — 38,886 — 38,886 Corporate debt securities — 48,486 — 48,486 Municipal bonds — 1,951 — 1,951 Foreign government bonds — 2,156 — 2,156 U.S. Agency securities — 35,764 — 35,764 U.S. Treasury securities — 428,340 — 428,340 Total $ 71,218 $ 576,537 $ — $ 647,755 (1) Exclu des $280.0 million in cash held in the Company’s bank accounts as of October 31, 2022. |
Supplemental Financial Statemen
Supplemental Financial Statement Information | 9 Months Ended |
Oct. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Supplemental Financial Statement Information | 6. Supplemental Financial Statement Information Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): October 31, 2022 January 31, 2022 Prepaid software subscriptions $ 7,028 $ 3,950 Prepaid advertising costs 737 722 Security and other deposits 1,005 981 Prepaid insurance 76 4,309 Prepaid income taxes 3,893 3,168 Restricted cash (1) 2,500 — Interest receivable 1,485 49 Prepaid expenses for the Company’s events 1,093 266 Other prepaid expenses 1,818 1,834 Other current assets 819 265 Total prepaid expense and other current assets $ 20,454 $ 15,544 (1) Refer to “Note 7. Business Combination”. Property and Equipment, Net Property and equipment, net of the following (in thousands): October 31, 2022 January 31, 2022 Computer and office equipment $ 7,315 $ 3,049 Leasehold improvements 709 765 Others 259 — 8,283 3,814 Less: Accumulated depreciation (1) (2,723) (543) Total property and equipment, net (1) $ 5,560 $ 3,271 (1) The amounts in the table above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying property and equipment. Depreciation expense of property and equipment was $0.9 million and $2.2 million for the three and nine months ended October 31, 2022, respectively, and zero for the respective periods last year. Other Long-Term Assets Other assets consisted of the following (in thousands): October 31, 2022 January 31, 2022 Security and other deposits $ 2,956 $ 2,832 Restricted cash (1) — 2,500 Deferred software implementation costs 1,088 969 Other long-term assets 759 850 Total other long-term assets $ 4,803 $ 7,151 (1) Refer to “Note 7. Business Combination”. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): October 31, 2022 January 31, 2022 Accrued expenses $ 10,956 $ 8,605 Income taxes payable 1,646 319 ESPP employee contributions 4,406 6,557 Indirect taxes payable 1,725 4,044 Acquisition related contingent cash consideration (1) — 3,029 Acquisition related consideration withheld in escrow (1) 2,500 — Customer refunds 2,467 2,017 Other current liabilities 53 — Total accrued expenses and other current liabilities $ 23,753 $ 24,571 (1) Refer to “Note 7. Business Combination”. Accrued Com pensation and Benefits Accrued compensation and benefits consisted of the following (in thousands): October 31, 2022 January 31, 2022 Accrued commissions $ 6,841 $ 8,417 Payroll taxes payable 2,073 14,506 Other accrued team member related payables 7,802 9,897 Total accrued compensation and benefits $ 16,716 $ 32,820 Other Long-Term Liabilities Other long-term liabilities consisted of the following (in thousands): October 31, 2022 January 31, 2022 Early exercised options liability $ 2,581 $ 6,837 Acquisition related contingent cash consideration (1) 5,105 4,929 Acquisition related consideration withheld in escrow (1) — 2,500 Deferred tax liabilities 1,028 379 Contingent liability for labor matters 2,493 2,573 Long term taxes payable 737 784 Other long-term liabilities 181 — Total other long-term liabilities $ 12,125 $ 18,002 (1) Refer to “Note 7. Business Combination”. Other Inc ome (Expense), Ne t Other income (expense), net consisted of the following (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Gain from deconsolidation of Meltano Inc. (1) $ — $ — $ 17,798 $ — Foreign exchange gains (losses), net 2,855 (9,831) 5,361 (19,703) Other expense, net (194) (378) (550) (1,549) Total other income (expense), net $ 2,661 $ (10,209) $ 22,609 $ (21,252) (1) Refer to “Note 11. Joint Venture and Equity Method Investment”. |
Business Combination
Business Combination | 9 Months Ended |
Oct. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | 7. Business Combination On December 3, 2021, th e Company completed the acquisition of Opstrace, Inc., a technology company based in San Francisco, California. The transaction was accounted for as a business combination. The acquisition date fair value of the consideration transferred consisted of the following (in thousands): Cash consideration $ 2,970 Fair value of common stock issued on closing 959 Contingent common stock consideration (classified under additional paid-in capital) 1,754 Contingent cash consideration (paid as of October 31, 2022) 3,007 Contingent cash consideration (classified under other long-term liabilities as of October 31, 2022) 4,893 Total consideration $ 13,583 Cash consideration includes $2.5 million held back as partial security for post-closing indemnification claims made within 18 months of the closing da te recorded in a ccrued expenses and other current liabilities on the condensed consolidated balance sheet as of October 31, 2022 and in other long-term liabilities as of January 31, 2022. As a result of acquisition, the fair value of the consideration transferred included contingent cash considerations of $7.9 million in aggregate. These contingent cash considerations are determined based upon the satisfaction of certain defined operational milestones and are remeasured at fair value at each reporting period through earnings. As the fair value is based on unobservable inputs, the liabilities are included in Level 3 of the fair value measurement hierarchy. In September 2022, one of the operational milestones was achieved and the Company paid $4.2 million of contingent cash consideration, part of which was previously recorded in accrued expenses and other current liabilities. The difference of $1.1 million between the amount accrued and the amount paid was attributable to the change in fair value of the original measurement and was recorded in general and administrative expenses during the three and nine months ended October 31, 2022. Accretion expense was $0.1 million and $0.3 million for the three and nine months ended October 31, 2022, respectively. There was no accretion expense for the three and nine months ended October 31, 2021. Results of operations of the business acquired have been included in our condensed consolidated financial statements subsequent to the date of acquisition. The revenue and net income (loss) earned by the business acquired following the acquisition are not material to our condensed consolidated results of operations. Pro forma statements have not been presented because they are not material to our condensed consolidated results of operations. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Oct. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 8. Goodwill and Intangible Assets, Net Goodwill The carrying amount of goodwill was as follows (in thousands): Carrying Amount Balance as of October 31, 2022 and January 31, 2022 $ 8,145 There was no goodwill impairment for any periods presented. Intangible Assets Intangible assets, net consisted of the following (in thousands): October 31, 2022 Gross Carrying Amount Accumulated Amortization Net Book Value Weighted average remaining amortization period (years) Developed technology from business combination $ 6,200 $ (1,880) $ 4,320 2.1 Developed technology from asset acquisitions (1) 1,249 (1,085) 164 0.5 Total $ 7,449 $ (2,965) $ 4,484 January 31, 2022 Gross Carrying Amount Accumulated Amortization Net Book Value Weighted average remaining amortization period (years) Developed technology from business combination $ 6,200 $ (334) $ 5,866 2.8 Developed technology from asset acquisitions (1) 1,402 (983) 419 1.3 Total $ 7,602 $ (1,317) $ 6,285 (1) The amounts in the tables above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying intangibles. Amortization expense was $0.6 million and $1.8 million for the three and nine months ended October 31, 2022, respectively, and $0.1 million and $0.3 million for three and nine months ended October 31, 2021, respectively. As of October 31, 2022 , future amortization expense related to the intangibles assets is expected to be as follows (in thousands): Fiscal Years 2023 $ 591 2024 2,166 2025 1,727 Total future amortization $ 4,484 |
Team Member Benefit Plans
Team Member Benefit Plans | 9 Months Ended |
Oct. 31, 2022 | |
Retirement Benefits [Abstract] | |
Team Member Benefit Plans | 9. Team Member Benefit Plans The Company contributes to defined c ontribution plans in a number of countries including a 401(k) savings plan for U.S.-based team members and defined contribution arrangements in the United Kingdom, Australia, New Zealand and select other countries based on the legislative and tax requirements of the respective countries. Total contributions to these plans were $0.7 million and $2.8 million for the three and nine months ended October 31, 2022, respectively, and $0.5 million and $2.0 million for the three and nine months ended October 31, 2021, respectively. |
Equity
Equity | 9 Months Ended |
Oct. 31, 2022 | |
Equity [Abstract] | |
Equity | 10. Equity In connection with the IPO, on October 18, 2021, the Company filed a restated certificate of incorporation that authorized the issuance of 1,500,000,000 shares of Class A common stock, 250,000,000 shares of Class B common stock, and 50,000,000 shares of preferred stock at $0.0000025 par value for each class of shares. Common stockholders are entitled to dividends when and if declared by the board of directors. No dividends have been declared to date. The holder of each share of Class A common stock is entitled to one vote and the holder of each share of Class B common stock is entitled to ten votes. Common Stock The Company had shares of common stock reserved for future issuance as follows (in thousands): October 31, 2022 January 31, 2022 Class A and Class B common stock Options issued and outstanding 13,873 17,146 Shares available for issuance under Equity Incentive Plans 22,068 18,248 RSUs and PSUs issued and outstanding 7,909 3,280 Shares reserved for issuance to charitable organizations 1,636 1,636 2021 ESPP 4,451 3,271 Total 49,937 43,581 Early Exercised Options (subject to a repurchase right) Certain stock option holders have the right to exercise unvested options, subject to a repurchase right held by the Company at the original exercise price, in the event of voluntary or involuntary termination of employment of the holder. As of October 31, 2022 and January 31, 2022 , there were 267,804 and 713,967 shares, respectively, of unvested options that had been early exercised and were subject to repurchase for a total liability of $2.6 million and $6.8 million, respective ly. The liability associated with early exercised options is included in other long-term liabilities in the condensed consolidated balance sheets. For accounting purposes, issuance of shares will be recognized only on vesting. However, shares issued for the early exercise of options are included in issued and outstanding shares as they are legally issued and outstanding. Equity Incentive Plans In 2015, the Company adopted the 2015 Equity Incentive Plan (the “2015 Plan”), in which shares of common stock of the Company are reserved for issuance of stock options to team members, directors, or consultants. The options generally vest 25% upon completion of one year and then ratably over 36 months. Options generally expire ten years from the date of grant. All these options qualify as equity settled awards and contain no performance conditions. In September 2021, in connection with the IPO, the board of directors and stockholders approved the 2021 Equity Incentive Plan (the “2021 Plan”) as a successor to the Company’s 2015 Plan (together the “Plans”). The 2021 Plan authorizes the award of both stock options, which are intended to qualify for tax treatment under Section 422 of the Internal Revenue Code, and nonqualified stock options, as well for the award of restricted stock awards (“RSAs”), stock appreciation rights (“SARs”), restricted stock units (“RSUs”), PSUs and stock bonus awards. Pursuant to the 2021 Plan, incentive stock options may be granted only to the Company’s team members. The Company may grant all other types of awards to its team members, directors, and consultants. The Company initially reserved 13,032,289 shares of its Class A common stock, plus any reserved shares of Class B common stock not issued or subject to outstanding grants under the 2015 Plan on the effective date of the 2021 Plan, for issuance as Class A common stock pursuant to awards granted under the 2021 Plan. The number of shares reserved for issuance under the 2021 Plan increases automatically on February 1 of each of the years from 2022 through 2031. The awards available for grant under the above Plans for the pe riods presented were as follows (in thousands): October 31, 2022 January 31, 2022 Available at beginning of period 18,248 4,796 Awards authorized 7,673 22,532 Options granted — (7,936) RSUs and PSUs granted (5,613) (3,290) RSUs and PSUs cancelled and forfeited 418 10 Options cancelled and forfeited 1,280 2,044 Options repurchased 62 92 Available at end of period 22,068 18,248 In the event that shares previously issued u nder the above Plans are reacquire d by the Company, such shares shall be added to the number of shares then available for issuance under the Plans. In the event that an outstanding stock option for any reason expires or is canceled, the shares allocable to the unexercised portion of su ch stock option will be added to the number of shares then available for issuance under the Plans. Both Plans allow the grantees to early exercise stock options. Stock Options, RSUs and PSUs The following table summarizes options activity under the Plans, and related information: Number of Stock Options Outstanding (in thousands) Weighted Average Exercise Price Weighted Average Remaining Years Aggregate Intrinsic value (in millions) Balances at January 31, 2022 17,146 $ 11.83 8.24 $ 894.8 Options granted — — Options exercised (1,993) 8.99 Options cancelled (28) 8.78 Options forfeited (1,252) 13.87 Balances at October 31, 2022 13,873 $ 12.05 7.17 $ 505.1 Options vested at October 31, 2022 7,109 $ 8.80 6.42 $ 281.9 Options vested and expected to vest at October 31, 2022 13,873 $ 12.05 7.17 $ 505.1 No options were granted during the three months ended October 31, 2022 and the weighted-average grant-date fair value per share of options granted was $12.74 for the three months ended October 31, 2021. The aggregate intrinsic value of options exercised during the three months ended October 31, 2022 and 2021 was $26.6 million and $108.6 million, respectively. The aggregate intrinsic value represents the difference between the exercise price and the fair value of the underlying common stock on the date of exercise. No options were granted during the nine months ended October 31, 2022 and the weighted-average grant-date fair value per share of options granted was $10.81 for the nine months ended October 31, 2021. The aggregate intrinsic value of options exercised during the nine months ended October 31, 2022 and 2021 was $86.5 million and $269.9 million, respectively. The aggregate intrinsic value represents the difference between the exercise price and the fair value of the underlying common stock on the date of exercise. As of October 31, 2022 and January 31, 2022, approximately $53.6 million and $80.3 million, respectively, of total unrecognized compensation cost was related to stock options granted, that is expected to be recognized over a weighted-average period of 2.3 years and 2.7 years, respectively. The expected stock compensation expense remaining to be recognized reflects only outstanding stock awards as of the periods presented, and assumes no forfeitures. The following table summarizes the Company’s restricted stock units activity (in thousands): Number of Shares (1) Weighted- Balances at January 31, 2022 272 $ 82.11 Granted 5,248 53.15 Vested (558) 56.66 Canceled/forfeited (371) 56.28 Balances at October 31, 2022 4,591 $ 54.10 (1) The table above does not include 3 million RSUs issued to the Company’s founder and the CEO described below. These RSUs are grants of shares of the Company’s common stock, the vesting of which is based on the requisite service requirement. Generally, the Company’s RSUs are subject to forfeiture and are expected to vest over two As of October 31, 2022 and January 31, 2022, approximately $237.0 million and $21.5 million, respectively, of total unrecognized compensation cost was related to restricted stock units granted to team members other than the CEO, that is expected to be recognized over a weighted-average period of 3.3 years and 3.9 years, respectively. The expected stock compensation expense remaining to be recognized reflects only outstanding stock awards as of the periods presented, and assumes no forfeitures. In June 2022, the Company granted 0.4 million PSUs to senior members of its management team subject to revenue performance condition and service conditions. The number of awards granted represents 100% of the target goal; under the terms of the awards, the recipient may earn between 0% and 200% of the original grant. The performance condition is set to be achieved in fiscal 2025 and the service condition in the calendar year 2025. The Company recorded $1.3 million and $2.0 million of stock-based compensation expense related to PSUs during the three and nine months ended October 31, 2022, respectively. As of October 31, 2022, unrecognized stock-based compensation expense related to these PSUs was $18.0 million to be recognized over a period of 3.1 years. CEO Performance Award In May 2021, the Company granted 3 million RSUs tied to its Class B common stock to Mr. Sijbrandij, the Company’s co-founder and CEO, with an estimated aggregate grant date fair value of $8.8 million. The Company recorded $0.4 million and $1.2 million of stock-based compensation expense related to the CEO RSUs during the three and nine months ended October 31, 2022, respectively. The Company recorded $0.8 million of stock-based compensation expense related to the CEO RSUs during each of the three and nine months ended October 31, 2021. As of October 31, 2022, unrecognized stock-based compensation expense related to these RSUs was $6.4 million which will be recognized over the remaining derived service period of the respective tranches which ranges from 2 to 7 years. 2021 Employee Stock Purchase Plan (“ESPP”) In September 2021, the Company’s board of directors and its stockholders approved the 2021 Employee Stock Purchase Plan (“ESPP”) to enable eligible team members to purchase shares of the Company’s Class A common stock with accumulated payroll deductions and provides a 15% purchase price discount of the fair market value of the Company’s Class A common stock on the IPO date or purchase date, whichever is lower. The 2021 ESPP also provides up to a 27-month look-back period with four purchase dates in May and November of each year, and the first purchase occurred in May 2022. If the closing price of the Company’s Class A common stock on the first day of the current offering period is higher than the price on the last day of any applicable purchase period, the ESPP requires the price to be reset based on the lower fair market value and the offering period to be rolled over for a new period of 24 months. This reset and rollover was triggered on the May 31, 2022 purchase date. The original offering period commencing on the IPO date through November 30, 2023 was modified to a new offering period commencing June 1, 2022 through May 31, 2024 and the ESPP price was reset based on the closing price of the Company’s Class A common stock on May 31, 2022. In accordance with ASC 718, Stock-Based Compensation , the modification in respect of the reset of the ESPP price and rollover resulted in an incremental charge of stock-based compensation expense of $1.0 million and $1.7 million during the three and nine months ended October 31, 2022, respectively. The remaining modification charge of $7.7 million will be recognized over the new offering period. The following table summarizes assumptions used in estimating the fair value of the ESPP for the offering period in effect using the Black-Scholes option-pricing model: Nine Months Ended October 31, 2022 Risk-free interest rate 1.62% - 2.63% Volatility 44.95% - 52.76% Expected term (in years) 0.5 - 2.0 Dividend yield —% The Company record ed $5.3 million and $19.4 million of stock-based compensation expense related to the ESPP during the three and nine months ended October 31, 2022, respectively. As of October 31, 2022, approximately $24.9 million of total unrecognized compensation cost was related to the ESPP that is expected to be recognized over 1.6 years. In May 2022, the Company issued 0.3 million shares of Class A common stock to team members through the ESPP. Stock-Based Compensation Expense The Company recognized stock-based compensation expense as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Cost of revenue $ 1,248 $ 331 $ 3,623 $ 722 Research and development 10,030 2,147 26,405 4,653 Sales and marketing 12,905 2,562 34,807 5,688 General and administrative 9,525 3,539 24,091 6,179 Total stock-based compensation expense (1) $ 33,708 $ 8,579 $ 88,926 $ 17,242 (1) The table above includes stock-based compensation of JiHu. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. The corporate income tax benefit recognized in the condensed consolidated statements of operations for stock-based compensation expense was $2.6 million and $5.8 million for the three and nine months ended October 31, 2022, respectively, and not material for the three and nine months ended October 31, 2021. |
Joint Venture and Equity Method
Joint Venture and Equity Method Investment | 9 Months Ended |
Oct. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Joint Venture and Equity Method Investment | 11. Joint Venture and Equity Method Investment Joint Venture In February 2021, the Company along with Sequoia CBC Junyuan (Hubei) Equity Investment Partnership (Limited Partnership) and Suzhou Gaocheng Xinjian Equity Investment Fund Partnership (Limited Partnership) executed an investment agreement (the “Investment Agreement”) to establish GitLab Information Technology (Hubei) Co., LTD (“JiHu”), a legal entity in the People’s Republic of China. The Company accounted for JiHu as a variable interest entity and consolidated the entity in accordance with ASC Topic 810, Consolidation . On March 29, 2022, JiHu closed its Series A-1 round of common stock financing where investors contributed $27.7 million, net of issuance costs. On July 1, 2022, JiHu closed its Series A-2 round of common stock financing where investors contributed $22.8 million, net of issuance costs. On September 7, 2022, JiHu closed its Series A-3 round of financing with an external investor who contributed $4.1 million, net of issuance costs. The Company accounted for these funding events as equity transactions with the carrying amount of the non-controlling interest adjusted to reflect the change in the ownership interest in JiHu, and the difference was recognized in the Company’s additional paid-in capital. Subsequent to the closing of the rounds, the Company retains control over JiHu with its equity stake reduced from 72% to 55%. In March 2022, one of the potential investors who could not participate in the Series A-1 financing round provided a $2.9 million loan to JiHu as an advance pending a capital contribution. The loan was repayable within ten business days of receipt of capital contribution from the investor. JiHu received an equity contribution from this investor during the Series A-2 round and repaid the loan in full in July 2022. During the nine months ended October 31, 2022, the board of directors of JiHu approved an employee stock option plan (“JiHu ESOP”) for its employees. During the three and nine months ended October 31, 2022, the Company recognized $2.5 million and $5.5 million stock-based compensation expense related to JiHu ESOP, respectively. As of October 31, 2022, approximately $15.8 million of total unrecognized compensation cost was related to the JiHu ESOP that is expected to be recognized over 3.5 years. The Company considers the RSUs and stock option awards granted pursuant to the JiHu ESOP as potentially dilutive equity instruments that will result in dilution of the Company’s stake in JiHu upon vesting of such award (or, in the case of option awards granted pursuant to the JiHu ESOP, upon vesting and subsequent exercise into shares of JiHu common stock). Any such dilution will be accounted for as an equity transaction. Until such awards granted pursuant to the JiHu ESOP are vested (or, in the case of option awards, vested and ultimately exercised into shares of JiHu common stock), the Company will continue to record the recognized stock-compensation expense of JiHu as part of the noncontrolling interest. Selected financial information of JiHu, post intercompany eliminations, is as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Revenue $ 1,275 $ 265 $ 3,388 $ 297 Cost of revenue 481 243 1,193 604 Gross profit (loss) 794 22 2,195 (307) Operating expenses: Sales and marketing 1,999 780 5,251 1,630 Research and development 1,898 499 4,735 1,376 General and administrative 3,070 621 7,363 1,984 Total operating expenses 6,967 1,900 17,349 4,990 Loss from operations (6,173) (1,878) (15,154) (5,297) Interest income 193 — 403 — Other income, net 1,452 7 2,464 8 Net loss before income taxes (4,528) (1,871) (12,287) (5,289) Net loss $ (4,528) $ (1,871) $ (12,287) $ (5,289) Net loss attributable to noncontrolling interest $ (2,010) $ (521) $ (4,997) $ (1,443) October 31, 2022 January 31, 2022 Cash and cash equivalents $ 55,573 $ 14,198 Property and equipment, net 964 769 Other assets 2,965 2,765 Total assets $ 59,502 $ 17,732 Total liabilities $ 4,527 $ 3,663 Equity Method Investment In April 2021, the Company reorganized Meltano Inc. (“Meltano”), which started as an internal project within the Company in July 2018, into a separate legal entity. The entity was funded by the Company’s contribution of intellectual property with the fair value of approximately $0.4 million and a preferred stock financing from third parties of $4.2 million, representing 12% ownership on a fully diluted basis. On April 4, 2022, Meltano closed its Series Seed-2 round of preferred stock financing and raised $7.2 million. Pursuant to this transaction, the board composition of Meltano changed and the Company no longer has the power to appoint the majority of the board of directors of Meltano. Consequently, despite having majority voting rights at the stockholder level, the Company no longer has control over Meltano. The loss of control of a majority owned subsidiary resulted in the deconsolidation of net assets of $9.4 million and non-controlling interest of Meltano of $11.3 million, recognition of retained interest at fair value of $15.9 million , and a gain of $17.8 million recorded in other income (expense), net during the nine months ended October 31, 2022 . The fair value of retained interest was determined using Option Pricing Model (“OPM”) Backsolve approach based on the most recent funding round of preferred stock. As of the date of the loss of control, the basis difference between the fair value of investment in Meltano and the Company’s share in the net assets of Meltano was attributed to equity method goodwill. Effective April 4, 2022, the Company accounts for this investment under the equity method and has recorded $13.6 million in “equity method investment” on its condensed consolidated balance sheet as of October 31, 2022. During the three and nine months ended October 31, 2022, the Company recognized a loss from equity method investment of $0.8 million and $1.8 million, net of tax on the condensed consolidated statements of operations, respectively. As of October 31, 2022, the Company owns |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes For the three and nine months ended October 31, 2022, the Company recorded income tax expense of $0.1 million and $2.5 million on pretax losses of $49.6 million and $134.3 million, respectively. The income tax expense for the three and nine months ended October 31, 2022 was primarily due to the Company's foreign and domestic operations and the establishment of a deferred tax liability relating to the deconsolidation of a majority-owned entity, Meltano, and simultaneous establishment of the Company's equity method investment. For the three and nine months ended October 31, 2021, the Company recorded income tax benefit of $0.9 million and income tax expense of $1.4 million on pretax losses of $42.6 million and $109.4 million, respectively. The income tax benefit for the three months ended October 31, 2021 was primarily related to an increase in domestic losses from operations. The income tax expense for the nine months ended October 31, 2021 was primarily related to tax liability from the Company's foreign and domestic operations. The increase in income tax expense for the three months ended October 31, 2022 as compared to the prior year is largely attributable to increased profit from domestic and certain foreign operations. The increase in income tax expense for the nine months ended October 31, 2022 as compared to the prior year is largely attributable to a deferred tax expense from the Company's equity investment in Meltano. The Company's provision for income taxes is based on its worldwide estimated annualized effective tax rate, except for jurisdictions for which a loss is expected for the year and no benefit can be realized for those losses, jurisdictions for which forecasted pre-tax income or loss cannot be estimated, and the tax effect of discrete items occurring during the period. The tax provision for jurisdictions for which a forecast cannot be estimated is based on actual taxes and tax reserves for the quarter. Under the provisions of ASC 740, Income Taxes , the determination of the Company’s ability to recognize its deferred tax asset requires an assessment of both negative and positive evidence when determining the Company’s ability to recognize its deferred tax assets. The Company determined that it was not more likely than not that the Company could recognize certain deferred tax assets. Evidence evaluated by the Company included operating results during the most recent three-year period and future projections, with more weight given to historical results than expectations of future profitability, which are inherently uncertain. Certain entities’ net losses in recent periods represented sufficient negative evidence to require a valuation allowance against its net deferred tax assets. This valuation allowance will be evaluated periodically and could be reversed partially or totally if business results have sufficiently improved to support realization of deferred tax assets. As of October 31, 2022, unrecognized tax benefits approximated $5.6 million, of which $0.8 million would affect the effective tax rate if recognized. The Company is unable to reasonably estimate the timing of the long-term payments or the amount by which the liability will increase or decrease. It is the Company’s policy to classify accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. For the three and nine months ended October 31, 2022 and 2021, the Company recognized an insignificant amount of interest and penalties related to unrecognized tax benefits. Accrued interest and penalties were $0.2 million as of October 31, 2022 and $0.1 million as of January 31, 2022. |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Oct. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 13. Net Loss per Share The following table sets forth basic and diluted loss per share for each of the periods presented (in thousands, except per share data): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Numerator: Net loss attributable to GitLab $ (48,455) $ (41,227) $ (133,578) $ (109,353) Denominator: Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted 148,883 67,018 147,812 57,789 Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted $ (0.33) $ (0.62) $ (0.90) $ (1.89) Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands): October 31, 2022 January 31, 2022 Shares subject to outstanding common stock options 13,873 17,146 Unvested RSUs in connection with business combination 15 16 Unvested early exercised stock options 268 714 Unvested RSUs and PSUs 7,909 3,264 Shares subject to the 2021 ESPP 135 256 Total 22,200 21,396 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies Contractual Obligations and Commitments The Company’s contractual commitments relate mainly to third-party non-cancellable hosting infrastructure agreements and subscription arrangements used in the ordinary course of business. There have been no material changes to the contractual obligations with a term of 12 months or longer since the filing of the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2022, except for a non-cancelable 3-year hosting infrastructure arrangement for an aggregate consideration of $7.4 million, a non-cancelable 3-year software subscription arrangement for an aggregate consideration of $2.3 million. See “Note 14. Commitments and Contingencies” in the Company’s Annual Report on Form 10-K filed with the SEC on April 8, 2022 for further information. Loss Contingencies In accordance with ASC 450, Loss Contingencies, the Company accrues for contingencies when losses become probable and reasonably estimable. If applicable, the Company accrues receivables for probable insurance or other third-party recoveries. Accordingly, the Company has recorded an estimated liability related to certain labor matters regarding its use o f contractors in certain foreign countries. As of October 31, 2022 and January 31, 2022 , the estimated liability relating to these matters was $2.5 million and $2.6 million, respectively. Warranties and Indemnifications The Company enters into service level agreements with customers which warrant defined levels of uptime and support response times and permit those customers to receive credits for prepaid amounts in the event that those performance and response levels are not met. To date, the Company has not experienced any significant failures to meet defined levels of performance and response. In connection with the service level agreements, the Company has not incurred any significant costs and has not accrued any liabilities in the condensed consolidated financial statements. In the ordinary course of business, the Company enters into contractual arrangements under which the Company agrees to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties, and other liabilities relating to or arising from the Company’s platform or the Company’s acts or omissions. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments. In addition, the Company has agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that may enable the Company to recover a portion of any future amounts paid. Legal Proceedings The Company is, and from time to time, may become involved in legal proceedings or be subject to claims arising in the ordinary course of its business. The Company is not presently a party to any legal proceedings that in the opinion of management, if determined adversely to the Company, would individually or taken together have a material adverse effect on its business, financial condition or operating results. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with U.S. GAAP. |
Fiscal Year | Fiscal Year The Company's fiscal year ends on January 31. For example, references to fiscal 2023 and 2022 refer to the fiscal year ending January 31, 2023 and the fiscal year ended January 31, 2022, respectively. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, allocation of revenue to the license element in the Company's self-managed subscriptions, estimating the amortization period for capitalized costs to obtain a contract, allowance for doubtful accounts, stock-based compensa tion expense, fair value of contingent consideration, fair valuation of retained interest in an investee on loss of control, valuation allowance for deferred income taxes and valuation of intangibles assets . The Company bases these estimates on historical and anticipated results, tre nds, and various other assumptions, including the impact of the COVID-19 pandemic, that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates. The novel coronavirus, or COVID-19, pandemic has created, and may continue to create, significant uncertainty in macroeconomic conditions. The global impact of COVID-19 continues to rapidly evolve, and the Company will continue to monitor the situation and the effects on its business and operations closely. The Company does not yet know the full extent of potential impacts on its business or operations or on the global economy as a whole, particularly if the COVID-19 pandemic continues and persists for an extended period of time. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include 100% of the accounts of wholly owned subsidiaries and a variable interest entity for which our Company is the primary beneficiary. The |
Short-Term Investments - Marketable Securities | Short-Term Investments - Marketable Securities The Company classifies its marketable securities with stated maturities of three months and greater as short-term investments due to its ability to use these securities to support the Company’s current operations. As of October 31, 2022, all short-term investments are classified as available-for-sale and are reported at fair value, which is based on quoted market prices for such securities, if available, or based on quoted market prices of financial instruments with similar characteristics. Unrealized gains and losses are recorded as a separate component of other comprehensive loss, net of tax. Realized gains and losses on available-for-sale securities are recognized upon sale and are included in other income (expense), net in the condensed consolidated statements of operations. The Company periodically reviews its available-for-sale securities to determine if there has been an other-than-temporary decline in fair value. Factors considered in determining whether a loss is other-than-temporary include, but are not limited to: the length of time and extent a security’s fair value has been below its cost, the financial condition and near-term prospects of the investee, the credit quality of the security’s issuer, likelihood of recovery and the Company’s intent and ability to hold the security for a period of time sufficient to allow for any anticipated recovery in value. No changes in fair value due to impairment have been recorded in earnings for available-for-sale securities during the periods presented. |
Equity Method Investments | Equity Method Investment The Company applies the equity method of accounting to investments when it has significant influence, but not controlling interest in the investee. The Company’s equity method investments are reported at cost and adjusted each period for its proportionate share of the investee’s income or loss. The cost on initial recognition of retained interest in an erstwhile subsidiary is based on fair value on the date of loss of control. The Company’s proportionate share of the net loss resulting from the investment is reported under loss from equity method investment, net of tax in our condensed consolidated statements of operations. The carrying value of the Company’s equity method investments is reported in equity method investment in the condensed consolidated balance sheets. The Company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. |
Stock-Based Compensation | Stock-Based Compensation Our PSUs issued to the senior members of the management team are subject to a revenue performance condition and service conditions. The number of PSUs that will ultimately vest will depend on the revenue achieved by the Company in fiscal 2025 relative to the defined target. The fair value of PSUs is measured at the market price of the Company’s Class A common stock on the date of grant and compensation costs related to these awards are recognized on a graded-vesting method over the requisite service period. |
Recently Adopted Accounting Standards and Recently Issued Accounting Standards Not Yet Adopted | Recently Adopted Accounting Standards In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes in order to reduce cost and complexity of its application. The Company adopted ASU 2019-12 as of February 1, 2022 with no material impact. Recently Issued Accounting Standards Not Yet Adopted In June 2022, the FASB issued ASU 2022-03, Fair Value Measurement (Topic 820) (“Topic 820”): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies the guidance in Topic 820 that a contractual restriction on the sale of an equity security should not be considered in measuring fair value, and introduces new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. For public companies, the amendments to ASU 2022-03 are effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2024, and interim periods within those fiscal years. The adoption of ASU 2022-03 is not expected to have a material effect on the Company’s condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“Topic 842”). Topic 842 supersedes the lease requirements in ASC Topic 840, Leases . Under Topic 842, lessees are required to recognize assets and liabilities on the condensed consolidated balance sheet for most leases and provide enhanced disclosures. Leases will continue to be classified as either finance or operating. For public companies, Topic 842 is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company has elected to use the extended transition period that allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies under the JOBS Act. For as long as the Company remains an “emerging growth company,” the new guidance is effective for annual reporting periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted. The adoption of ASU 2016-02 is not expected to have a material effect on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. Since the Company follows private company’s adoption timelines, this new guidance is effective for the Company for its fiscal year beginning February 1, 2023. The Company is currently evaluating the effect of the adoption of ASU 2016-13 on its condensed consolidated financial statements. The effect will largely depend on the composition and credit quality of the Company's portfolio of financial assets and the economic conditions at the time of adoption. |
Fair Value of Financial Instruments | The Company determines fair value based on the fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value assumes that the transaction to sell the asset or transfer the liability occurs in the principal or most advantageous market for the asset or liability and establishes that the fair value of an asset or liability shall be determined based on the assumptions that market participants would use in pricing the asset or liability. The classification of a financial asset or liability within the hierarchy is based upon the lowest level input that is significant to the fair value measurement. The fair value hierarchy prioritizes the inputs into three levels that may be used to measure fair value: Level 1: Inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3: Inputs are unobservable based on the Company’s own assumptions used to measure assets and liabilities at fair value. The inputs require significant management judgment or estimation. The fair value of the Company’s Level 1 financial instruments, such as money market funds which are traded in active markets, is based on quoted market prices for identical instruments. The fair value of the Company’s Level 2 financial instrumen ts such as commercial paper, corporate debt and U.S. government securities are obtained from an independent pricing service, which may use inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security that may not be actively traded. The Company’s marketable securities are held by custodians who obtain investment prices from a third-party pricing provider that incorporates standard inputs in various asset price models. |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table shows the components of revenues and their respective percentages of total revenue for the periods indicated (in thousands, except percentages): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Subscription—self-managed and SaaS $ 98,435 87 % $ 59,774 89 % $ 264,294 88 % $ 156,542 90 % Subscription—self-managed 72,720 64 47,215 70 199,335 66 124,742 72 SaaS 25,715 23 12,559 19 64,959 22 31,800 18 License—self-managed and other $ 14,546 13 % $ 7,026 11 % $ 37,135 12 % $ 18,315 10 % License—self-managed 11,860 11 5,314 8 30,646 10 13,757 8 Professional services and other 2,686 2 1,712 3 6,489 2 4,558 2 Total revenue $ 112,981 100 % $ 66,800 100 % $ 301,429 100 % $ 174,857 100 % |
Revenue from External Customers by Geographic Areas | The following table summarizes the Company’s total revenue by geographic location based on the region of the Company’s contracting entity, which may be different than the region of the customer (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 United States $ 94,942 $ 56,706 $ 251,339 $ 147,226 Europe 15,547 9,165 43,285 24,631 Asia Pacific 2,492 929 6,805 3,000 Total revenue $ 112,981 $ 66,800 $ 301,429 $ 174,857 |
Cash, Cash Equivalents and Sh_2
Cash, Cash Equivalents and Short-Term Investments (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Short Term Investments | The following table summarizes the Company’s cash, cash equivalents and short-term investments by category (in thousands): As of October 31, 2022 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash and cash equivalents: Cash $ 279,997 $ — $ — $ 279,997 Money market funds 71,218 — — 71,218 U.S. Treasury securities 14,978 — (1) 14,977 U.S. Agency securities 5,981 — (4) 5,977 Total cash and cash equivalents $ 372,174 $ — $ (5) $ 372,169 Short-term investments: Commercial paper 39,112 — (226) 38,886 Corporate debt securities 49,338 — (852) 48,486 Municipal bonds 1,981 — (30) 1,951 Foreign government bonds 2,198 — (42) 2,156 U.S. Agency securities 36,256 — (492) 35,764 U.S. Treasury securities 433,737 — (5,397) 428,340 Total short-term investments $ 562,622 $ — $ (7,039) $ 555,583 |
Schedule of Unrealized Losses Cash Equivalents and Short Term Investment | The following table summarizes unrealized losses on our cash equivalents and short-term investments by category that have been in a continuous unrealized loss position for less than 12 months as of the periods presented (in thousands): Carrying Value Gross Unrealized Losses October 31, 2022 U.S. Agency securities $ 41,741 $ (496) Commercial paper 33,886 (226) Corporate debt securities 48,486 (852) Municipal bonds 1,951 (30) Foreign government bonds 2,156 (42) U.S. Treasury securities 438,318 (5,398) Total cash equivalents and short-term investments $ 566,538 $ (7,044) |
Schedule of Short Term Investments by Contractual Maturity | The following table classifies the Company’s short-term investments by contractual maturities (in thousands): October 31, 2022 January 31, 2022 Amortized cost Fair Value Amortized cost Fair Value Due within 1 year $ 433,053 $ 428,649 $ 50,031 $ 50,031 Due between 1 year to 2 years 129,569 126,934 — — Total $ 562,622 $ 555,583 $ 50,031 $ 50,031 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets Measured at Fair Value on Recurring Basis | Financial assets measured at fair value on a recurring basis are summarized below (in thousands): Level 1 Level 2 Level 3 Fair Value October 31, 2022 (1) Cash equivalents: Money market funds $ 71,218 $ — $ — $ 71,218 U.S. Agency securities — 5,977 — 5,977 U.S. Treasury securities — 14,977 — 14,977 Short-term investments: Commercial paper — 38,886 — 38,886 Corporate debt securities — 48,486 — 48,486 Municipal bonds — 1,951 — 1,951 Foreign government bonds — 2,156 — 2,156 U.S. Agency securities — 35,764 — 35,764 U.S. Treasury securities — 428,340 — 428,340 Total $ 71,218 $ 576,537 $ — $ 647,755 (1) Exclu |
Supplemental Financial Statem_2
Supplemental Financial Statement Information (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): October 31, 2022 January 31, 2022 Prepaid software subscriptions $ 7,028 $ 3,950 Prepaid advertising costs 737 722 Security and other deposits 1,005 981 Prepaid insurance 76 4,309 Prepaid income taxes 3,893 3,168 Restricted cash (1) 2,500 — Interest receivable 1,485 49 Prepaid expenses for the Company’s events 1,093 266 Other prepaid expenses 1,818 1,834 Other current assets 819 265 Total prepaid expense and other current assets $ 20,454 $ 15,544 (1) Refer to “Note 7. Business Combination”. |
Property, Plant and Equipment | Property and equipment, net of the following (in thousands): October 31, 2022 January 31, 2022 Computer and office equipment $ 7,315 $ 3,049 Leasehold improvements 709 765 Others 259 — 8,283 3,814 Less: Accumulated depreciation (1) (2,723) (543) Total property and equipment, net (1) $ 5,560 $ 3,271 (1) The amounts in the table above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying property and equipment. |
Schedule of Other Assets, Noncurrent | Other assets consisted of the following (in thousands): October 31, 2022 January 31, 2022 Security and other deposits $ 2,956 $ 2,832 Restricted cash (1) — 2,500 Deferred software implementation costs 1,088 969 Other long-term assets 759 850 Total other long-term assets $ 4,803 $ 7,151 (1) Refer to “Note 7. Business Combination”. |
Schedule of Accrued Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): October 31, 2022 January 31, 2022 Accrued expenses $ 10,956 $ 8,605 Income taxes payable 1,646 319 ESPP employee contributions 4,406 6,557 Indirect taxes payable 1,725 4,044 Acquisition related contingent cash consideration (1) — 3,029 Acquisition related consideration withheld in escrow (1) 2,500 — Customer refunds 2,467 2,017 Other current liabilities 53 — Total accrued expenses and other current liabilities $ 23,753 $ 24,571 (1) Refer to “Note 7. Business Combination”. |
Schedule of Accounts Payable and Accrued Liabilities | Accrued compensation and benefits consisted of the following (in thousands): October 31, 2022 January 31, 2022 Accrued commissions $ 6,841 $ 8,417 Payroll taxes payable 2,073 14,506 Other accrued team member related payables 7,802 9,897 Total accrued compensation and benefits $ 16,716 $ 32,820 |
Other Noncurrent Liabilities | Other long-term liabilities consisted of the following (in thousands): October 31, 2022 January 31, 2022 Early exercised options liability $ 2,581 $ 6,837 Acquisition related contingent cash consideration (1) 5,105 4,929 Acquisition related consideration withheld in escrow (1) — 2,500 Deferred tax liabilities 1,028 379 Contingent liability for labor matters 2,493 2,573 Long term taxes payable 737 784 Other long-term liabilities 181 — Total other long-term liabilities $ 12,125 $ 18,002 (1) Refer to “Note 7. Business Combination”. |
Other Income (Expense), Net | Other income (expense), net consisted of the following (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Gain from deconsolidation of Meltano Inc. (1) $ — $ — $ 17,798 $ — Foreign exchange gains (losses), net 2,855 (9,831) 5,361 (19,703) Other expense, net (194) (378) (550) (1,549) Total other income (expense), net $ 2,661 $ (10,209) $ 22,609 $ (21,252) (1) Refer to “Note 11. Joint Venture and Equity Method Investment”. |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The transaction was accounted for as a business combination. The acquisition date fair value of the consideration transferred consisted of the following (in thousands): Cash consideration $ 2,970 Fair value of common stock issued on closing 959 Contingent common stock consideration (classified under additional paid-in capital) 1,754 Contingent cash consideration (paid as of October 31, 2022) 3,007 Contingent cash consideration (classified under other long-term liabilities as of October 31, 2022) 4,893 Total consideration $ 13,583 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The carrying amount of goodwill was as follows (in thousands): Carrying Amount Balance as of October 31, 2022 and January 31, 2022 $ 8,145 |
Schedule of Finite-Lived Intangible Assets | Intangible assets, net consisted of the following (in thousands): October 31, 2022 Gross Carrying Amount Accumulated Amortization Net Book Value Weighted average remaining amortization period (years) Developed technology from business combination $ 6,200 $ (1,880) $ 4,320 2.1 Developed technology from asset acquisitions (1) 1,249 (1,085) 164 0.5 Total $ 7,449 $ (2,965) $ 4,484 January 31, 2022 Gross Carrying Amount Accumulated Amortization Net Book Value Weighted average remaining amortization period (years) Developed technology from business combination $ 6,200 $ (334) $ 5,866 2.8 Developed technology from asset acquisitions (1) 1,402 (983) 419 1.3 Total $ 7,602 $ (1,317) $ 6,285 (1) The amounts in the tables above include cumulative foreign currency translation adjustments, reflecting movement in the currencies of the underlying intangibles. |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | As of October 31, 2022 , future amortization expense related to the intangibles assets is expected to be as follows (in thousands): Fiscal Years 2023 $ 591 2024 2,166 2025 1,727 Total future amortization $ 4,484 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Equity [Abstract] | |
Schedule of Stock Reserved For Future Issuance | The Company had shares of common stock reserved for future issuance as follows (in thousands): October 31, 2022 January 31, 2022 Class A and Class B common stock Options issued and outstanding 13,873 17,146 Shares available for issuance under Equity Incentive Plans 22,068 18,248 RSUs and PSUs issued and outstanding 7,909 3,280 Shares reserved for issuance to charitable organizations 1,636 1,636 2021 ESPP 4,451 3,271 Total 49,937 43,581 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The awards available for grant under the above Plans for the pe riods presented were as follows (in thousands): October 31, 2022 January 31, 2022 Available at beginning of period 18,248 4,796 Awards authorized 7,673 22,532 Options granted — (7,936) RSUs and PSUs granted (5,613) (3,290) RSUs and PSUs cancelled and forfeited 418 10 Options cancelled and forfeited 1,280 2,044 Options repurchased 62 92 Available at end of period 22,068 18,248 |
Share-based Payment Arrangement, Option, Activity | The following table summarizes options activity under the Plans, and related information: Number of Stock Options Outstanding (in thousands) Weighted Average Exercise Price Weighted Average Remaining Years Aggregate Intrinsic value (in millions) Balances at January 31, 2022 17,146 $ 11.83 8.24 $ 894.8 Options granted — — Options exercised (1,993) 8.99 Options cancelled (28) 8.78 Options forfeited (1,252) 13.87 Balances at October 31, 2022 13,873 $ 12.05 7.17 $ 505.1 Options vested at October 31, 2022 7,109 $ 8.80 6.42 $ 281.9 Options vested and expected to vest at October 31, 2022 13,873 $ 12.05 7.17 $ 505.1 |
Schedule of Restricted Stock Units Activity | The following table summarizes the Company’s restricted stock units activity (in thousands): Number of Shares (1) Weighted- Balances at January 31, 2022 272 $ 82.11 Granted 5,248 53.15 Vested (558) 56.66 Canceled/forfeited (371) 56.28 Balances at October 31, 2022 4,591 $ 54.10 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following table summarizes assumptions used in estimating the fair value of the ESPP for the offering period in effect using the Black-Scholes option-pricing model: Nine Months Ended October 31, 2022 Risk-free interest rate 1.62% - 2.63% Volatility 44.95% - 52.76% Expected term (in years) 0.5 - 2.0 Dividend yield —% |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The Company recognized stock-based compensation expense as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Cost of revenue $ 1,248 $ 331 $ 3,623 $ 722 Research and development 10,030 2,147 26,405 4,653 Sales and marketing 12,905 2,562 34,807 5,688 General and administrative 9,525 3,539 24,091 6,179 Total stock-based compensation expense (1) $ 33,708 $ 8,579 $ 88,926 $ 17,242 (1) The table above includes stock-based compensation of JiHu. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Joint Venture and Equity Meth_2
Joint Venture and Equity Method Investment (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Schedule of Variable Interest Entities | Selected financial information of JiHu, post intercompany eliminations, is as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Revenue $ 1,275 $ 265 $ 3,388 $ 297 Cost of revenue 481 243 1,193 604 Gross profit (loss) 794 22 2,195 (307) Operating expenses: Sales and marketing 1,999 780 5,251 1,630 Research and development 1,898 499 4,735 1,376 General and administrative 3,070 621 7,363 1,984 Total operating expenses 6,967 1,900 17,349 4,990 Loss from operations (6,173) (1,878) (15,154) (5,297) Interest income 193 — 403 — Other income, net 1,452 7 2,464 8 Net loss before income taxes (4,528) (1,871) (12,287) (5,289) Net loss $ (4,528) $ (1,871) $ (12,287) $ (5,289) Net loss attributable to noncontrolling interest $ (2,010) $ (521) $ (4,997) $ (1,443) October 31, 2022 January 31, 2022 Cash and cash equivalents $ 55,573 $ 14,198 Property and equipment, net 964 769 Other assets 2,965 2,765 Total assets $ 59,502 $ 17,732 Total liabilities $ 4,527 $ 3,663 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Oct. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth basic and diluted loss per share for each of the periods presented (in thousands, except per share data): Three Months Ended October 31, Nine Months Ended October 31, 2022 2021 2022 2021 Numerator: Net loss attributable to GitLab $ (48,455) $ (41,227) $ (133,578) $ (109,353) Denominator: Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted 148,883 67,018 147,812 57,789 Net loss per share attributable to GitLab Class A and Class B common stockholders, basic and diluted $ (0.33) $ (0.62) $ (0.90) $ (1.89) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows (in thousands): October 31, 2022 January 31, 2022 Shares subject to outstanding common stock options 13,873 17,146 Unvested RSUs in connection with business combination 15 16 Unvested early exercised stock options 268 714 Unvested RSUs and PSUs 7,909 3,264 Shares subject to the 2021 ESPP 135 256 Total 22,200 21,396 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue by Product and Service (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 112,981 | $ 66,800 | $ 301,429 | $ 174,857 |
Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 100% | 100% | 100% | 100% |
Subscription—self-managed and SaaS | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 98,435 | $ 59,774 | $ 264,294 | $ 156,542 |
Subscription—self-managed and SaaS | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 87% | 89% | 88% | 90% |
Subscription—self-managed | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 72,720 | $ 47,215 | $ 199,335 | $ 124,742 |
Subscription—self-managed | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 64% | 70% | 66% | 72% |
SaaS | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 25,715 | $ 12,559 | $ 64,959 | $ 31,800 |
SaaS | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 23% | 19% | 22% | 18% |
License—self-managed and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 14,546 | $ 7,026 | $ 37,135 | $ 18,315 |
License—self-managed and other | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 13% | 11% | 12% | 10% |
License—self-managed | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 11,860 | $ 5,314 | $ 30,646 | $ 13,757 |
License—self-managed | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 11% | 8% | 10% | 8% |
Professional services and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 2,686 | $ 1,712 | $ 6,489 | $ 4,558 |
Professional services and other | Revenue from Contract with Customer, Product and Service Benchmark | Product Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk, percentage | 2% | 3% | 2% | 2% |
Revenues - Disaggregation of _2
Revenues - Disaggregation of Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 112,981 | $ 66,800 | $ 301,429 | $ 174,857 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 94,942 | 56,706 | 251,339 | 147,226 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 15,547 | 9,165 | 43,285 | 24,631 |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 2,492 | $ 929 | $ 6,805 | $ 3,000 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2022 | Apr. 30, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2022 | |
Disaggregation of Revenue [Line Items] | ||||||
Deferred revenue recognized | $ 77 | $ 45 | $ 141.9 | $ 78.4 | ||
Remaining performance obligation | $ 392.7 | $ 392.7 | $ 312.4 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-11-01 | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Remaining performance obligation, percentage | 71% | 71% | ||||
Period of expected satisfaction (in months) | 12 months | 12 months | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-11-01 | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Remaining performance obligation, percentage | 92% | 92% | ||||
Period of expected satisfaction (in months) | 24 months | 24 months | ||||
Accounts Receivable | Credit Concentration Risk | Three Distribution Channels - Entity One | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk, percentage | 16% | |||||
Accounts Receivable | Credit Concentration Risk | Three Distribution Channels - Entity Two | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk, percentage | 11% | |||||
Accounts Receivable | Credit Concentration Risk | Three Distribution Channels - Entity Three | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk, percentage | 10% | |||||
Accounts Receivable | Credit Concentration Risk | One Distribution Channel | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk, percentage | 14% | |||||
United States | Revenue from Contract with Customer Benchmark | Geographic Concentration Risk | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Concentration risk, percentage | 84% | 85% | 83% | 84% |
Cash, Cash Equivalents and Sh_3
Cash, Cash Equivalents and Short-Term Investments - Schedule of Cash and Short Term Investments (Details) $ in Thousands | Oct. 31, 2022 USD ($) |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | $ 562,622 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (7,039) |
Fair Value | 555,583 |
Cash and Cash Equivalents | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 372,174 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (5) |
Fair Value | 372,169 |
Cash | Cash and Cash Equivalents | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 279,997 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | 0 |
Fair Value | 279,997 |
Money market funds | Cash and Cash Equivalents | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 71,218 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | 0 |
Fair Value | 71,218 |
Commercial paper | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 39,112 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (226) |
Fair Value | 38,886 |
Corporate debt securities | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 49,338 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (852) |
Fair Value | 48,486 |
Municipal bonds | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 1,981 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (30) |
Fair Value | 1,951 |
Foreign government bonds | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 2,198 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (42) |
Fair Value | 2,156 |
U.S. Agency securities | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 36,256 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (492) |
Fair Value | 35,764 |
U.S. Agency securities | Cash and Cash Equivalents | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 5,981 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (4) |
Fair Value | 5,977 |
U.S. Treasury securities | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 433,737 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (5,397) |
Fair Value | 428,340 |
U.S. Treasury securities | Cash and Cash Equivalents | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 14,978 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (1) |
Fair Value | $ 14,977 |
Cash, Cash Equivalents and Sh_4
Cash, Cash Equivalents and Short-Term Investments - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2022 | |
Cash and Cash Equivalents [Line Items] | |||||
Cash | $ 884,700 | ||||
Interest and investment income | $ 4,700 | $ 100 | $ 8,200 | $ 200 | |
Net amortization of premiums or discounts on short-term investments | $ 2,100 | $ 0 | $ 3,346 | $ 0 | |
Certificates of Deposit | |||||
Cash and Cash Equivalents [Line Items] | |||||
Short-term investments | $ 50,000 |
Cash, Cash Equivalents and Sh_5
Cash, Cash Equivalents and Short-Term Investments - Schedule of Unrealized Losses Cash Equivalents and Short Term Investment (Details) $ in Thousands | Oct. 31, 2022 USD ($) |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | $ 566,538 |
Gross Unrealized Losses | (7,044) |
Municipal bonds | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | 1,951 |
Gross Unrealized Losses | (30) |
Foreign government bonds | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | 2,156 |
Gross Unrealized Losses | (42) |
Commercial paper | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | 33,886 |
Gross Unrealized Losses | (226) |
U.S. Agency securities | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | 41,741 |
Gross Unrealized Losses | (496) |
Corporate debt securities | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | 48,486 |
Gross Unrealized Losses | (852) |
U.S. Treasury securities | |
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] | |
Carrying Value | 438,318 |
Gross Unrealized Losses | $ (5,398) |
Cash, Cash Equivalents and Sh_6
Cash, Cash Equivalents and Short-Term Investments - Schedule of Short Term Investments by Contractual Maturity (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 |
Amortized cost | ||
Due within 1 year | $ 433,053 | $ 50,031 |
Due between 1 year to 2 years | 129,569 | 0 |
Total | 562,622 | 50,031 |
Fair Value | ||
Due within 1 year | 428,649 | 50,031 |
Due between 1 year to 2 years | 126,934 | 0 |
Total | $ 555,583 | $ 50,031 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | Oct. 31, 2022 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | $ 555,583 |
Cash held in bank accounts | 562,622 |
Contingent cash consideration | 7,900 |
Cash and Cash Equivalents | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 372,169 |
Cash held in bank accounts | 372,174 |
Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent cash consideration | 5,100 |
Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, fair value disclosure | 647,755 |
Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, fair value disclosure | 71,218 |
Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, fair value disclosure | 576,537 |
Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Assets, fair value disclosure | 0 |
Commercial paper | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 38,886 |
Cash held in bank accounts | 39,112 |
Commercial paper | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 38,886 |
Commercial paper | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Commercial paper | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 38,886 |
Commercial paper | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Corporate debt securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 48,486 |
Cash held in bank accounts | 49,338 |
Corporate debt securities | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 48,486 |
Corporate debt securities | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Corporate debt securities | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 48,486 |
Corporate debt securities | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Municipal bonds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 1,951 |
Cash held in bank accounts | 1,981 |
Municipal bonds | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 1,951 |
Municipal bonds | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Municipal bonds | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 1,951 |
Municipal bonds | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Foreign government bonds | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 2,156 |
Foreign government bonds | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Foreign government bonds | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 2,156 |
Foreign government bonds | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
U.S. Agency securities | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 35,764 |
U.S. Agency securities | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
U.S. Agency securities | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 35,764 |
U.S. Agency securities | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
U.S. Treasury securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 428,340 |
Cash held in bank accounts | 433,737 |
U.S. Treasury securities | Cash and Cash Equivalents | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 14,977 |
Cash held in bank accounts | 14,978 |
U.S. Treasury securities | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 428,340 |
U.S. Treasury securities | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
U.S. Treasury securities | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 428,340 |
U.S. Treasury securities | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 0 |
Cash | Cash and Cash Equivalents | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Short-term investments | 279,997 |
Cash held in bank accounts | 279,997 |
Money market funds | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 71,218 |
Money market funds | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 71,218 |
Money market funds | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 0 |
Money market funds | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 0 |
U.S. Agency securities | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 5,977 |
U.S. Agency securities | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 0 |
U.S. Agency securities | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 5,977 |
U.S. Agency securities | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 0 |
U.S. Treasury securities | Fair Value, Recurring | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 14,977 |
U.S. Treasury securities | Fair Value, Recurring | Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 0 |
U.S. Treasury securities | Fair Value, Recurring | Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | 14,977 |
U.S. Treasury securities | Fair Value, Recurring | Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Cash equivalents | $ 0 |
Supplemental Financial Statem_3
Supplemental Financial Statement Information - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | Oct. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||
Prepaid software subscriptions | $ 7,028 | $ 3,950 | ||
Prepaid advertising costs | 737 | 722 | ||
Security and other deposits | 1,005 | 981 | ||
Prepaid insurance | 76 | 4,309 | ||
Prepaid income taxes | 3,893 | 3,168 | ||
Restricted cash | 2,500 | 0 | $ 0 | |
Interest receivable | 1,485 | 49 | ||
Prepaid expenses for the Company’s events | 1,093 | 266 | ||
Other prepaid expenses | 1,818 | 1,834 | ||
Other current assets | 819 | 265 | ||
Total prepaid expense and other current assets | [1] | $ 20,454 | $ 15,544 | |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Supplemental Financial Statem_4
Supplemental Financial Statement Information - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2022 | ||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | $ 8,283 | $ 8,283 | $ 3,814 | |||
Less: Accumulated depreciation | (2,723) | (2,723) | (543) | |||
Property and equipment, net | [1] | 5,560 | 5,560 | 3,271 | ||
Depreciation | 900 | $ 0 | 2,200 | $ 0 | ||
Computer and office equipment | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | 7,315 | 7,315 | 3,049 | |||
Leasehold improvements | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | 709 | 709 | 765 | |||
Others | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | $ 259 | $ 259 | $ 0 | |||
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Supplemental Financial Statem_5
Supplemental Financial Statement Information - Schedule of Other Long-Term Assets (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Security and other deposits | $ 2,956 | $ 2,832 | |
Restricted cash | 0 | 2,500 | |
Deferred software implementation costs | 1,088 | 969 | |
Other long-term assets | 759 | 850 | |
Other long-term assets | [1] | $ 4,803 | $ 7,151 |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Supplemental Financial Statem_6
Supplemental Financial Statement Information - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accrued expenses | $ 10,956 | $ 8,605 | |
Income taxes payable | 1,646 | 319 | |
ESPP employee contributions | 4,406 | 6,557 | |
Indirect taxes payable | 1,725 | 4,044 | |
Acquisition related contingent cash consideration | 0 | 3,029 | |
Acquisition related consideration withheld in escrow | 2,500 | 0 | |
Customer refunds | 2,467 | 2,017 | |
Other current liabilities | 53 | 0 | |
Accrued expenses and other current liabilities | [1] | $ 23,753 | $ 24,571 |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Supplemental Financial Statem_7
Supplemental Financial Statement Information - Schedule of Accrued Compensation and Benefits (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued commissions | $ 6,841 | $ 8,417 |
Payroll taxes payable | 2,073 | 14,506 |
Other accrued team member related payables | 7,802 | 9,897 |
Total accrued compensation and benefits | $ 16,716 | $ 32,820 |
Supplemental Financial Statem_8
Supplemental Financial Statement Information - Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Early exercised options liability | $ 2,581 | $ 6,837 | |
Acquisition related contingent cash consideration | 5,105 | 4,929 | |
Acquisition related consideration withheld in escrow | 0 | 2,500 | |
Deferred tax liabilities | 1,028 | 379 | |
Contingent liability for labor matters | 2,493 | 2,573 | |
Long term taxes payable | 737 | 784 | |
Other long-term liabilities | 181 | 0 | |
Total other long-term liabilities | [1] | $ 12,125 | $ 18,002 |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Supplemental Financial Statem_9
Supplemental Financial Statement Information - Other Income (Expense), Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Other Income and Expenses [Abstract] | ||||
Gain from deconsolidation of Meltano Inc. | $ 0 | $ 0 | $ 17,798 | $ 0 |
Foreign exchange gains (losses), net | 2,855 | (9,831) | 5,361 | (19,703) |
Other expense, net | (194) | (378) | (550) | (1,549) |
Total other income (expense), net | $ 2,661 | $ (10,209) | $ 22,609 | $ (21,252) |
Business Combination - Schedule
Business Combination - Schedule of Total Consideration Transferred (Details) - USD ($) $ in Thousands | Dec. 03, 2021 | Oct. 31, 2022 | Jan. 31, 2022 |
Business Acquisition [Line Items] | |||
Contingent cash consideration (paid as of October 31, 2022) | $ 0 | $ 3,029 | |
Opstrace Inc. | |||
Business Acquisition [Line Items] | |||
Cash consideration | $ 2,970 | ||
Fair value of common stock issued on closing | 959 | ||
Contingent common stock consideration (classified under additional paid-in capital) | 1,754 | ||
Contingent cash consideration (paid as of October 31, 2022) | 3,007 | ||
Contingent cash consideration (classified under other long-term liabilities as of October 31, 2022) | 4,893 | ||
Consideration transferred | $ 13,583 |
Business Combination - Narrativ
Business Combination - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Dec. 03, 2021 | Sep. 30, 2022 | Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Business Acquisition [Line Items] | ||||||
Contingent cash consideration | $ 7,900 | $ 7,900 | ||||
Partial settlement of acquisition related contingent cash consideration | 3,137 | $ 0 | ||||
Accretion expense | 100 | 300 | ||||
General and administrative | 33,186 | $ 16,939 | 88,182 | $ 40,276 | ||
Opstrace Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Cash consideration held back | $ 2,500 | |||||
Post-closing indemnification term | 18 months | |||||
Partial settlement of acquisition related contingent cash consideration | $ 4,200 | |||||
General and administrative | $ 1,100 | $ 1,100 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Rollforward of Goodwill (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 | |
Goodwill [Roll Forward] | |||
Goodwill | [1] | $ 8,145 | $ 8,145 |
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Jul. 31, 2022 | Oct. 31, 2022 | Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Goodwill impairment | $ 0 | $ 0 | |||
Amortization of intangible assets | $ 600 | $ 100 | $ 1,767 | $ 251 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jan. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 7,449 | $ 7,602 |
Accumulated Amortization | (2,965) | (1,317) |
Net Book Value | 4,484 | 6,285 |
Developed technology from business combination | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 6,200 | 6,200 |
Accumulated Amortization | (1,880) | (334) |
Net Book Value | $ 4,320 | $ 5,866 |
Weighted average remaining amortization period (years) | 2 years 1 month 6 days | 2 years 9 months 18 days |
Developed technology from asset acquisition | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,249 | $ 1,402 |
Accumulated Amortization | (1,085) | (983) |
Net Book Value | $ 164 | $ 419 |
Weighted average remaining amortization period (years) | 6 months | 1 year 3 months 18 days |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands | Oct. 31, 2022 | Jan. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2023 | $ 591 | |
2024 | 2,166 | |
2025 | 1,727 | |
Total future amortization | $ 4,484 | $ 6,285 |
Team Member Benefit Plans (Deta
Team Member Benefit Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Retirement Benefits [Abstract] | ||||
Defined contribution plan, contribution amount | $ 0.7 | $ 0.5 | $ 2.8 | $ 2 |
Equity - Narrative (Details)
Equity - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Jun. 30, 2022 shares | May 31, 2022 USD ($) | Sep. 30, 2021 date shares | May 31, 2021 USD ($) shares | Oct. 31, 2022 USD ($) vote $ / shares shares | Oct. 31, 2021 USD ($) | Apr. 30, 2021 | Jul. 31, 2021 | Oct. 31, 2022 USD ($) vote $ / shares shares | Oct. 31, 2021 USD ($) $ / shares | Jan. 31, 2022 USD ($) $ / shares shares | Jan. 31, 2017 | Oct. 18, 2021 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Preferred stock, shares authorized (in shares) | shares | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||
Preferred stock, par value (in USD per share) | $ / shares | $ 0.0000025 | $ 0.0000025 | $ 0.0000025 | $ 0.0000025 | |||||||||
Shares subject to repurchase obligation (in shares) | shares | 267,804 | 267,804 | 713,967 | ||||||||||
Deferred compensation liability, noncurrent | $ 2,600 | $ 2,600 | $ 6,800 | ||||||||||
Options granted (in shares) | shares | 0 | 0 | 7,936,000 | ||||||||||
Options granted (in USD per share) | $ / shares | $ 12.74 | ||||||||||||
Intrinsic value of options exercised | $ 26,600 | $ 108,600 | |||||||||||
Weighted average grant date fair value (in dollars per share) | $ / shares | $ 10.81 | ||||||||||||
Aggregate intrinsic value, options vested | $ 86,500 | $ 269,900 | |||||||||||
Compensation expense not yet recognized | 53,600 | 53,600 | $ 80,300 | ||||||||||
Stock-based compensation | 33,708 | 8,579 | 88,926 | 17,242 | |||||||||
Grant date fair value of RSUs granted | $ 8,800 | ||||||||||||
Number of purchase dates | date | 4 | ||||||||||||
Issuance of common stock under employee stock purchase plan | 9,554 | ||||||||||||
Tax benefit for stock-based compensation expense | $ 2,600 | 0 | $ 5,800 | 0 | |||||||||
Class A Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common stock, shares authorized (in shares) | shares | 1,500,000,000 | 1,500,000,000 | 1,500,000,000 | 1,500,000,000 | |||||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.0000025 | $ 0.0000025 | $ 0.0000025 | $ 0.0000025 | |||||||||
Voting rights, vote per share | vote | 1 | 1 | |||||||||||
Class B Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common stock, shares authorized (in shares) | shares | 250,000,000 | 250,000,000 | 250,000,000 | 250,000,000 | |||||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.0000025 | $ 0.0000025 | $ 0.0000025 | $ 0.0000025 | |||||||||
Voting rights, vote per share | vote | 10 | 10 | |||||||||||
RSUs granted in period (in shares) | shares | 3,000,000 | ||||||||||||
2021 Equity Incentive Plan | Class A Common Stock | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Common stock reserved for future issuance (in shares) | shares | 13,032,289 | ||||||||||||
Shares subject to the 2021 ESPP | 2021 Employee Stock Purchase Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Period for recognition (in years) | 1 year 7 months 6 days | ||||||||||||
Stock-based compensation | $ 5,300 | $ 19,400 | |||||||||||
Compensation expense not yet recognized | 24,900 | 24,900 | |||||||||||
Discount rate (as a percent) | 15% | ||||||||||||
Look-back period (in months) | 27 months | ||||||||||||
Issuance of common stock under employee stock purchase plan | $ 300 | ||||||||||||
Tax benefit for stock-based compensation expense | 1,000 | 1,700 | |||||||||||
Plan modification, cost not yet recognized | 7,700 | $ 7,700 | |||||||||||
Stock options | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Period for recognition (in years) | 2 years 8 months 12 days | 2 years 3 months 18 days | |||||||||||
Stock options | 2015 Equity Incentive Plan | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Expiration period (in years) | 10 years | ||||||||||||
Stock options | 2015 Equity Incentive Plan | Period one | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting percentage | 25% | ||||||||||||
Award vesting period (in years) | 1 year | ||||||||||||
Stock options | 2015 Equity Incentive Plan | Period two | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting period (in years) | 36 months | ||||||||||||
RSUs | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Compensation expense not yet recognized | 237,000 | $ 237,000 | $ 21,500 | ||||||||||
Period for recognition (in years) | 3 years 10 months 24 days | 3 years 3 months 18 days | |||||||||||
RSUs granted in period (in shares) | shares | 5,613,000 | 3,290,000 | |||||||||||
RSUs | Chief Executive Officer | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Stock-based compensation | 400 | $ 800 | $ 1,200 | $ 800 | |||||||||
Compensation expense not yet recognized | 6,400 | $ 6,400 | |||||||||||
RSUs | Chief Executive Officer | Minimum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Period for recognition (in years) | 2 years | ||||||||||||
RSUs | Chief Executive Officer | Maximum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Period for recognition (in years) | 7 years | ||||||||||||
RSUs | 2021 Equity Incentive Plan | Minimum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting period (in years) | 2 years | ||||||||||||
RSUs | 2021 Equity Incentive Plan | Maximum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting period (in years) | 4 years | ||||||||||||
PSUs | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting percentage | 100% | ||||||||||||
Period for recognition (in years) | 3 years 1 month 6 days | ||||||||||||
RSUs granted in period (in shares) | shares | 400,000 | ||||||||||||
Stock-based compensation | 1,300 | $ 2,000 | |||||||||||
Compensation expense not yet recognized | $ 18,000 | $ 18,000 | |||||||||||
PSUs | Minimum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting percentage | 0% | ||||||||||||
PSUs | Maximum | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Award vesting percentage | 200% |
Equity - Schedule of Stock Rese
Equity - Schedule of Stock Reserved For Future Issuance (Details) - shares | Oct. 31, 2022 | Jan. 31, 2022 | Jan. 31, 2021 |
Class of Stock [Line Items] | |||
Options issued and outstanding (in shares) | 13,873,000 | 17,146,000 | |
Shares available for issuance under Equity Incentive Plans (in shares) | 22,068,000 | 18,248,000 | 4,796,000 |
Class A and Class B common stock | |||
Class of Stock [Line Items] | |||
Options issued and outstanding (in shares) | 17,146,000 | ||
Shares reserved for issuance to charitable organizations (in shares) | 1,636,000 | 1,636,000 | |
Common stock reserved for future issuance (in shares) | 49,937,000 | 43,581,000 | |
Unvested RSUs and PSUs | Class A and Class B common stock | |||
Class of Stock [Line Items] | |||
Share-based compensation awards other than options (in shares) | 7,909,000 | 3,280,000 | |
Shares subject to the 2021 ESPP | Class A and Class B common stock | |||
Class of Stock [Line Items] | |||
Share-based compensation awards other than options (in shares) | 4,451,000 | 3,271,000 |
Equity - Awards Available for G
Equity - Awards Available for Grant (Details) - shares | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Oct. 31, 2022 | Jan. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Awards Available For Grant [Roll Forward] | |||
Balance, beginning of period (in shares) | 18,248,000 | 4,796,000 | |
Awards authorized (in shares) | 7,673,000 | 22,532,000 | |
Options granted (in shares) | 0 | 0 | (7,936,000) |
Options cancelled and forfeited (in shares) | 1,280,000 | 2,044,000 | |
Options repurchased (in shares) | 62,000 | 92,000 | |
Balance, end of period (in shares) | 22,068,000 | 22,068,000 | 18,248,000 |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award, Awards Available For Grant [Roll Forward] | |||
RSUs granted (in shares) | (5,613,000) | (3,290,000) | |
RSUs cancelled and forfeited (in shares) | 418,000 | 10,000 |
Equity - Summary of Stock Optio
Equity - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jul. 31, 2022 | Oct. 31, 2022 | Jan. 31, 2022 | |
Number of Stock Options Outstanding (in thousands) | ||||
Balance, beginning of period (in shares) | 17,146,000 | 17,146,000 | ||
Options granted (in shares) | 0 | 0 | 7,936,000 | |
Options exercised (in shares) | (1,993,000) | |||
Options cancelled (in shares) | (28,000) | |||
Options forfeited (in shares) | (1,252,000) | |||
Balance, end of period (in shares) | 13,873,000 | 13,873,000 | 17,146,000 | |
Options vested (in shares) | 7,109,000 | 7,109,000 | ||
Options expected to vest (in shares) | 13,873,000 | 13,873,000 | ||
Weighted Average Exercise Price | ||||
Balance, beginning of period (in USD per share) | $ 11.83 | $ 11.83 | ||
Options granted (in USD per share) | 0 | |||
Options exercised (in USD per share) | 8.99 | |||
Options cancelled (in USD per share) | 8.78 | |||
Options forfeited (in USD per share) | 13.87 | |||
Balance, end of period (in USD per share) | $ 12.05 | 12.05 | $ 11.83 | |
Options vested (in USD per share) | 8.80 | |||
Options expected to vest (in USD per share) | $ 12.05 | |||
Weighted Average Remaining Years | ||||
Beginning balance (in years) | 8 years 2 months 26 days | 7 years 2 months 1 day | ||
Options granted (in years) | ||||
Options exercised (in years) | ||||
Options vested (in years) | 6 years 5 months 1 day | |||
Options expected to vest (in years) | 7 years 2 months 1 day | |||
Aggregate Intrinsic value (in millions) | ||||
Beginning balance | $ 894.8 | $ 894.8 | ||
Ending balance | $ 505.1 | 505.1 | $ 894.8 | |
Options vested | 281.9 | 281.9 | ||
Options expected to vest | $ 505.1 | $ 505.1 |
Equity - Schedule of Restricted
Equity - Schedule of Restricted Stock Units Activity (Details) - RSUs | 9 Months Ended |
Oct. 31, 2022 $ / shares shares | |
Number of Shares | |
Balance, beginning of period (in shares) | 272,000 |
Granted (in shares) | 5,248,000 |
Vested (in shares) | (558,000) |
Canceled/forfeited (in shares) | (371,000) |
Balance, ending of period (in shares) | 4,591,000 |
Weighted- Average grant date fair value | |
Balance, beginning of period (in USD per share) | $ / shares | $ 82.11 |
Granted (in USD per share) | $ / shares | 53.15 |
Vested (in USD per share) | $ / shares | 56.66 |
Canceled/forfeited (in USD per share) | $ / shares | 56.28 |
Balance, ending of period (in USD per share) | $ / shares | $ 54.10 |
Chief Executive Officer | |
Number of Shares | |
Granted (in shares) | 3,000,000 |
Equity - Schedule of Weighted A
Equity - Schedule of Weighted Average Fair Value Assumptions (Details) - Shares subject to the 2021 ESPP | 9 Months Ended |
Oct. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend yield (as a percent) | 0% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free interest rate (as a percent) | 1.62% |
Volatility (as a percent) | 44.95% |
Expected term (in years) | 6 months |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free interest rate (as a percent) | 2.63% |
Volatility (as a percent) | 52.76% |
Expected term (in years) | 2 years |
Equity - Stock-Based Compensati
Equity - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense (1) | $ 33,708 | $ 8,579 | $ 88,926 | $ 17,242 |
Cost of revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense (1) | 1,248 | 331 | 3,623 | 722 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense (1) | 10,030 | 2,147 | 26,405 | 4,653 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense (1) | 12,905 | 2,562 | 34,807 | 5,688 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense (1) | $ 9,525 | $ 3,539 | $ 24,091 | $ 6,179 |
Joint Venture and Equity Meth_3
Joint Venture and Equity Method Investment - Narrative (Details) $ in Thousands, shares in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||
Sep. 07, 2022 USD ($) | Jul. 01, 2022 USD ($) | Apr. 04, 2022 USD ($) | Mar. 29, 2022 USD ($) | Jul. 31, 2018 USD ($) | Apr. 30, 2021 USD ($) | Feb. 28, 2021 USD ($) day | Oct. 31, 2022 USD ($) | Oct. 31, 2021 USD ($) | Oct. 31, 2022 USD ($) shares | Oct. 31, 2021 USD ($) | Jan. 31, 2022 USD ($) | ||
Noncontrolling Interest [Line Items] | |||||||||||||
Stock-based compensation expense | $ 33,708 | $ 8,579 | $ 88,926 | $ 17,242 | |||||||||
Contributions received from noncontrolling interests, net of issuance costs | 61,726 | 26,450 | |||||||||||
Decrease in net assets upon consolidation | $ 9,400 | ||||||||||||
Decrease from deconsolidation | 11,342 | ||||||||||||
Gain from deconsolidation of Meltano Inc. | 0 | 0 | 17,798 | 0 | |||||||||
Carrying value of investment | [1] | 13,624 | 13,624 | $ 0 | |||||||||
Loss from equity method investment, net of tax | (756) | $ 0 | (1,775) | $ 0 | |||||||||
Meltano Inc. | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Gain from deconsolidation of Meltano Inc. | 17,800 | ||||||||||||
Carrying value of investment | 13,600 | 13,600 | |||||||||||
Loss from equity method investment, net of tax | (800) | $ (1,800) | |||||||||||
Stake in equity method investment (as a percent) | 97% | ||||||||||||
Noncontrolling Interests | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Stock-based compensation expense | 2,500 | $ 5,472 | |||||||||||
Decrease from deconsolidation | 11,342 | ||||||||||||
Noncontrolling Interests | Meltano Inc. | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Decrease from deconsolidation | 11,300 | ||||||||||||
Accumulated Deficit | Meltano Inc. | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Decrease from deconsolidation | 15,900 | ||||||||||||
JiHu | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Consideration received on transaction, net | $ 4,100 | $ 22,800 | $ 27,700 | ||||||||||
Stock-based compensation expense | 2,500 | 5,500 | |||||||||||
Compensation expense not yet recognized | $ 15,800 | $ 15,800 | |||||||||||
Period for recognition (in years) | 3 years 6 months | ||||||||||||
Meltano Inc. | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Consideration received on transaction, net | $ 7,200 | ||||||||||||
Contributions received from noncontrolling interests, net of issuance costs | $ 4,200 | ||||||||||||
Meltano Inc. | Employee stock options | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Potentially dilutive equity instruments (in shares) | shares | 2.9 | ||||||||||||
Meltano Inc. | Preferred Stock | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Stake in equity method investment (as a percent) | 49% | ||||||||||||
Potentially dilutive equity instruments (in shares) | shares | 3.1 | ||||||||||||
JiHu | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Ownership percentage by noncontrolling owners | 72% | ||||||||||||
Ownership percentage | 55% | ||||||||||||
Meltano Inc. | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Ownership percentage by noncontrolling owners | 12% | ||||||||||||
Investment in subsidiary | $ 400 | ||||||||||||
Variable Interest Entity, Primary Beneficiary | JiHu | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Loans payable | $ 2,900 | ||||||||||||
Loan payable, period (in days) | day | 10 | ||||||||||||
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Joint Venture and Equity Meth_4
Joint Venture and Equity Method Investment - Schedule of Inter-Company Eliminations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2022 | |||||
Noncontrolling Interest [Line Items] | |||||||||
Revenue | $ 112,981 | $ 66,800 | $ 301,429 | $ 174,857 | |||||
Cost of revenue | 14,564 | 7,195 | 37,442 | 20,812 | |||||
Gross profit | 98,417 | 59,605 | 263,987 | 154,045 | |||||
Sales and marketing | 81,080 | 50,543 | 228,479 | 133,562 | |||||
Research and development | 41,113 | 24,664 | 112,463 | 68,607 | |||||
General and administrative | 33,186 | 16,939 | 88,182 | 40,276 | |||||
Total operating expenses | 155,379 | 92,146 | 429,124 | 242,445 | |||||
Loss from operations | (56,962) | (32,541) | (165,137) | (88,400) | |||||
Interest income | 4,657 | 127 | 8,247 | 226 | |||||
Total other income (expense), net | 2,661 | (10,209) | 22,609 | (21,252) | |||||
Net loss | (50,465) | (41,748) | (138,575) | (110,796) | |||||
Net loss attributable to noncontrolling interest | (2,010) | (521) | (4,997) | (1,443) | |||||
Cash and cash equivalents | 372,169 | [1] | 824,714 | 372,169 | [1] | 824,714 | $ 884,672 | [1] | |
Property and equipment, net | [1] | 5,560 | 5,560 | 3,271 | |||||
Total assets | [1] | 1,120,241 | 1,120,241 | 1,091,438 | |||||
Total liabilities | [1] | 305,550 | 305,550 | 292,169 | |||||
Variable Interest Entity, Primary Beneficiary | |||||||||
Noncontrolling Interest [Line Items] | |||||||||
Revenue | 1,275 | 265 | 3,388 | 297 | |||||
Cost of revenue | 481 | 243 | 1,193 | 604 | |||||
Gross profit | 794 | 22 | 2,195 | (307) | |||||
Sales and marketing | 1,999 | 780 | 5,251 | 1,630 | |||||
Research and development | 1,898 | 499 | 4,735 | 1,376 | |||||
General and administrative | 3,070 | 621 | 7,363 | 1,984 | |||||
Total operating expenses | 6,967 | 1,900 | 17,349 | 4,990 | |||||
Loss from operations | (6,173) | (1,878) | (15,154) | (5,297) | |||||
Interest income | 193 | 0 | 403 | 0 | |||||
Total other income (expense), net | 1,452 | 7 | 2,464 | 8 | |||||
Net loss before income taxes | (4,528) | (1,871) | (12,287) | (5,289) | |||||
Net loss | (4,528) | (1,871) | (12,287) | (5,289) | |||||
Net loss attributable to noncontrolling interest | (2,010) | $ (521) | (4,997) | $ (1,443) | |||||
Cash and cash equivalents | 55,573 | 55,573 | 14,198 | ||||||
Property and equipment, net | 964 | 964 | 769 | ||||||
Other assets | 2,965 | 2,965 | 2,765 | ||||||
Total assets | 59,502 | 59,502 | 17,732 | ||||||
Total liabilities | $ 4,527 | $ 4,527 | $ 3,663 | ||||||
[1](1) As of October 31, 2022 and January 31, 2022, the condensed consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $59.5 million and $17.7 million, respectively, and liabilities of $4.5 million and $3.7 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of the Company. Refer to “Note 11. Joint Venture and Equity Method Investment” for further discussion. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | Jan. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||||
Provision for (benefit from) income taxes | $ 65 | $ (875) | $ 2,519 | $ 1,370 | |
Loss before income taxes and loss from equity method investment | (49,644) | $ (42,623) | (134,281) | $ (109,426) | |
Unrecognized tax benefits | 5,600 | 5,600 | |||
Unrecognized tax benefits that would effect tax rate | $ 800 | 800 | |||
Interest and penalties recognized | $ 200 | $ 100 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Earning Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2022 | Oct. 31, 2021 | Oct. 31, 2022 | Oct. 31, 2021 | |
Earnings Per Share [Abstract] | ||||
Net loss attributable to GitLab, Basic | $ (48,455) | $ (41,227) | $ (133,578) | $ (109,353) |
Net loss attributable to GitLab, Diluted | $ (48,455) | $ (41,227) | $ (133,578) | $ (109,353) |
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, basic | 148,883,000 | 67,018,000 | 147,812,000 | 57,789,000 |
Weighted-average shares used to compute net loss per share attributable to GitLab Class A and Class B common stockholders, diluted | 148,883,000 | 67,018,000 | 147,812,000 | 57,789,000 |
Net loss per share attributable to GitLab Class A and Class B common stockholders, basic (in USD per share) | $ (0.33) | $ (0.62) | $ (0.90) | $ (1.89) |
Net loss per share attributable to GitLab Class A and Class B common stockholders, diluted (in USD per share) | $ (0.33) | $ (0.62) | $ (0.90) | $ (1.89) |
Net Loss per Share - Schedule_2
Net Loss per Share - Schedule of Potentially Dilutive Securities (Details) - shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Oct. 31, 2022 | Jan. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 22,200 | 21,396 |
Shares subject to outstanding common stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 13,873 | 17,146 |
Unvested RSUs in connection with business combination | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 15 | 16 |
Unvested early exercised stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 268 | 714 |
Unvested RSUs and PSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 7,909 | 3,264 |
Shares subject to the 2021 ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive securities (in shares) | 135 | 256 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 31, 2022 | Jan. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Purchase obligation period | 3 years | |
Purchase obligation | $ 7.4 | |
Purchase subscription | 2.3 | |
Estimate of possible loss | $ 2.5 | $ 2.6 |