0001660134-24-000025 | 10-K | XBRL Viewer

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Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Income Tax Disclosure [Abstract]
Domestic	$ (360)	$ (834)	$ (904)
Foreign	23	33	54
Loss before provision for (benefit from) income taxes	$ (337)	$ (801)	$ (850)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
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-Name Accounting Standards Codification
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+ Details

Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 110	$ 107
Less accumulated depreciation	(62)	(48)
Property and equipment, net	48	59
Depreciation expense	12	12	$ 12
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	18	19
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 92	$ 88

Restructuring and Other Charges

12 Months Ended

Jan. 31, 2024

Restructuring and Related Activities [Abstract]

Restructuring and Other Charges

During the third quarter of fiscal 2023, the Company announced a real estate optimization plan which provided for closing duplicative sites and decommissioning underutilized offices and floors. The Company recognized non-cash lease impairment charges of $14 million in fiscal 2023. In fiscal 2024, the Company recognized an additional $28 million of non-cash lease impairment charges as a result of the real estate optimization plan. The non-cash lease impairment charges represent the amount that the carrying value of the asset groups exceeded their estimated fair values. The asset groups primarily include operating lease right-of-use assets, leasehold improvements, and related property and equipment. To estimate the fair value of the asset group, the Company utilized a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate.

During the fourth quarter of fiscal 2023, the Company approved a restructuring plan (the “2023 Restructuring Plan”) intended to reduce operating expenses and improve profitability. The 2023 Restructuring Plan involved a reduction of the Company’s workforce by approximately 300 full-time employees. The 2023 Restructuring Plan was substantially complete by the first quarter of fiscal 2024 and the Company recognized aggregate restructuring costs of $15 million in the fourth quarter of fiscal 2023.

During the fourth quarter of fiscal 2024, the Company approved a restructuring plan (the “2024 Restructuring Plan”) intended to improve operating efficiencies and profitability. The 2024 Restructuring Plan involves a reduction of the Company’s workforce by approximately 400 full-time employees. The 2024 Restructuring Plan is expected to be substantially complete by the first quarter of fiscal 2025. Aggregate restructuring costs associated with the 2024 Restructuring Plan are estimated to be approximately $24 million. The charges that the Company expects to incur throughout the completion of the 2024 Restructuring Plan are subject to a number of factors and assumptions, including local law requirements in various jurisdictions, and the actual remaining expenses may differ from the original estimates.

Separate from the 2024 Restructuring Plan, the Company recognized $4 million of severance and termination benefit costs related to an insignificant workforce reduction in fiscal 2024.

The following table summarizes the Company’s restructuring and other charges during fiscal 2024 and 2023:


	Year Ended January 31,
	2024		2023
	(dollars in millions)
Severance and termination benefit costs	$	28	$	15
Lease impairment charges	28		14
Total	$	56	$	29

The following table summarizes the Company’s restructuring liability that is included in Accrued expenses and other current liabilities on the consolidated balance sheets:


	Severance and termination benefit costs
	(dollars in millions)
Balance as of January 31, 2022	$	—
Restructuring charges	15
Cash payments	—
Balance as of January 31, 2023	15
Restructuring charges	28
Cash payments	(19)
Balance as of January 31, 2024	$	24

Cash Equivalents and Investments - Narrative (Details)	12 Months Ended
Cash Equivalents and Investments - Narrative (Details)	Jan. 31, 2024 USD ($) investment	Jan. 31, 2023 USD ($) investment
Investments, Debt and Equity Securities [Abstract]
Interest receivable	$ 20,000,000	$ 10,000,000
Number of short-term investments in unrealized loss positions (in investments) \| investment	41	159
Other-than-temporary impairment short term investment	$ 0	$ 0
Strategic investments without a readily determinable fair value	$ 26,000,000	$ 25,000,000

Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross	$ 409	$ 431
Accumulated Amortization	(227)	(190)
Total	182	241
Capitalized internal-use software costs
Finite-Lived Intangible Assets [Line Items]
Gross	48	48
Accumulated Amortization	(17)	(28)
Total	31	20
Purchased developed technology
Finite-Lived Intangible Assets [Line Items]
Gross	220	220
Accumulated Amortization	(134)	(93)
Total	$ 86	$ 127
Weighted average useful life	2 years 2 months 12 days	3 years
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross	$ 116	$ 141
Accumulated Amortization	(62)	(62)
Total	$ 54	$ 79
Weighted average useful life	2 years 6 months	3 years 4 months 24 days
Trade name
Finite-Lived Intangible Assets [Line Items]
Gross	$ 21	$ 21
Accumulated Amortization	(12)	(7)
Total	$ 9	$ 14
Weighted average useful life	2 years 3 months 18 days	3 years 3 months 18 days
Other
Finite-Lived Intangible Assets [Line Items]
Gross	$ 4	$ 1
Accumulated Amortization	(2)	0
Total	$ 2	$ 1

Employee Incentive Plans - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Number of Options (in thousands)
Number of options, outstanding beginning of period (in shares)	6,353
Number of options, exercised (in shares)	(879)
Number of options, expired (in shares)	(211)
Number of options, forfeited (in shares)	(225)
Number of options, outstanding end of period (in shares)	5,038	6,353
Vested and expected to vest, number of options (in shares)	5,038
Vested and exercisable, number of options (in shares)	4,928
Weighted-Average Exercise Price
Options outstanding, weighted average exercise price beginning of period (in dollars per share)	$ 43.92
Options exercised, weighted average exercise price (in dollars per share)	17.04
Options expired, weighted average exercise price (in dollars per share)	233.57
Options forfeited, weighted average exercise price (in dollars per share)	226.21
Options outstanding, weighted average exercise price end of period (in dollars per share)	32.54	$ 43.92
Vested and expected to vest, weighted average exercise price (in dollars per share)	32.54
Vested and exercisable, weighted average exercise price (in dollars per share)	$ 29.12
Additional Disclosures
Options outstanding, weighted average remaining contractual term	3 years 1 month 6 days	4 years 3 months 18 days
Vested and expected to vest, weighted average remaining contractual term	3 years 1 month 6 days
Vested and exercisable, weighted average remaining contractual term	3 years
Options outstanding, aggregate intrinsic value	$ 320	$ 331
Vested and expected to vest, aggregate intrinsic value	320
Vested and exercisable, aggregate intrinsic value	$ 318

Subsequent Events	12 Months Ended
Subsequent Events	Jan. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On February 1, 2024, the Company completed its acquisition of Spera. The acquisition of Spera, an identity security platform provider, is expected to broaden the Company's identity threat detection and security posture management capabilities. The Company provided total net consideration, subject to final adjustments, of approximately $80 million consisting of cash and the Company’s Class A common stock. An agreed upon amount of consideration was deposited into a third party escrow account to secure the indemnification obligations of the selling stockholders. Due to the limited amount of time since closing the transaction, the preliminary allocation of the purchase price is not yet complete. The initial, provisional purchase price allocation, subject to measurement period adjustments, will be provided within the Company's Form 10-Q for the first quarter of fiscal 2025.

Leases - Narrative (Details) $ in Millions	12 Months Ended
Leases - Narrative (Details) $ in Millions	Jan. 31, 2024 USD ($) renewalOption	Jan. 31, 2023 USD ($)
Other Commitments [Line Items]
Number of renewal options \| renewalOption	2
Operating lease renewal term	5 years
Weighted average remaining lease term	4 years 6 months	5 years 1 month 6 days
Weighted average discount rate	5.50%	5.30%
Operating lease payments \| $	$ 47	$ 44
San Francisco - Ten Year Lease
Other Commitments [Line Items]
Operating lease term	10 years

Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 684	$ 677	$ 566
Subscription
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	75	69	49
Professional services and other
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	15	14	12
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	277	275	193
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	156	159	136
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 161	$ 160	$ 176

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Deferred tax liabilities	$ 16	$ 12
Other	14	11
Other liabilities, noncurrent	$ 30	$ 23

Audit Information	12 Months Ended
Audit Information	Jan. 31, 2024
Audit Information [Abstract]
Auditor Name	Ernst & Young LLP
Auditor Location	San Jose, California
Auditor Firm ID	42

Leases - Schedule of Maturities of Operating Leases (Details) $ in Millions	Jan. 31, 2024 USD ($)
Leases [Abstract]
2025	$ 37
2026	33
2027	33
2028	33
2029	25
Total lease payments	161
Less imputed interest	(19)
Total operating lease liabilities	$ 142

Overview and Basis of Presentation (Details)	12 Months Ended
Overview and Basis of Presentation (Details)	Jan. 31, 2024 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	1
Number of reportable segments	1

Subsequent Events (Details) $ in Millions	Feb. 01, 2024 USD ($)
Spera Cybersecurity Ltd \| Subsequent Event
Subsequent Event [Line Items]
Aggregate consideration	$ 80

Convertible Senior Notes, Net - Narrative (Details) $ / shares in Units, $ in Millions		12 Months Ended
	May 15, 2023 tradingDay	Jan. 31, 2024 USD ($) tradingDay $ / shares shares	Jan. 31, 2023 USD ($) shares	Jan. 31, 2022 USD ($) shares	Mar. 01, 2020
Debt Instrument [Line Items]
Gain on early extinguishment of debt \| $		$ 106	$ 0	$ 0
Antidilutive securities excluded from computation of earnings per share (in shares) \| shares		20,652,000	28,819,000	27,573,000
Per share value, shares issuable under warrants granted (in dollars per share) \| $ / shares		$ 68.06
Limitation on sale of common stock, sale price threshold, number of trading days \| tradingDay	80
Shares issuable under warrants granted (in shares) \| shares		1,000,000
Payments for repurchase of warrants \| $		$ 7	$ 0	$ 0
Number of warrants outstanding (in shares) \| shares		0
Convertible debt securities
Debt Instrument [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares) \| shares		0	0	356,000
2025 Notes
Debt Instrument [Line Items]
Initial cap price (in dollars per share) \| $ / shares		$ 255.88
2025 Notes \| Convertible debt securities
Debt Instrument [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares) \| shares		6,000,000
2025 Notes \| Senior Notes
Debt Instrument [Line Items]
Debt repurchased, principal amount \| $		$ 508
Repayments of debt \| $		$ 462
Fixed interest rate					0.125%
Initial conversion rate of common stock		0.0052991
Conversion price (in dollars per share) \| $ / shares		$ 188.71
Limit within threshold of consecutive trading days \| tradingDay		20
Limitation on sale of common stock, sale price threshold, trading period \| tradingDay		30
Sales price as a percentage of conversion price		130.00%
Number of consecutive business days \| tradingDay		5
Percentage of closing sale price in excess of convertible notes		98.00%
Redemption price percentage		100.00%
Effective interest rate		0.43%	0.43%	4.10%
2026 Notes
Debt Instrument [Line Items]
Redemption price percentage		130.00%
Initial cap price (in dollars per share) \| $ / shares		$ 360.14
2026 Notes \| Convertible debt securities
Debt Instrument [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares) \| shares		5,000,000
2026 Notes \| Senior Notes
Debt Instrument [Line Items]
Debt repurchased, principal amount \| $		$ 542
Repayments of debt \| $		475
Gain on early extinguishment of debt \| $		$ 106
Fixed interest rate		0.375%
Initial conversion rate of common stock		0.0041912
Conversion price (in dollars per share) \| $ / shares		$ 238.60
Limit within threshold of consecutive trading days \| tradingDay		20
Limitation on sale of common stock, sale price threshold, trading period \| tradingDay		30
Sales price as a percentage of conversion price		130.00%
Number of consecutive business days \| tradingDay		5
Percentage of closing sale price in excess of convertible notes		98.00%
Redemption price percentage		100.00%
Effective interest rate		0.60%	0.60%	5.75%

Employee Incentive Plans (Tables)

12 Months Ended

Jan. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-based Compensation Expense by Award Type

Stock-based compensation expense by award type was as follows:


	Year Ended January 31,
		2024		2023		2022
		(dollars in millions)
Stock options		$	45	$	82	$	132
RSUs		502		464		335
ESPP		26		19		15
Restricted stock awards		111		112		84

Total		$	684	$	677	$	566

Schedule of Stock-based Compensation Expense by Statement of Operations Location

Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Cost of revenue:
Subscription	$	75	$	69	$	49
Professional services and other	15		14		12
Research and development	277		275		193
Sales and marketing	156		159		136
General and administrative	161		160		176
Total	$	684	$	677	$	566

Schedule of Stock Option Activity

A summary of stock option activity and related information was as follows:


	Number of Options (in thousands)	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in millions)
















Outstanding as of January 31, 2023	6,353	$	43.92	4.3	$	331

Exercised	(879)	17.04
Expired	(211)	233.57
Forfeited	(225)	226.21
Outstanding as of January 31, 2024	5,038	$	32.54	3.1	$	320
As of January 31, 2024
Vested and expected to vest	5,038	$	32.54	3.1	$	320
Vested and exercisable	4,928	$	29.12	3.0	$	318

Schedule of Nonvested Restricted Stock Units Activity

A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:


	Number of RSUs (in thousands)	Weighted-Average Grant Date Fair Value Per Share
Outstanding as of January 31, 2023	9,375	$	143.77
Granted	5,644	81.80
Vested	(4,107)	133.88
Forfeited	(1,832)	137.28
Outstanding as of January 31, 2024	9,080	$	111.03

Schedule of ESPP Black-Scholes Option Pricing Model Estimated Fair Value Assumptions

The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:


	Year Ended January 31,
	2024	2023	2022
Expected volatility	46% - 74%	63% - 90%	44% - 48%
Expected term (in years)	0.5 - 1.0	0.5 - 1.0	0.5 - 1.0
Risk-free interest rate	4.84% - 5.41%	2.46% - 4.67%	0.06% - 0.29%
Expected dividend yield	—	—	—

Goodwill and Intangible Assets, net - Narrative (Details) - USD ($)	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 5,406,000,000	$ 5,400,000,000
Goodwill impairments	0	0	$ 0
Amortization expense	$ 87,000,000	$ 93,000,000	$ 69,000,000

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Millions	Total	Settlement of convertible senior notes	Adjustment	Common Stock Class A Common Stock	Common Stock Class A Common Stock Conversion of Class B common stock to Class A common stock	Common Stock Class A Common Stock Settlement of convertible senior notes	Common Stock Class B Common Stock	Common Stock Class B Common Stock Conversion of Class B common stock to Class A common stock	Additional Paid-in Capital	Additional Paid-in Capital Settlement of convertible senior notes	Additional Paid-in Capital Adjustment	Accumulated Other Comprehensive Loss	Accumulated Deficit	Accumulated Deficit Adjustment
Beginning balance (in shares) at Jan. 31, 2021				122,824			8,159
Beginning balance at Jan. 31, 2021	$ 693			$ 0			$ 0		$ 1,656			$ 5	$ (968)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in connection with business combinations (in shares)				19,190
Issuance of common stock in connection with business combinations	5,409								5,409
Issuance (forfeiture) of common stock in connection with business combinations subject to future vesting (in shares)				1,269
Issuance of common stock upon exercise of stock options and other activity, net (in shares)				2,552			2
Issuance of common stock upon exercise of stock options and other activity, net	54								54
Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)				186
Issuance of common stock under employee stock purchase plan, net of cancellations	36								36
Issuance of common stock for settlement of restricted stock units (in shares)				2,294
Issuance of common stock pursuant to charitable donation (in shares)				30
Issuance of common stock pursuant to charitable donation	7								7
Conversion of convertible securities (in shares)				1,183		476	(1,183)
Settlement of convertible senior notes		$ 21								$ 21
Proceeds from hedges related to convertible senior notes (in shares)				(380)
Stock-based compensation	567								567
Other comprehensive loss (income)	(17)											(17)
Net loss	(848)			$ (806)			$ (42)						(848)
Ending balance (in shares) at Jan. 31, 2022				149,624			6,978
Ending balance at Jan. 31, 2022	$ 5,922		$ (372)	$ 0			$ 0		7,750		$ (528)	(12)	(1,816)	$ 156
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Accounting Standards Update [Extensible Enumeration]	Accounting Standards Update 2020-06 [Member]
Issuance (forfeiture) of common stock in connection with business combinations subject to future vesting (in shares)				(14)
Issuance of common stock upon exercise of stock options and other activity, net (in shares)				965			451
Issuance of common stock upon exercise of stock options and other activity, net	$ 17								17
Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)				492
Issuance of common stock under employee stock purchase plan, net of cancellations	31								31
Issuance of common stock for settlement of restricted stock units (in shares)				2,555
Issuance of common stock pursuant to charitable donation (in shares)				42
Issuance of common stock pursuant to charitable donation	4								4
Conversion of convertible securities (in shares)					129	356		(129)
Settlement of convertible senior notes		$ 17								$ 17
Proceeds from hedges related to convertible senior notes (in shares)				(140)
Stock-based compensation	683								683
Other comprehensive loss (income)	(21)											(21)
Net loss	(815)			$ (778)			$ (37)						(815)
Ending balance (in shares) at Jan. 31, 2023				154,009			7,300
Ending balance at Jan. 31, 2023	$ 5,466			$ 0			$ 0		7,974			(33)	(2,475)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance (forfeiture) of common stock in connection with business combinations subject to future vesting (in shares)				(5)
Issuance of common stock upon exercise of stock options and other activity, net (in shares)	879			879
Issuance of common stock upon exercise of stock options and other activity, net	$ 15								15
Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)				794
Issuance of common stock under employee stock purchase plan, net of cancellations	46								46
Issuance of common stock for settlement of restricted stock units (in shares)				4,107
Issuance of common stock pursuant to charitable donation (in shares)				75
Issuance of common stock pursuant to charitable donation	6								6
Conversion of convertible securities (in shares)					9			(9)
Proceeds from hedges related to convertible senior notes (in shares)				(33)
Stock-based compensation	690								690
Settlement of warrants	(7)								(7)
Other comprehensive loss (income)	27											27
Net loss	(355)			$ (339)			$ (16)						(355)
Ending balance (in shares) at Jan. 31, 2024				159,835			7,291
Ending balance at Jan. 31, 2024	$ 5,888			$ 0			$ 0		$ 8,724			$ (6)	$ (2,830)

Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Cash and Cash Equivalents [Line Items]
Amortized Cost	$ 2,017	$ 2,473
Unrealized Gain	3	0
Unrealized Loss	(1)	(24)
Estimated Fair Value	2,019	2,449
Cash and cash equivalents
Cash and Cash Equivalents [Line Items]
Amortized Cost	151	133
Unrealized Gain	0	0
Unrealized Loss	0	0
Estimated Fair Value	151	133
Cash and cash equivalents \| Money market funds
Cash and Cash Equivalents [Line Items]
Amortized Cost	151	133
Unrealized Gain	0	0
Unrealized Loss	0	0
Estimated Fair Value	151	133
Short-term investments (Available-for-sale):
Cash and Cash Equivalents [Line Items]
Amortized Cost	1,866	2,340
Unrealized Gain	3	0
Unrealized Loss	(1)	(24)
Estimated Fair Value	1,868	2,316
Short-term investments (Available-for-sale): \| U.S. treasury securities
Cash and Cash Equivalents [Line Items]
Amortized Cost	1,782	2,207
Unrealized Gain	3	0
Unrealized Loss	(1)	(22)
Estimated Fair Value	1,784	2,185
Short-term investments (Available-for-sale): \| Corporate debt securities
Cash and Cash Equivalents [Line Items]
Amortized Cost	43	133
Unrealized Gain	0	0
Unrealized Loss	0	(2)
Estimated Fair Value	43	$ 131
Short-term investments (Available-for-sale): \| Certificates of Deposit
Cash and Cash Equivalents [Line Items]
Amortized Cost	41
Unrealized Gain	0
Unrealized Loss	0
Estimated Fair Value	$ 41

Insider Trading Arrangements	3 Months Ended	12 Months Ended
Insider Trading Arrangements	Jan. 31, 2024 shares	Jan. 31, 2024 shares
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Shellye Archambeau [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On December 14, 2023, Shellye Archambeau, a director of the Company, adopted a Rule 10b5-1 trading arrangement (the "10b5-1 Plan") that is intended to satisfy the affirmative defense of Rule 10b501(c) of the Exchange Act. The 10b5-1 Plan allows for the sale of up to 5,000 shares of our Class A common stock, commencing on March 14, 2024 and continuing until all shares are sold or until June 15, 2024, whichever comes first.
Name	Shellye Archambeau
Title	director
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	December 14, 2023
Arrangement Duration	93 days
Aggregate Available	5,000	5,000

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Cash flows from operating activities:
Net loss	$ (355)	$ (815)	$ (848)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation	684	677	566
Depreciation, amortization and accretion	84	114	108
Amortization of debt issuance costs	3	6	86
Amortization of deferred commissions	104	84	57
Deferred income taxes	6	7	(6)
Lease impairment charges	28	14	0
Gain on early extinguishment of debt	(106)	0	0
Net gain on strategic investments	0	(1)	(8)
Other, net	10	7	9
Changes in operating assets and liabilities:
Accounts receivable	(79)	(87)	(175)
Deferred commissions	(158)	(122)	(171)
Prepaid expenses and other assets	(32)	(13)	(7)
Operating lease right-of-use assets	23	27	23
Accounts payable	0	(6)	7
Accrued compensation	68	(44)	50
Accrued expenses and other liabilities	21	8	21
Operating lease liabilities	(39)	(34)	(24)
Deferred revenue	250	264	416
Net cash provided by operating activities	512	86	104
Cash flows from investing activities:
Capitalized software	(15)	(9)	(4)
Purchases of property and equipment	(8)	(12)	(13)
Purchases of securities available for sale and other	(1,709)	(1,411)	(1,847)
Proceeds from maturities and redemption of securities available for sale	2,134	1,308	1,482
Proceeds from sales of securities available for sale and other	62	0	230
Payments for business acquisitions, net of cash acquired	(22)	(4)	(215)
Purchases of intangible assets	(1)	(2)	0
Net cash provided by (used in) investing activities	441	(130)	(367)
Cash flows from financing activities:
Payments for repurchases of convertible senior notes	(937)	0	0
Payments for warrants related to convertible senior notes	(7)	0	0
Proceeds from stock option exercises	15	17	53
Proceeds from shares issued in connection with employee stock purchase plan	46	31	36
Net cash provided by (used in) financing activities	(883)	48	89
Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash	1	(6)	(2)
Net increase (decrease) in cash, cash equivalents and restricted cash	71	(2)	(176)
Cash, cash equivalents and restricted cash at beginning of year	271	273	449
Cash, cash equivalents and restricted cash at end of year	342	271	273
Cash paid during the period for:
Interest	5	6	6
Income taxes	14	8	3
Non-cash investing and financing activities:
Issuance of common stock and value of equity awards assumed in connection with business combination	0	0	5,409
Issuance of common stock for repurchases and conversions of convertible senior notes	0	47	126
Benefit from exercise of hedges related to convertible senior notes	2	18	92
Operating lease right-of-use assets exchanged for lease liabilities	11	11	22
Reconciliation of cash, cash equivalents, and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above:
Cash and cash equivalents	334	264	260
Restricted cash, current included in prepaid expenses and other current assets	2	0	5
Restricted cash, noncurrent included in other assets	6	7	8
Total cash, cash equivalents and restricted cash	$ 342	$ 271	$ 273

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Allowance for accounts receivable	$ 6	$ 8
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	100,000,000	100,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Class A Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, issued (in shares)	159,835,000	154,009,000
Common stock, outstanding (in shares)	159,835,000	154,009,000
Class B Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	120,000,000	120,000,000
Common stock, issued (in shares)	7,291,000	7,300,000
Common stock, outstanding (in shares)	7,291,000	7,300,000

Geographical Information (Details) - USD ($) $ in Millions	12 Months Ended
Geographical Information (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Segment Reporting Information [Line Items]
Total revenue	$ 2,263	$ 1,858	$ 1,300
United States
Segment Reporting Information [Line Items]
Total revenue	1,783	1,456	1,036
International
Segment Reporting Information [Line Items]
Total revenue	$ 480	$ 402	$ 264

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479941/924-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-30

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Section 50
-Paragraph 32
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-4

+ Details

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Jan. 31, 2024

Accounting Policies [Abstract]

Schedule of Property Plant and Equipment Estimated Useful Life

The useful lives of property and equipment are as follows:


			Useful lives
Computers and equipment			3 years
Furniture and fixtures			7 years
Leasehold improvements			Shorter of estimated useful life or remaining lease term

Property and equipment consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)

Furniture and fixtures	$	18	$	19
Leasehold improvements	92		88
Property and equipment, gross	110		107
Less accumulated depreciation	(62)		(48)
Property and equipment, net	$	48	$	59

Overview and Basis of Presentation	12 Months Ended
Overview and Basis of Presentation	Jan. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Overview and Basis of Presentation	Overview and Basis of Presentation Description of Business Okta, Inc. (the “Company”) is the leading independent identity partner. The Company’s Workforce Identity Cloud and Customer Identity Cloud, powered by Auth0, enable customers to securely connect the right people to the right technologies and services at the right time. Employees and contractors sign into the Workforce Identity Cloud to seamlessly and securely access the applications they need to do their most important work. Organizations use the Company’s Identity Platform to collaborate with their partners, and to provide their customers with more modern and secure experiences in the cloud and via mobile devices. Developers leverage the Workforce Identity Cloud and Customer Identity Cloud to securely and efficiently embed identity into the software they build, allowing them to innovate and focus on their core missions. The Company is headquartered in San Francisco, California. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"). All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As a result, the Company operates in one reportable segment. The Company’s fiscal year ends on January 31. References to fiscal 2024, for example, refer to the fiscal year ended January 31, 2024. Certain prior period amounts have been reclassified to conform to the current period presentation. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation. Foreign Currency The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive loss within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2024, 2023 or 2022. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.

Commitments and Contingencies (Details)	1 Months Ended
Commitments and Contingencies (Details)	Dec. 13, 2022 plaintiff	Jan. 31, 2024 USD ($)	Jan. 31, 2023 USD ($)
Derivative Lawsuit
Other Commitments [Line Items]
Number of plaintiffs \| plaintiff	2
Letter of Credit
Other Commitments [Line Items]
Letters of credit issued and outstanding		$ 7,000,000	$ 6,000,000
Draws on letters of credit		$ 0

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Deferred Revenue and Performance Obligations	12 Months Ended
Deferred Revenue and Performance Obligations	Jan. 31, 2024
Revenue from Contract with Customer [Abstract]
Deferred Revenue and Performance Obligations	Deferred Revenue and Performance Obligations Deferred Revenue Deferred revenue, which is a contract liability, consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s contracts with customers and is recognized as the revenue recognition criteria are met. Subscription revenue recognized during fiscal 2024 and 2023 included $1,229 million and $952 million, respectively, from deferred revenue balances at the beginning of the respective periods. Professional services and other revenue recognized in fiscal 2024 and 2023 from deferred revenue balances at the beginning of the respective periods was $10 million and $14 million, respectively. Transaction Price Allocated to the Remaining Performance Obligations Transaction price allocated to the remaining performance obligations represents all future, non-cancelable contracted revenue that has not yet been recognized, inclusive of deferred revenue that has been invoiced and non-cancelable amounts that will be invoiced and recognized as revenue in future periods. Total remaining non-cancelable performance obligations under subscription contracts with customers was approximately $3,385 million as of January 31, 2024. Of this amount, the Company expects to recognize revenue of approximately $1,952 million, or 58%, over the next 12 months, with the balance to be recognized as revenue thereafter. Remaining performance obligations for professional services and other contracts as of January 31, 2024 were not material.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Restructuring and Other Charges (Tables)

12 Months Ended

Jan. 31, 2024

Restructuring and Related Activities [Abstract]

Summary of Restructuring and Other Charges

The following table summarizes the Company’s restructuring and other charges during fiscal 2024 and 2023:


	Year Ended January 31,
	2024		2023
	(dollars in millions)
Severance and termination benefit costs	$	28	$	15
Lease impairment charges	28		14
Total	$	56	$	29

Schedule of Restructuring Reserve

The following table summarizes the Company’s restructuring liability that is included in Accrued expenses and other current liabilities on the consolidated balance sheets:


	Severance and termination benefit costs
	(dollars in millions)
Balance as of January 31, 2022	$	—
Restructuring charges	15
Cash payments	—
Balance as of January 31, 2023	15
Restructuring charges	28
Cash payments	(19)
Balance as of January 31, 2024	$	24

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Deferred tax assets:
Net operating loss carryforwards	$ 716	$ 817
Capitalized research expenditures	268	189
Stock-based compensation	41	52
Operating lease liabilities	36	43
Other reserves and accruals	21	31
Research and development and other credits	125	113
Total deferred tax assets	1,207	1,245
Valuation allowance	(1,087)	(1,078)
Total deferred tax assets, net	120	167
Deferred tax liabilities:
Deferred commissions	(67)	(77)
Other deferred tax liabilities	(5)	(5)
Operating lease right-of-use assets	(21)	(31)
Depreciation and amortization	(35)	(56)
Total deferred tax liabilities	(128)	(169)
Net deferred tax liability	$ (8)	$ (2)

Common Stock and Stockholders' Equity (Tables)

12 Months Ended

Jan. 31, 2024

Equity [Abstract]

Schedule of Common Stock Reserved for Future Issuance

As of January 31, 2024, shares of common stock reserved for future issuance were as follows:


			As of January 31, 2024

			(shares in thousands)
Options and unvested RSUs outstanding			14,118
Available for future stock option and RSU grants			29,868
Available for ESPP			7,651
			51,637

Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Numerator:
Net loss	$ (355)	$ (815)	$ (848)
Denominator:
Weighted-average shares used to compute net loss per share, basic (in shares)	163,634	158,023	148,036
Weighted-average shares used to compute net loss per share, diluted (in shares)	163,634	158,023	148,036
Net loss per share, basic (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Net loss per share, diluted (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Class A Common Stock
Denominator:
Weighted-average shares used to compute net loss per share, basic (in shares)	156,335	150,891	140,684
Weighted-average shares used to compute net loss per share, diluted (in shares)	156,335	150,891	140,684
Net loss per share, basic (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Net loss per share, diluted (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Class B Common Stock
Denominator:
Weighted-average shares used to compute net loss per share, basic (in shares)	7,299	7,132	7,352
Weighted-average shares used to compute net loss per share, diluted (in shares)	7,299	7,132	7,352
Net loss per share, basic (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Net loss per share, diluted (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Common Stock \| Class A Common Stock
Numerator:
Net loss	$ (339)	$ (778)	$ (806)
Common Stock \| Class B Common Stock
Numerator:
Net loss	$ (16)	$ (37)	$ (42)

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Jan. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Letters of Credit In conjunction with the execution of certain office space operating leases, letters of credit in the aggregate amount of $7 million and $6 million were issued and outstanding as of January 31, 2024 and January 31, 2023, respectively. No draws have been made under such letters of credit. Legal Matters From time to time in the normal course of business, the Company may be subject to various legal matters such as threatened or pending claims or proceedings. On May 20, 2022, a purported shareholder filed a putative class action lawsuit in the United States District Court for the Northern District of California against the Company and certain of its executive officers, captioned In re Okta, Inc. Securities Litigation, No. 3:22-cv-02990. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Exchange Act, alleging that the defendants made false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuit seeks an order certifying the lawsuit as a class action and unspecified damages. The defendants moved to dismiss the amended complaint. On March 31, 2023, the court issued an order granting in part and denying in part the motion to dismiss. The court dismissed in full the claims based on the plaintiff’s allegations related to the Company’s cybersecurity controls and vulnerability to data breaches, and dismissed in part and denied in part the claims based on allegations related to the Auth0 integration. On November 1, 2023, the plaintiffs filed a motion for class certification, on January 17, 2024, the defendants filed a notice of non-opposition to the motion, and on February 5, 2024, the court granted the motion. The court has not otherwise issued a scheduling order, and discovery is proceeding. Additionally, two purported shareholders filed derivative lawsuits on behalf of the Company in the United States District Court for the Northern District of California against certain of its current and former executive officers and directors, captioned O’Dell v. McKinnon et al., No. 3:22-cv-07480 (filed Nov. 28, 2022), and LR Trust v. McKinnon et al., No. 3:22-cv-08627 (filed Dec. 13, 2022). The lawsuits allege, among other things, that the defendants breached their fiduciary duties by making false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuits seek orders permitting the plaintiffs to maintain the actions derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants, and requiring the Company to make certain reforms to its corporate governance and controls. On February 22, 2023, the court entered a stipulated order consolidating the derivative actions, appointing co-lead counsel for plaintiffs, and staying the consolidated derivative actions during the pendency of the motion to dismiss in the securities class action lawsuit. The consolidated derivative action is captioned In re Okta, Inc. Stockholder Derivative Litigation, No. 3:22-cv-07480. On May 9, 2023, the court entered a stipulated order continuing the stay through the close of discovery in the securities class action lawsuit. On April 14, 2023, another shareholder filed a substantially similar derivative lawsuit in the United States District Court for the District of Delaware against certain of the Company’s current and former executive officers and directors, captioned Buono v. McKinnon et al., No. 1:23-cv-00413. On May 31, 2023, the court entered a stipulated order whereby the defendants agreed to accept service and stay the derivative action through the close of discovery in the securities class action lawsuit. On January 25, 2024, another shareholder filed a substantially similar derivative lawsuit in the United States District Court for the District of Delaware against certain of the Company’s current and former executive officers and directors, captioned Nasr v. McKinnon, et al., No. 1:24-cv-00106. The Company is defending these lawsuits vigorously. At this time, the Company is unable to predict the outcome or estimate the amount of loss or range of losses that could potentially result from these lawsuits. Warranties and Indemnification The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these obligations. The Company has entered into service-level agreements with a majority of its customers defining levels of uptime reliability and performance and permitting certain customers to receive credits for paid amounts related to subscription services when the Company fails to meet the defined levels of uptime. In very limited instances, the Company allows customers to early terminate their agreements in the event that the Company fails to meet those levels as they may constitute a breach of contract. If the customer did terminate, they would receive a refund of prepaid unused subscription fees. To date, the Company has not experienced any significant failures to meet defined levels of uptime reliability and performance as a result of those agreements and, as a result, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these warranties. Agreements with customers and other third parties may include indemnification or other provisions under which the Company agrees to indemnify or otherwise be liable to them for losses suffered or incurred as a result of claims of intellectual property infringement, damages caused by us to property or persons, or other liabilities relating to or arising from the use of the Company’s platform or other acts or omissions. The Company cannot reasonably estimate potential payment obligations as a result of indemnification claims because it cannot predict when and under what circumstances they may be incurred. As a result, no material liabilities have been recognized in the accompanying consolidated financial statements related to these indemnification obligations.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Jan. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP").

Principles of Consolidation

All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As a result, the Company operates in one reportable segment.

Fiscal Period

The Company’s fiscal year ends on January 31. References to fiscal 2024, for example, refer to the fiscal year ended January 31, 2024.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period presentation.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation.

Foreign Currency

The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive loss within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2024, 2023 or 2022. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.

Revenue Recognition, Deferred Revenue, Remaining Performance Obligations and Cost of Revenue

Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platform through arrangements that are generally one to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.

Revenue recognition is determined through the following steps:

•Identification of the contract, or contracts, with a customer;

•Identification of the performance obligations in the contract;

•Determination of the transaction price;

•Allocation of the transaction price to the performance obligations in the contract; and

•Recognition of revenue when, or as, the performance obligations are satisfied.

The Company recognizes revenue net of any applicable value added or sales tax.

Subscription Revenue

Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.

Professional Services Revenue

Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.

Contracts with Multiple Performance Obligations

Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price ("SSP") basis.

The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.

Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.

Deferred Commissions

Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology and other factors.

Sales commissions for renewal contracts (which are not considered commensurate with sales commissions for new revenue contracts and incremental sales to existing customers) are deferred and then amortized on a straight-line basis over the related period of benefit, which is generally two years, as determined by considering the average contractual term for renewal contracts.

Sales commissions capitalized as contract costs totaled $158 million and $121 million in fiscal 2024 and 2023, respectively. Amortization of contract costs was $104 million, $84 million and $57 million in fiscal 2024, 2023 and 2022, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.

Research and Development

Research and development expense incurred in the normal course of business is expensed as incurred.

Software Development Costs

Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.

Advertising Expenses

Advertising costs are expensed as incurred.

Restructuring and Other Charges

Restructuring generally includes significant actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.

Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.

Stock-Based Compensation

The Company's equity incentive plans provide for granting stock options, restricted stock units ("RSUs"), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an employee stock purchase program ("ESPP") to eligible employees.

Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period.

The fair value of each option and ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the requisite service period for options, and over the offering period for ESPP awards. The expected term of the Company’s stock options, which were last granted to employees in fiscal 2022, was determined utilizing the simplified method due to lack of historical exercise data. No options were granted in fiscal

2024 and 2023. The expected volatility was determined using a weighted-average of the historical volatility measures of a group of guideline companies and the Company's own historical volatility. The risk-free interest rate was based on the U.S. Treasury yield in effect at the time of grant for a period consistent with the expected term of the award. The expected dividend was assumed to be zero as the Company has never declared or paid any cash dividends and do not currently intend to declare dividends in the foreseeable future.

The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally three to four years.

The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.

The assumptions used to determine the fair value of the stock awards represent management's best estimates. These estimates involve inherent uncertainties and the application of management's judgment. Forfeitures are accounted for as they occur.

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.

The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.

The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2024 and 2023.

Short-Term Investments

The Company’s short-term investments comprise of U.S. treasury securities, corporate debt securities and certificates of deposit. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets.

Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors.

The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest income and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest income and other, net in the consolidated statements of operations.

Strategic Investments

The Company's strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.

In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires significant Company judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.

Accounts Receivable and Allowances

Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.

Property and Equipment

Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.

The useful lives of property and equipment are as follows:


			Useful lives
Computers and equipment			3 years
Furniture and fixtures			7 years
Leasehold improvements			Shorter of estimated useful life or remaining lease term

Business Combinations

Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill.

The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, person hours required in recreating certain acquired technologies, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s product portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.

Goodwill and Other Long-Lived Assets

Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.

Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company’s reporting unit is less than the carrying amount, including goodwill. The Company also has the option, which the Company has elected, to bypass the qualitative assessment, and perform the quantitative assessment. The quantitative assessment involves comparing the fair value of the reporting unit to its carrying value, including goodwill. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. No goodwill impairments were recorded during the years presented based on the assessments performed.

Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.

Operating Leases and Incremental Borrowing Rate

The Company leases office space under operating leases with expiration dates through 2029. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. The estimation of the incremental borrowing rate is based on an estimate of the Company's unsecured borrowing rate, adjusted for tenor and collateralized security features. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.

For leases with a lease term of 12 months or less ("short-term leases"), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.

Loss Contingencies

The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.

Concentrations of Risk

Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company's policy is designed to limit exposure from any particular issuer or institution.

Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company's accounts receivable balance or total revenue.

The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company's service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.

Net Loss per Share

The Company computes basic and diluted net loss per share attributable to common stockholders for Class A and Class B common stock using the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is computed by dividing the net loss

attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.

Diluted earnings per share attributable to common stockholders is computed by giving effect to all potential shares of common stock, including shares underlying convertible senior notes and warrants, unvested RSUs, outstanding stock options, unvested common stock and restricted stock issued in connection with certain business combinations, and ESPP obligations, to the extent they are dilutive. As the Company has reported losses for all periods presented, all potentially dilutive securities are antidilutive and accordingly, basic net loss per share equals diluted net loss per share.

The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights.

Recent Accounting Pronouncements Not Yet Adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance which requires disclosure of incremental segment information on an annual and interim basis. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. The Company is currently evaluating the impact of this Accounting Standards Update ("ASU"), and intends to adopt this guidance in fiscal 2025.

In December 2023, the FASB issued guidance to provide disaggregated income tax disclosures on the rate reconciliation and income taxes paid. This guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this ASU.

Employee Incentive Plans - Narrative (Details) $ / shares in Units, $ in Millions	1 Months Ended		12 Months Ended
	Mar. 31, 2023 $ / shares shares	Mar. 31, 2022 $ / shares shares	Jan. 31, 2024 USD ($) numberOfIncentivePlan offering_period $ / shares shares	Jan. 31, 2023 USD ($) $ / shares shares	Jan. 31, 2022 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of equity incentive plans \| numberOfIncentivePlan			2
Options to purchase common stock outstanding (in shares) \| shares			5,038,000	6,353,000
Number of options, granted (in shares) \| shares			0	0
Weighted average grant date fair value of options granted (in dollars per share) \| $ / shares					$ 211.58
Grant date fair value of vested stock options			$ 48	$ 104	$ 314
Intrinsic value of options exercised			57	108	545
Unrecognized stock-based compensation expense			16	90
Issuance of common stock under employee stock purchase plan, net of cancellations			46	31	36
Defined contribution plan, employer contribution amount			$ 19	$ 21
Issued and outstanding stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period (years)			10 years
Vesting period			4 years
Weighted average stock-based compensation recognition period			10 months 24 days	10 months 24 days
Issued and outstanding stock options \| Vesting tranche one
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period			1 year
Vesting percentage earned by employees after each completed year of service			25.00%
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average stock-based compensation recognition period			2 years 2 months 12 days
Number of shares granted in period \| shares			5,644,041
Grants in period, aggregate fair value			$ 462
Unrecognized compensation costs related to unvested restricted stock units			898	$ 1,200
Fair value of units vested			$ 335	229	$ 531
Granted (in dollars per share) \| $ / shares			$ 81.80
Market-Based RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years	3 years
Number of shares granted in period \| shares	192,843	58,150
Granted (in dollars per share) \| $ / shares	$ 149.78	$ 244.73
Market-Based RSUs \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Earn rate, percent of shares granted	0.00%	0.00%
Market-Based RSUs \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Earn rate, percent of shares granted	200.00%	200.00%
Market-Based RSUs \| Vesting tranche one
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage earned by employees after each completed year of service	33.00%	33.00%
Market-Based RSUs \| Vesting tranche two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage earned by employees after each completed year of service	33.00%	33.00%
Market-Based RSUs \| Vesting tranche three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage earned by employees after each completed year of service	33.00%	33.00%
Unvested RSAs issued and outstanding \| Auth0 and atSpoke
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					3 years
Weighted average stock-based compensation recognition period			3 months 18 days
Number of shares granted in period \| shares					1,269,008
Unrecognized compensation costs related to unvested restricted stock units			$ 29
Granted (in dollars per share) \| $ / shares					$ 268.98
Shares committed under the ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average stock-based compensation recognition period			10 months 24 days
Unrecognized compensation costs related to unvested restricted stock units			$ 16	$ 26
ESPP offering period			12 months
Number of offering periods \| offering_period			2
ESPP length of purchase period			6 months
Number of shares issued under ESPP \| shares			793,739	491,965
Weighted average price, shares issued under ESPP (in dollars per share) \| $ / shares			$ 57.84	$ 63.97
2017 Equity Incentive Plan \| Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options to purchase common stock outstanding (in shares) \| shares			1,013,961
2017 Equity Incentive Plan \| Class B Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options to purchase common stock outstanding (in shares) \| shares			4,024,169

Geographical Information

12 Months Ended

Jan. 31, 2024

Segment Reporting [Abstract]

Geographical Information

Revenue by location is determined by the billing address of the customer. The following table sets forth revenue by geographic area:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
United States	$	1,783	$	1,456	$	1,036
International	480		402		264
Total	$	2,263	$	1,858	$	1,300

Other than the United States, no individual country exceeded 10% of total revenue for fiscal 2024, 2023 and 2022.

Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of January 31, 2024 and 2023, substantially all of the Company's long-lived assets, which primarily consist of property and equipment and operating lease right-of-use assets, were located in the United States.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Income Taxes - Reconciliation of Effective Income Tax Rate (Details)	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Income Tax Disclosure [Abstract]
Tax at federal statutory rate	21.00%	21.00%	21.00%
State income taxes, net of federal benefit	4.00%	3.60%	3.90%
Change in valuation allowance	(4.70%)	(9.90%)	(36.10%)
Stock-based compensation	(30.10%)	(12.30%)	8.40%
Research and development credits	5.30%	2.60%	3.60%
Non-deductible expenses	0.00%	(5.40%)	0.00%
Other, net	(0.80%)	(1.20%)	(0.60%)
Effective tax rate	(5.30%)	(1.60%)	0.20%

Convertible Senior Notes, Net

12 Months Ended

Jan. 31, 2024

Debt Disclosure [Abstract]

Convertible Senior Notes, Net

Convertible Senior Notes

The 2025 Notes and 2026 Notes are recorded at face value less unamortized debt issuance costs.

During fiscal 2024, the Company repurchased $508 million principal amount of the 2025 Notes for $462 million in cash and $542 million principal amount of the 2026 Notes for $475 million in cash, resulting in an aggregate gain on early extinguishment of debt of $106 million.

2025 Convertible Senior Notes

The 2025 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.125% per year. Interest is payable in cash semi-annually in arrears on March 1 and September 1 of each year, beginning on March 1, 2020. The 2025 Notes mature on September 1, 2025 unless earlier redeemed, repurchased or converted.

The terms of the 2025 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2025 Indenture"). Upon conversion, the 2025 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.

The 2025 Notes are convertible at an initial conversion rate of 5.2991 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equal to an initial conversion price of approximately $188.71 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2025 Indenture. Prior to the close of business on the business day immediately preceding June 1, 2025, holders of the 2025 Notes may convert all or a portion of their 2025 Notes only in multiples of $1,000 principal amount, under the following circumstances:

•during any fiscal quarter commencing after the fiscal quarter ending on January 31, 2020 (and only during such fiscal quarter), if the last reported sale price of Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2025 Notes on each applicable trading day;

•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2025 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of Class A common stock and the conversion rate on such trading day;

•if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or

•upon the occurrence of specified corporate events, as described in the 2025 Indenture.

On or after June 1, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2025 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2024, the conditions allowing holders of the 2025 Notes to convert during the three months ending April 30, 2024 were not met, and as a result, the 2025 Notes were classified as noncurrent liabilities as of January 31, 2024.

The Company may redeem for cash all or any portion of the 2025 Notes, at its option, on or after September 6, 2022, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on and including the trading day preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.

Holders of the 2025 Notes who convert their 2025 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2025 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2025 Indenture), holders of the 2025 Notes may require the Company to repurchase all or a portion of their 2025 Notes at a price equal to 100% of the principal amount of the 2025 Notes being repurchased, plus any accrued and unpaid interest.

During fiscal 2024 and 2023, the effective interest rate on the 2025 Notes was 0.43%. During fiscal 2022, prior to the adoption of ASU No. 2020-06, the effective interest rate on the liability component of the 2025 Notes was 4.10%. The following table sets forth total interest expense recognized related to the 2025 Notes:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Contractual interest expense	$	1	$	1	$	1
Amortization of debt issuance costs	2		3		2
Amortization of debt discount(1)	—		—		36
Total	$	3	$	4	$	39

(1) Not applicable subsequent to the adoption of ASU No. 2020-06.

The net carrying amount of the 2025 Notes consisted of the following:


	As of January 31, 2024		As of January 31, 2023
	(dollars in millions)
Principal	$	552	$	1,060
Less: unamortized debt issuance costs and debt discount	(3)		(8)
Net carrying amount	$	549	$	1,052

2025 Capped Calls

In connection with the pricing of the 2025 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2025 Capped Calls are purchased call options that give the Company the option to purchase approximately 6 million shares, subject to anti-dilution adjustments substantially identical to those in the 2025 Notes, of its Class A common stock for approximately $188.71 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2025 Notes, exercisable upon conversion of the 2025 Notes. The 2025 Capped Calls have initial cap prices of $255.88 per share (subject to adjustment) and will expire in 2025, if not exercised earlier. The 2025 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2025 Notes under certain circumstances. The 2025 Capped Calls are separate transactions and are not part of the terms of the 2025 Notes. The 2025 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.

2026 Convertible Senior Notes

The 2026 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.375% per year. Interest is payable in cash semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The 2026 Notes mature on June 15, 2026 unless earlier redeemed, repurchased or converted.

The terms of the 2026 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2026 Indenture"). Upon conversion, the 2026 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.

The 2026 Notes are convertible at an initial conversion rate of 4.1912 shares of Class A common stock per $1,000 principal amount of the 2026 Notes, which is equal to an initial conversion price of approximately $238.60 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2026 Indenture. Prior to the close of business on the business day immediately preceding March 15, 2026, holders of the 2026 Notes may convert all or a portion of their 2026 Notes only in multiples of $1,000 principal amount, under the following circumstances:

•during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2026 Notes on each applicable trading day;

•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2026 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on such trading day;

•if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or

•upon the occurrence of specified corporate events, as described in the 2026 Indenture.

On or after March 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2024, the conditions allowing holders of the 2026 Notes to convert during the three months ending April 30, 2024 were not met, and as a result, the 2026 Notes were classified as noncurrent liabilities as of January 31, 2024.

The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after June 20, 2023, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which the Company provides

notice of redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.

Holders of the 2026 Notes who convert their 2026 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2026 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2026 Indenture), holders of the 2026 Notes may require the Company to repurchase all or a portion of their 2026 Notes at a price equal to 100% of the principal amount of the 2026 Notes being repurchased, plus any accrued and unpaid interest.

During fiscal 2024 and 2023, the effective interest rate on the 2026 Notes was 0.60%. During fiscal 2022, prior to the adoption of ASU No. 2020-06, the effective interest rate on the liability component of the 2026 Notes was 5.75%. The following table sets forth total interest expense recognized related to the 2026 Notes:


	Year Ended January 31,
		2024		2023		2022
		(dollars in millions)

Contractual interest expense		$	4	$	4	$	4
Amortization of debt issuance costs		1		3		1
Amortization of debt discount(1)		—		—		46
Total		$	5	$	7	$	51

(1) Not applicable subsequent to the adoption of ASU No. 2020-06.

The net carrying amount of the 2026 Notes consisted of the following:


	As of January 31, 2024		As of January 31, 2023
	(dollars in millions)
Principal	$	608	$	1,150
Less: unamortized debt issuance costs and debt discount	(3)		(9)
Net carrying amount	$	605	$	1,141

2026 Capped Calls

In connection with the pricing of the 2026 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2026 Capped Calls are purchased call options that give the Company the option to purchase approximately 5 million shares, subject to anti-dilution adjustments substantially identical to those in the 2026 Notes, of its Class A common stock for approximately $238.60 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2026 Notes, exercisable upon conversion of the 2026 Notes. The 2026 Capped Calls have initial cap prices of $360.14 per share (subject to adjustment) and will expire in 2026, if not exercised earlier. The 2026 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2026 Notes under certain circumstances. The 2026 Capped Calls are separate transactions and are not part of the terms of the 2026 Notes. The 2026 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.

Fair Value Measurements

The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:


	As of January 31, 2024
	Principal Amount		Estimated Fair Value
	(dollars in millions)
2025 convertible senior notes	$	552	$	514
2026 convertible senior notes	$	608	$	541

The estimated fair values of the Notes, which are Level 2 financial instruments, were determined based on the quoted bid prices of the Notes in an over-the-counter market on the last trading day of the reporting period.

Warrants

In February 2018, the Company sold net-share-settled (or, at the Company’s election subject to certain conditions, cash-settled) warrants (the “Warrants”) to acquire shares of the Company’s Class A common stock at an initial exercise price of approximately $68.06 per share. The Warrants were exercisable over 80 scheduled trading days beginning on May 15, 2023. The Company elected to cash settle the Warrants. During fiscal 2024, the Company settled Warrants corresponding to approximately 1.0 million shares for total cash payments of $7 million. As of January 31, 2024, no Warrants remained outstanding.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

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-Topic 470
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-Section 50
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-Subparagraph (b)
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

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-Section 50
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Payment terms for deferred revenue	30 days
Commissions capitalized as contract costs	$ 158,000,000	$ 121,000,000
Amortization of contract costs	104,000,000	84,000,000	$ 57,000,000
Advertising expenses	$ 65,000,000	$ 77,000,000	79,000,000
Number of options, granted (in shares)	0	0
Expected dividend yield	0.00%
Restricted cash	$ 8,000,000	$ 7,000,000
Goodwill impairments	$ 0	$ 0	$ 0
Capitalized internal-use software costs
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Intangible asset, useful life	3 years
Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Contract duration	1 year
Amortization period for capitalized contract costs	2 years
Minimum \| RSUs
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Requisite service period	3 years
Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Contract duration	5 years
Amortization period for capitalized contract costs	5 years
Maximum \| RSUs
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Requisite service period	4 years

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Statement of Comprehensive Income [Abstract]
Net loss	$ (355)	$ (815)	$ (848)
Net change in unrealized gains or losses on available-for-sale securities	26	(12)	(14)
Foreign currency translation adjustments	1	(9)	(3)
Other comprehensive income (loss)	27	(21)	(17)
Comprehensive loss	$ (328)	$ (836)	$ (865)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
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+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Revenue
Total revenue	$ 2,263	$ 1,858	$ 1,300
Cost of revenue
Total cost of revenue	581	546	396
Gross profit	1,682	1,312	904
Operating expenses
Research and development	656	620	469
Sales and marketing	1,036	1,066	771
General and administrative	450	409	432
Restructuring and other charges	56	29	0
Total operating expenses	2,198	2,124	1,672
Operating loss	(516)	(812)	(768)
Interest expense	(8)	(11)	(91)
Interest income and other, net	81	22	9
Gain on early extinguishment of debt	106	0	0
Interest and other, net	179	11	(82)
Loss before provision for (benefit from) income taxes	(337)	(801)	(850)
Provision for (benefit from) income taxes	18	14	(2)
Net loss	$ (355)	$ (815)	$ (848)
Net loss per share, basic (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Net loss per share, diluted (in dollars per share)	$ (2.17)	$ (5.16)	$ (5.73)
Weighted-average shares used to compute net loss per share, basic (in shares)	163,634	158,023	148,036
Weighted-average shares used to compute net loss per share, diluted (in shares)	163,634	158,023	148,036
Subscription
Revenue
Total revenue	$ 2,205	$ 1,794	$ 1,249
Cost of revenue
Total cost of revenue	502	464	329
Professional services and other
Revenue
Total revenue	58	64	51
Cost of revenue
Total cost of revenue	$ 79	$ 82	$ 67

Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accrued expenses	$ 48	$ 52
Accrued taxes payable	4	5
Operating lease liabilities	$ 31	$ 32
Operating lease liability, current, statement of financial position	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities
Accrued restructuring	$ 24	$ 15
Other	8	8
Accrued expenses and other current liabilities	$ 115	$ 112

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Current assets:
Cash and cash equivalents	$ 334	$ 264
Short-term investments	1,868	2,316
Accounts receivable, net of allowances of $6 and $8	559	481
Deferred commissions	113	92
Prepaid expenses and other current assets	106	76
Total current assets	2,980	3,229
Property and equipment, net	48	59
Operating lease right-of-use assets	83	122
Deferred commissions, noncurrent	242	210
Intangible assets, net	182	241
Goodwill	5,406	5,400
Other assets	48	46
Total assets	8,989	9,307
Current liabilities:
Accounts payable	12	12
Accrued expenses and other current liabilities	115	112
Accrued compensation	167	99
Deferred revenue	1,488	1,242
Total current liabilities	1,782	1,465
Convertible senior notes, net, noncurrent	1,154	2,193
Operating lease liabilities, noncurrent	112	142
Deferred revenue, noncurrent	23	18
Other liabilities, noncurrent	30	23
Total liabilities	3,101	3,841
Commitments and contingencies (Note 10)
Stockholders’ equity:
Preferred stock	0	0
Additional paid-in capital	8,724	7,974
Accumulated other comprehensive loss	(6)	(33)
Accumulated deficit	(2,830)	(2,475)
Total stockholders’ equity	5,888	5,466
Total liabilities and stockholders’ equity	8,989	9,307
Class A Common Stock
Stockholders’ equity:
Common stock	0	0
Class B Common Stock
Stockholders’ equity:
Common stock	$ 0	$ 0

Goodwill and Intangible Assets, net

12 Months Ended

Jan. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, net

Goodwill

As of January 31, 2024 and 2023, goodwill was $5,406 million and $5,400 million, respectively. No goodwill impairments were recorded during fiscal 2024, 2023 and 2022.

Intangible Assets, net

Intangible assets consisted of the following:


	As of January 31, 2024
	Gross		Accumulated Amortization		Net
	(dollars in millions)
Capitalized internal-use software costs	$	48	$	(17)	$	31
Purchased developed technology	220		(134)		86
Customer relationships	116		(62)		54
Trade name	21		(12)		9
Other	4		(2)		2
	$	409	$	(227)	$	182


	As of January 31, 2023
	Gross		Accumulated Amortization		Net
	(dollars in millions)
Capitalized internal-use software costs	$	48	$	(28)	$	20
Purchased developed technology	220		(93)		127
Customer relationships	141		(62)		79
Trade name	21		(7)		14
Other	1		—		1
	$	431	$	(190)	$	241

The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:

Weighted-Average Remaining Useful Life

As of January 31,

2024

2023

Purchased developed technology

2.2 years

3.0 years

Customer relationships

2.5 years

3.4 years

Trade name

2.3 years

3.3 years

As of January 31, 2024, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:



	Remaining Amortization
	(dollars in millions)
2025	$	79
2026	72
2027	27
2028	4

Thereafter	—
Total	$	182

Amortization expense of intangible assets was $87 million, $93 million and $69 million in fiscal 2024, 2023 and 2022, respectively.

Income Taxes

12 Months Ended

Jan. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

The domestic and foreign components of pre-tax loss for fiscal 2024, 2023 and 2022 were as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Domestic	$	(360)	$	(834)	$	(904)
Foreign	23		33		54
Loss before provision for (benefit from) income taxes	$	(337)	$	(801)	$	(850)

The components of the provision for (benefit from) income taxes for fiscal 2024, 2023 and 2022 were as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Current:
Federal	$	2	$	—	$	—
State	3		2		—
Foreign	6		5		4
Total current provision for income taxes	11		7		4
Deferred:
Federal	—		—		(8)
State	—		—		(1)
Foreign	7		7		3
Total deferred provision for (benefit from) income taxes	7		7		(6)
Total provision for (benefit from) income taxes	$	18	$	14	$	(2)

For fiscal 2024, income tax expense resulted primarily from income in profitable foreign jurisdictions, federal and state taxes resulting from tax attribution utilization limitations, and the tax impact of shortfalls from stock-based compensation in the United Kingdom. For fiscal 2023, income tax expense resulted primarily from income in profitable foreign jurisdictions, the tax impact of shortfalls from stock-based compensation in the United Kingdom, and state taxes. For fiscal 2022, the income tax benefit resulted from the release of valuation allowance in the United States in connection with acquisitions and excess tax benefits from stock-based compensation in the United Kingdom, offset by income tax expense related to profitable foreign jurisdictions.

The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2024, 2023 and 2022:


	Year Ended January 31,
	2024		2023		2022
Tax at federal statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net of federal benefit	4.0		3.6		3.9
Change in valuation allowance	(4.7)		(9.9)		(36.1)
Stock-based compensation	(30.1)		(12.3)		8.4
Research and development credits	5.3		2.6		3.6
Non-deductible expenses	—		(5.4)		—
Other, net	(0.8)		(1.2)		(0.6)
Effective tax rate	(5.3)	%	(1.6)	%	0.2	%

The Tax Cuts and Jobs Act enacted on December 22, 2017 amended Internal Revenue Code Section 174 to require that specific research and experimental (“R&E”) expenditures be capitalized and amortized over five years (U.S. R&E) or fifteen years (non-U.S. R&E) beginning in fiscal 2023. As a result, for fiscal 2024 and 2023, the

Company disavowed certain tax deductions, which resulted in the utilization of federal and state tax attributes to offset this impact.

The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2024 and 2023 were as follows:


	As of January 31,
	2024		2023
	(dollars in millions)
Deferred tax assets:
Net operating loss carryforwards	$	716	$	817
Capitalized research expenditures	268		189
Stock-based compensation	41		52

Operating lease liabilities	36		43
Other reserves and accruals	21		31
Research and development and other credits	125		113

Total deferred tax assets	1,207		1,245
Valuation allowance	(1,087)		(1,078)
Total deferred tax assets, net	120		167
Deferred tax liabilities:

Deferred commissions	(67)		(77)
Other deferred tax liabilities	(5)		(5)

Operating lease right-of-use assets	(21)		(31)
Depreciation and amortization	(35)		(56)
Total deferred tax liabilities	(128)		(169)
Net deferred tax assets (liabilities)	$	(8)	$	(2)

As a result of continuing losses, the Company has determined that it is not more likely than not that it will realize the benefits of its U.S. deferred tax assets and, therefore, the Company has recorded a valuation allowance to reduce the carrying value of the U.S. deferred tax assets, net of U.S. deferred tax liabilities. The U.S. valuation allowance increased by $9 million and $174 million during fiscal 2024 and 2023, respectively.

As of January 31, 2024, the Company had approximately $2,768 million of federal and $2,000 million of state net operating loss carryforwards available to offset future taxable income. If not utilized, the federal and state net operating loss carryforwards will begin to expire in 2036 and 2025, respectively. As of January 31, 2024, the Company had approximately $43 million of UK net operating losses which do not expire.

As of January 31, 2024, the Company had federal research and development tax credit carryforwards of $111 million and California research and development tax credit carryforwards of $73 million. The federal research and development credits will start to expire in 2038 while the California research and development credits do not expire.

The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of future ownership changes as defined in Section 382 of the Internal Revenue Code and similar state tax laws.

Accounting guidance for income taxes requires a deferred tax liability to be established for the U.S. tax impact of undistributed earnings of foreign subsidiaries unless it can be shown that these earnings will be permanently reinvested outside the U.S. If the Company repatriated its accumulated foreign earnings, any deferred income taxes for the estimated U.S. income tax, foreign income tax, and applicable withholding taxes on earnings of subsidiaries is insignificant.

A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year	$	43	$	37	$	22
Additions based on tax positions related to a prior year	—		1		5
Additions based on tax positions related to current year	7		7		10
Reductions based on tax positions taken in a prior year	(1)		(2)		—
Gross amount of unrecognized tax benefits as of the end of the year	$	49	$	43	$	37

The Company is subject to taxation in the U.S. and various other state and foreign jurisdictions. As the Company has net operating loss carryforwards for the U.S. federal and state jurisdictions, the statute of limitations is open for all years. For material foreign jurisdictions, the tax years open to examination include the tax years 2018 and forward.

For all years presented, the Company has an immaterial amount of unrecognized tax benefits that if recognized would impact the effective tax rate. The Company's policy is to include interest and penalties related to unrecognized tax benefits within the provision for income taxes. For all years presented, the Company has not accrued a material amount in interest and penalties related to unrecognized tax benefits. The Company does not have any significant uncertain tax positions as of January 31, 2024 for which it is reasonably possible that the positions will increase or decrease within the next twelve months.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Section S99
-Paragraph 1
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 2
-Subparagraph (a)
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-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details) shares in Thousands	Jan. 31, 2024 shares
Class of Stock [Line Items]
Common stock reserved for future issuance and options and unvested RSUs outstanding (in shares)	51,637
Options and unvested RSUs outstanding
Class of Stock [Line Items]
Options and unvested RSUs outstanding (in shares)	14,118
Common stock, reserved for future issuance (in shares)	29,868
ESPP
Class of Stock [Line Items]
Common stock, reserved for future issuance (in shares)	7,651

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Section 50
-Paragraph 13
-Subparagraph (d)
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Reference 2: http://www.xbrl.org/2003/role/recommendedDisclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Cover - USD ($) $ in Billions	12 Months Ended
Cover - USD ($) $ in Billions	Jan. 31, 2024	Feb. 26, 2024	Jul. 31, 2023
Entity Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jan. 31, 2024
Current Fiscal Year End Date	--01-31
Document Transition Report	false
Entity File Number	001-38044
Entity Registrant Name	Okta, Inc.
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	100 First Street, Suite 600
Entity Tax Identification Number	26-4175727
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94105
City Area Code	888
Local Phone Number	722-7871
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	OKTA
Security Exchange Name	NASDAQ
Entity Well-Known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Smaller Reporting Company	false
Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction	false
Shell Company	false
Entity Public Float			$ 12.0
Documents Incorporated by Reference	Portions of the registrant's definitive Proxy Statement relating to the 2024 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended January 31, 2024.
Amendment Flag	false
Entity Central Index Key	0001660134
Document Fiscal Year Focus	2024
Document Period Focus	FY
Class A Common Stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		160,106,072
Class B Common Stock
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		7,291,091

Leases - Schedule of Operating Lease Costs (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Leases [Abstract]
Operating lease costs	$ 34	$ 40	$ 38

Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 684	$ 677	$ 566
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	45	82	132
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	502	464	335
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	26	19	15
Restricted stock awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total	$ 111	$ 112	$ 84

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Restructuring and Other Charges - Narrative (Details) $ in Millions	3 Months Ended		12 Months Ended
	Jan. 31, 2024 USD ($) employee	Jan. 31, 2023 USD ($) employee	Jan. 31, 2024 USD ($)	Jan. 31, 2023 USD ($)	Jan. 31, 2022 USD ($)
Restructuring Cost and Reserve [Line Items]
Lease impairment charges			$ 28	$ 14	$ 0
Restructuring charges			28	$ 15
Severance and termination benefit costs			$ 4
2023 Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring cost, number of positions eliminated \| employee		300
Restructuring charges		$ 15
2024 Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Restructuring cost, number of positions eliminated \| employee	400
Restructuring charges	$ 24

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Income Taxes - Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Gross amount of unrecognized tax benefits as of the beginning of the year	$ 43	$ 37	$ 22
Additions based on tax positions related to a prior year	0	1	5
Additions based on tax positions related to current year	7	7	10
Reductions based on tax positions taken in a prior year	(1)	(2)	0
Gross amount of unrecognized tax benefits as of the end of the year	$ 49	$ 43	$ 37

Cash Equivalents and Investments (Tables)

12 Months Ended

Jan. 31, 2024

Investments, Debt and Equity Securities [Abstract]

Schedule of Amortized Costs, Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Short-term Investments

The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:


	As of January 31, 2024
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
	(dollars in millions)
Level 1:
Cash equivalents:
Money market funds	$	151	$	—	$	—	$	151



Total cash equivalents	151		—		—		151
Level 2:
Short-term investments (Available-for-sale):


U.S. treasury securities	1,782		3		(1)		1,784
Corporate debt securities	43		—		—		43
Certificates of deposit	41		—		—		41
Total short-term investments	1,866		3		(1)		1,868
Total	$	2,017	$	3	$	(1)	$	2,019


	As of January 31, 2023
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
	(dollars in millions)
Level 1:
Cash equivalents:
Money market funds	$	133	$	—	$	—	$	133

Total cash equivalents	133		—		—		133
Level 2:
Short-term investments (Available-for-sale):


U.S. treasury securities	2,207		—		(22)		2,185
Corporate debt securities	133		—		(2)		131
Total short-term investments	2,340		—		(24)		2,316
Total	$	2,473	$	—	$	(24)	$	2,449

Schedule of Contractual Maturities of Short-term Investments

The following table presents the contractual maturities of the Company's short-term investments:


	As of January 31, 2024
	Amortized Cost		Estimated Fair Value
	(dollars in millions)
Due within one year	$	1,352	$	1,352
Due between one to five years	514		516
Total	$	1,866	$	1,868

Geographical Information (Tables)

12 Months Ended

Jan. 31, 2024

Segment Reporting [Abstract]

Schedule of Revenue by Geographic Area

The following table sets forth revenue by geographic area:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
United States	$	1,783	$	1,456	$	1,036
International	480		402		264
Total	$	2,263	$	1,858	$	1,300

Restructuring and Other Charges - Schedule of Restructuring Reserve (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Restructuring Reserve [Roll Forward]
Restructuring charges	$ 28	$ 15
Severance and termination benefit costs
Restructuring Reserve [Roll Forward]
Beginning balance	15	0
Restructuring charges	28	15
Cash payments	(19)	0
Ending balance	$ 24	$ 15

Leases (Tables)

12 Months Ended

Jan. 31, 2024

Leases [Abstract]

Schedule of Operating Lease Costs

Operating lease costs were as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Operating lease costs(1)	$	34	$	40	$	38

(1) Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.

Schedule of Maturities of Operating Leases

Maturities of operating lease liabilities, which do not include short-term leases, were as follows:


	As of January 31, 2024
Fiscal Year Ending January 31:	(dollars in millions)
2025	$	37
2026	33
2027	33
2028	33
2029	25
Total lease payments	161
Less imputed interest	(19)
Total operating lease liabilities	$	142

Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Amortized Cost
Amortized Cost	$ 2,017	$ 2,473
Estimated Fair Value
Total	2,019	2,449
Short-term investments (Available-for-sale):
Amortized Cost
Due within one year	1,352
Due between one to five years	514
Amortized Cost	1,866	2,340
Estimated Fair Value
Due within one year	1,352
Due between one to five years	516
Total	$ 1,868	$ 2,316

Convertible Senior Notes, Net - Schedule of Convertible Debt (Details) - Senior Notes - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
2025 Notes
Debt Instrument [Line Items]
Principal	$ 552	$ 1,060
Less: unamortized debt issuance costs and debt discount	(3)	(8)
Net carrying amount	549	1,052
2026 Notes
Debt Instrument [Line Items]
Principal	608	1,150
Less: unamortized debt issuance costs and debt discount	(3)	(9)
Net carrying amount	$ 605	$ 1,141

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 835
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-Section 50
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+ Details

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Leases

12 Months Ended

Jan. 31, 2024

Leases [Abstract]

Leases

The Company has entered into various non-cancelable office space operating leases with original lease periods expiring between 2024 and 2029. These leases do not contain material variable rent payments, residual value guarantees, financial covenants or other restrictions. The Company's corporate headquarters lease in San Francisco has a 10-year term, which expires in October 2028. The Company is entitled to two five-year options to extend this lease, subject to certain requirements.

Operating lease costs were as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Operating lease costs(1)	$	34	$	40	$	38

(1) Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.

The weighted-average remaining term of operating leases was 4.5 years and 5.1 years as of January 31, 2024 and January 31, 2023, respectively, and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.5% and 5.3% as of January 31, 2024 and January 31, 2023, respectively.

Maturities of operating lease liabilities, which do not include short-term leases, were as follows:


	As of January 31, 2024
Fiscal Year Ending January 31:	(dollars in millions)
2025	$	37
2026	33
2027	33
2028	33
2029	25
Total lease payments	161
Less imputed interest	(19)
Total operating lease liabilities	$	142

Cash payments made related to operating lease liabilities were $47 million and $44 million in fiscal 2024 and 2023, respectively.

Goodwill and Intangible Assets, net (Tables)

12 Months Ended

Jan. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, net

Intangible assets consisted of the following:


	As of January 31, 2024
	Gross		Accumulated Amortization		Net
	(dollars in millions)
Capitalized internal-use software costs	$	48	$	(17)	$	31
Purchased developed technology	220		(134)		86
Customer relationships	116		(62)		54
Trade name	21		(12)		9
Other	4		(2)		2
	$	409	$	(227)	$	182


	As of January 31, 2023
	Gross		Accumulated Amortization		Net
	(dollars in millions)
Capitalized internal-use software costs	$	48	$	(28)	$	20
Purchased developed technology	220		(93)		127
Customer relationships	141		(62)		79
Trade name	21		(7)		14
Other	1		—		1
	$	431	$	(190)	$	241

The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:

Weighted-Average Remaining Useful Life

As of January 31,

2024

2023

Purchased developed technology

2.2 years

3.0 years

Customer relationships

2.5 years

3.4 years

Trade name

2.3 years

3.3 years

Schedule of Estimated Remaining Amortization Expense for Intangible Assets

As of January 31, 2024, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:



	Remaining Amortization
	(dollars in millions)
2025	$	79
2026	72
2027	27
2028	4

Thereafter	—
Total	$	182

Deferred Revenue and Performance Obligations (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue from remaining performance obligations	$ 3,385
Subscription
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue recognized that was included in the contract liability balance	1,229	$ 952
Professional services and other
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue recognized that was included in the contract liability balance	10	$ 14
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-02-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue from remaining performance obligations	$ 1,952
Remaining performance obligation, percentage	58.00%
Performance obligations expected to be satisfied, expected timing	12 months

Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) - shares shares in Thousands	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	20,652	28,819	27,573
Issued and outstanding stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	5,038	6,353	7,984
Unvested RSUs issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	8,871	9,317	6,226
Unvested market-based RSUs issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	435	116	0
Unvested RSAs issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	206	627	1,269
Shares committed under the ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	629	921	253
Shares related to the 2023 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	0	0	356
Shares subject to warrants related to the issuance of the 2023 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	0	1,048	1,048
Shares related to the 2025 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	2,925	5,617	5,617
Shares related to the 2026 Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	2,548	4,820	4,820

Balance Sheet Components

12 Months Ended

Jan. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Components

Property and Equipment, net

Property and equipment consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)

Furniture and fixtures	$	18	$	19
Leasehold improvements	92		88
Property and equipment, gross	110		107
Less accumulated depreciation	(62)		(48)
Property and equipment, net	$	48	$	59

Depreciation expense was $12 million in fiscal 2024, 2023 and 2022.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)

Accrued expenses	$	48	$	52

Accrued taxes payable	4		5
Operating lease liabilities	31		32
Accrued restructuring	24		15
Other	8		8
Accrued expenses and other current liabilities	$	115	$	112

Other Liabilities, Noncurrent

Other liabilities, noncurrent consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)


Deferred tax liabilities	$	16	$	12
Other	14		11
Other liabilities, noncurrent	$	30	$	23

Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details)	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate, minimum	4.84%	2.46%	0.06%
Risk-free interest rate, maximum	5.41%	4.67%	0.29%
Expected dividend yield	0.00%	0.00%	0.00%
ESPP \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	46.00%	63.00%	44.00%
Expected term (in years)	6 months	6 months	6 months
ESPP \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	74.00%	90.00%	48.00%
Expected term (in years)	1 year	1 year	1 year

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Pay vs Performance Disclosure - USD ($) $ in Millions	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Pay vs Performance Disclosure
Net loss	$ (355)	$ (815)	$ (848)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Convertible Senior Notes, Net - Schedule of Interest Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Debt Instrument [Line Items]
Amortization of debt issuance costs	$ 3	$ 6	$ 86
2025 Notes \| Senior Notes
Debt Instrument [Line Items]
Contractual interest expense	1	1	1
Amortization of debt issuance costs	2	3	2
Amortization of debt discount	0	0	36
Total	3	4	39
2026 Notes \| Senior Notes
Debt Instrument [Line Items]
Contractual interest expense	4	4	4
Amortization of debt issuance costs	1	3	1
Amortization of debt discount	0	0	46
Total	$ 5	$ 7	$ 51

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Income Taxes (Tables)

12 Months Ended

Jan. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Domestic and Foreign Components of Pre-tax Loss

The domestic and foreign components of pre-tax loss for fiscal 2024, 2023 and 2022 were as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Domestic	$	(360)	$	(834)	$	(904)
Foreign	23		33		54
Loss before provision for (benefit from) income taxes	$	(337)	$	(801)	$	(850)

Schedule of Components of Provision for (Benefit from) Income Taxes

The components of the provision for (benefit from) income taxes for fiscal 2024, 2023 and 2022 were as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Current:
Federal	$	2	$	—	$	—
State	3		2		—
Foreign	6		5		4
Total current provision for income taxes	11		7		4
Deferred:
Federal	—		—		(8)
State	—		—		(1)
Foreign	7		7		3
Total deferred provision for (benefit from) income taxes	7		7		(6)
Total provision for (benefit from) income taxes	$	18	$	14	$	(2)

Schedule of Effective Income Tax Rate Reconciliation

The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2024, 2023 and 2022:


	Year Ended January 31,
	2024		2023		2022
Tax at federal statutory rate	21.0	%	21.0	%	21.0	%
State income taxes, net of federal benefit	4.0		3.6		3.9
Change in valuation allowance	(4.7)		(9.9)		(36.1)
Stock-based compensation	(30.1)		(12.3)		8.4
Research and development credits	5.3		2.6		3.6
Non-deductible expenses	—		(5.4)		—
Other, net	(0.8)		(1.2)		(0.6)
Effective tax rate	(5.3)	%	(1.6)	%	0.2	%

Schedule of Deferred Tax Assets and Liabilities

The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2024 and 2023 were as follows:


	As of January 31,
	2024		2023
	(dollars in millions)
Deferred tax assets:
Net operating loss carryforwards	$	716	$	817
Capitalized research expenditures	268		189
Stock-based compensation	41		52

Operating lease liabilities	36		43
Other reserves and accruals	21		31
Research and development and other credits	125		113

Total deferred tax assets	1,207		1,245
Valuation allowance	(1,087)		(1,078)
Total deferred tax assets, net	120		167
Deferred tax liabilities:

Deferred commissions	(67)		(77)
Other deferred tax liabilities	(5)		(5)

Operating lease right-of-use assets	(21)		(31)
Depreciation and amortization	(35)		(56)
Total deferred tax liabilities	(128)		(169)
Net deferred tax assets (liabilities)	$	(8)	$	(2)

Schedule of Unrecognized Tax Benefits Roll Forward

A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year	$	43	$	37	$	22
Additions based on tax positions related to a prior year	—		1		5
Additions based on tax positions related to current year	7		7		10
Reductions based on tax positions taken in a prior year	(1)		(2)		—
Gross amount of unrecognized tax benefits as of the end of the year	$	49	$	43	$	37

Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Restructuring and Related Activities [Abstract]
Severance and termination benefit costs	$ 28	$ 15
Lease impairment charges	28	14	$ 0
Total	$ 56	$ 29	$ 0

Net Loss Per Share (Tables)

12 Months Ended

Jan. 31, 2024

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Share

The following table presents the calculation of basic and diluted net loss per share:


	Year Ended January 31,
	2024				2023				2022
	Class A		Class B		Class A		Class B		Class A		Class B
	(dollars in millions, shares in thousands, except per share data)
Numerator:
Net loss	$	(339)	$	(16)	$	(778)	$	(37)	$	(806)	$	(42)
Denominator:
Weighted-average shares outstanding, basic and diluted	156,335		7,299		150,891		7,132		140,684		7,352
Net loss per share, basic and diluted	$	(2.17)	$	(2.17)	$	(5.16)	$	(5.16)	$	(5.73)	$	(5.73)

Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Per Share

Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows:


	Year Ended January 31,
	2024	2023	2022
	(shares in thousands)
Issued and outstanding stock options	5,038	6,353	7,984
Unvested RSUs issued and outstanding	8,871	9,317	6,226
Unvested market-based RSUs issued and outstanding	435	116	—
Unvested RSAs issued and outstanding	206	627	1,269


Shares committed under the ESPP	629	921	253
Shares related to the 2023 Notes	—	—	356
Shares subject to warrants related to the issuance of the 2023 Notes	—	1,048	1,048
Shares related to the 2025 Notes	2,925	5,617	5,617
Shares related to the 2026 Notes	2,548	4,820	4,820


	20,652	28,819	27,573

Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) - USD ($) $ in Millions	12 Months Ended
	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
Current:
Federal	$ 2	$ 0	$ 0
State	3	2	0
Foreign	6	5	4
Total current provision for income taxes	11	7	4
Deferred:
Federal	0	0	(8)
State	0	0	(1)
Foreign	7	7	3
Total deferred provision for (benefit from) income taxes	7	7	(6)
Total provision for (benefit from) income taxes	$ 18	$ 14	$ (2)

Common Stock and Stockholders' Equity - Narrative (Details) $ in Millions	12 Months Ended
	Jan. 31, 2024 USD ($) vote shares	Jan. 31, 2023 USD ($) shares	Jan. 31, 2022 USD ($) shares
Class A Common Stock
Class of Stock [Line Items]
Number of votes per share	1
Number of shares issued upon conversion	1
Class A Common Stock \| Contribution of nonmonetary assets to charitable organization
Class of Stock [Line Items]
Issuance of common stock pursuant to charitable donation (in shares) \| shares	75,000	41,250	30,000
Non-cash charitable contributions \| $	$ 6	$ 4	$ 7
Class B Common Stock
Class of Stock [Line Items]
Number of votes per share	10

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Cash Equivalents and Investments

12 Months Ended

Jan. 31, 2024

Investments, Debt and Equity Securities [Abstract]

Cash Equivalents and Investments

Cash Equivalents and Short-term Investments

Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Three levels of inputs may be used to measure as follows:

•Level 1 — Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in active markets.

•Level 2 — Valuations based on other inputs that are directly or indirectly observable in the marketplace.

•Level 3 — Valuations based on unobservable inputs that are supported by little or no market activity.

The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:


	As of January 31, 2024
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
	(dollars in millions)
Level 1:
Cash equivalents:
Money market funds	$	151	$	—	$	—	$	151



Total cash equivalents	151		—		—		151
Level 2:
Short-term investments (Available-for-sale):


U.S. treasury securities	1,782		3		(1)		1,784
Corporate debt securities	43		—		—		43
Certificates of deposit	41		—		—		41
Total short-term investments	1,866		3		(1)		1,868
Total	$	2,017	$	3	$	(1)	$	2,019


	As of January 31, 2023
	Amortized Cost		Unrealized Gain		Unrealized Loss		Estimated Fair Value
	(dollars in millions)
Level 1:
Cash equivalents:
Money market funds	$	133	$	—	$	—	$	133

Total cash equivalents	133		—		—		133
Level 2:
Short-term investments (Available-for-sale):


U.S. treasury securities	2,207		—		(22)		2,185
Corporate debt securities	133		—		(2)		131
Total short-term investments	2,340		—		(24)		2,316
Total	$	2,473	$	—	$	(24)	$	2,449

The following table presents the contractual maturities of the Company's short-term investments:


	As of January 31, 2024
	Amortized Cost		Estimated Fair Value
	(dollars in millions)
Due within one year	$	1,352	$	1,352
Due between one to five years	514		516
Total	$	1,866	$	1,868

Interest receivable of $20 million and $10 million is included in Prepaid expenses and other current assets on the consolidated balance sheets as of January 31, 2024 and 2023, respectively.

The Company had 41 and 159 short-term investments in unrealized loss positions as of January 31, 2024 and 2023, respectively.

For available-for-sale debt securities that have unrealized losses, the Company evaluates whether (i) the Company has the intention to sell any of these investments, (ii) it is not more likely than not that the Company will be required to sell any of these available-for-sale debt securities before recovery of the entire amortized cost basis

and (iii) the decline in the fair value of the investment is due to credit or non-credit related factors. There were no material credit or non-credit related impairments for short-term investments as of January 31, 2024 and 2023.

Strategic Investments

Strategic investments primarily include equity investments in privately-held companies, which do not have a readily determinable fair value. As of January 31, 2024 and 2023, the balance of strategic investments was $26 million and $25 million, respectively.

Employee Incentive Plans

12 Months Ended

Jan. 31, 2024

Share-Based Payment Arrangement [Abstract]

Employee Incentive Plans

Equity Incentive Plans

The Company has two equity incentive plans: the 2009 Stock Plan (“2009 Plan”) and the 2017 Equity Incentive Plan (“2017 Plan”). All shares that remain available for future grants are under the 2017 Plan. As of January 31, 2024, options to purchase 1,013,961 shares of Class A common stock and 4,024,169 shares of Class B common stock remained outstanding.

The Company’s equity incentive plans provide for granting stock options, RSUs, restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.

Stock-based compensation expense by award type was as follows:


	Year Ended January 31,
		2024		2023		2022
		(dollars in millions)
Stock options		$	45	$	82	$	132
RSUs		502		464		335
ESPP		26		19		15
Restricted stock awards		111		112		84

Total		$	684	$	677	$	566

Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Cost of revenue:
Subscription	$	75	$	69	$	49
Professional services and other	15		14		12
Research and development	277		275		193
Sales and marketing	156		159		136
General and administrative	161		160		176
Total	$	684	$	677	$	566

Stock Options

Options issued under the Plan generally are exercisable for periods not to exceed ten years and generally vest over four years with 25% vesting after one year and with the remainder vesting monthly thereafter in equal installments. Shares offered under the Plan may be: (i) authorized but unissued shares or (ii) treasury shares.

A summary of stock option activity and related information was as follows:


	Number of Options (in thousands)	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in millions)
















Outstanding as of January 31, 2023	6,353	$	43.92	4.3	$	331

Exercised	(879)	17.04
Expired	(211)	233.57
Forfeited	(225)	226.21
Outstanding as of January 31, 2024	5,038	$	32.54	3.1	$	320
As of January 31, 2024
Vested and expected to vest	5,038	$	32.54	3.1	$	320
Vested and exercisable	4,928	$	29.12	3.0	$	318

No options were granted during fiscal 2024 and 2023. The weighted-average grant-date fair value of options granted was $211.58 during fiscal 2022. The total grant-date fair value of stock options vested was $48 million, $104 million and $314 million during fiscal 2024, 2023 and 2022, respectively. The intrinsic value of the options exercised, which represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option, was $57 million, $108 million and $545 million during fiscal 2024, 2023 and 2022, respectively.

As of January 31, 2024 and January 31, 2023, there was a total of $16 million and $90 million, respectively, of unrecognized stock-based compensation expense related to options, which is being recognized over a weighted-average period of 0.9 years.

Restricted Stock Units

A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:


	Number of RSUs (in thousands)	Weighted-Average Grant Date Fair Value Per Share
Outstanding as of January 31, 2023	9,375	$	143.77
Granted	5,644	81.80
Vested	(4,107)	133.88
Forfeited	(1,832)	137.28
Outstanding as of January 31, 2024	9,080	$	111.03

The Company granted 5,644,041 RSUs with an aggregate fair value of $462 million during fiscal 2024. As of January 31, 2024 and 2023, there was a total of $898 million and $1,200 million, respectively, of unrecognized stock-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 2.2 years, based on vesting under the award service conditions. The total fair value of RSUs vested during fiscal 2024, 2023 and 2022 was $335 million, $229 million and $531 million, respectively.

Market-based Restricted Stock Units

In March 2022, the Company granted market-based RSUs to certain members of management. The target number of market-based RSUs granted was 58,150. One-third of these market-based RSUs vest over each of a one-, two- and three-year performance period, each starting on February 1, 2022. The number of shares that can be earned ranges from 0% to 200% of the target number of shares based on the relative performance of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the respective performance periods and subject to continuous employment through the vesting dates. The $244.73 average grant date fair value per target market-based RSU was determined using a Monte Carlo simulation approach. Compensation expense for awards with market conditions is recognized over the service period using the accelerated attribution method and is not reversed if the market condition is not met.

In March 2023, the Company granted market-based RSUs to certain members of management. The target number of market-based RSUs granted was 192,843. One-third of these market-based RSUs vest over each of a one-, two- and three-year performance period, each starting on February 1, 2023. The number of shares that can be earned ranges from 0% to 200% of the target number of shares based on the relative performance of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the respective performance periods and subject to continuous employment through the vesting dates. The $149.78 average grant date fair value per target market-based RSU was determined using a Monte Carlo simulation approach. Compensation expense for awards with market conditions is recognized over the service period using the accelerated attribution method and is not reversed if the market condition is not met.

Restricted Stock Awards Issued in Connection with Business Combinations

In fiscal 2022, the Company entered into revesting agreements with the founders of the acquired businesses pursuant to which 1,269,008 restricted shares of Okta’s Class A common stock with a weighted-average fair value per share of $268.98 issued as of the respective closing dates will vest over 3 years.

In connection with the business combinations, as of January 31, 2024, there was $29 million of unrecognized stock-based compensation expense related to unvested restricted shares, which is being recognized over a weighted-average period of 0.3 years based on vesting under the award service conditions.

Employee Stock Purchase Plan

The ESPP provides for 12-month offering periods beginning June 21 and December 21 of each year, and each offering period consists of up to two six-month purchase periods. The ESPP contains a reset provision under which the offering period resets if the fair market value of the Company’s common stock on the purchase date is less than the fair market value on the offering date.

The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:


	Year Ended January 31,
	2024	2023	2022
Expected volatility	46% - 74%	63% - 90%	44% - 48%
Expected term (in years)	0.5 - 1.0	0.5 - 1.0	0.5 - 1.0
Risk-free interest rate	4.84% - 5.41%	2.46% - 4.67%	0.06% - 0.29%
Expected dividend yield	—	—	—

During fiscal 2024, the Company's employees purchased 793,739 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $57.84 per share, with proceeds of $46 million. During fiscal 2023, the Company's employees purchased 491,965 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $63.97 per share, with proceeds of $31 million.

As of January 31, 2024 and January 31, 2023, there was $16 million and $26 million, respectively, of unrecognized stock-based compensation expense related to the ESPP which is being recognized over a weighted-average vesting period of 0.9 years.

Employee Defined Contribution Plan

The Company has a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees. A portion of employee contributions are matched up to a fixed maximum dollar amount per year per employee. The Company began matching contributions in fiscal 2023. During fiscal 2024 and 2023, matching contributions related to the plan were $19 million and $21 million, respectively.

Net Loss Per Share

12 Months Ended

Jan. 31, 2024

Earnings Per Share [Abstract]

Net Loss Per Share

The Company computes net loss per share of common stock in conformity with the two-class method required for participating securities. The following table presents the calculation of basic and diluted net loss per share:


	Year Ended January 31,
	2024				2023				2022
	Class A		Class B		Class A		Class B		Class A		Class B
	(dollars in millions, shares in thousands, except per share data)
Numerator:
Net loss	$	(339)	$	(16)	$	(778)	$	(37)	$	(806)	$	(42)
Denominator:
Weighted-average shares outstanding, basic and diluted	156,335		7,299		150,891		7,132		140,684		7,352
Net loss per share, basic and diluted	$	(2.17)	$	(2.17)	$	(5.16)	$	(5.16)	$	(5.73)	$	(5.73)

As 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 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:


	Year Ended January 31,
	2024	2023	2022
	(shares in thousands)
Issued and outstanding stock options	5,038	6,353	7,984
Unvested RSUs issued and outstanding	8,871	9,317	6,226
Unvested market-based RSUs issued and outstanding	435	116	—
Unvested RSAs issued and outstanding	206	627	1,269


Shares committed under the ESPP	629	921	253
Shares related to the 2023 Notes	—	—	356
Shares subject to warrants related to the issuance of the 2023 Notes	—	1,048	1,048
Shares related to the 2025 Notes	2,925	5,617	5,617
Shares related to the 2026 Notes	2,548	4,820	4,820


	20,652	28,819	27,573

Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details) - RSUs	12 Months Ended
	Jan. 31, 2024 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Outstanding at beginning of period (in shares) \| shares	9,375,000
Granted (in shares) \| shares	5,644,041
Vested (in shares) \| shares	(4,107,000)
Forfeited (in shares) \| shares	(1,832,000)
Outstanding at end of period (in shares) \| shares	9,080,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Outstanding at beginning of period (in dollars per share) \| $ / shares	$ 143.77
Granted (in dollars per share) \| $ / shares	81.80
Vested (in dollars per share) \| $ / shares	133.88
Forfeited (in dollars per share) \| $ / shares	137.28
Outstanding at end of period (in dollars per share) \| $ / shares	$ 111.03

Income Taxes - Narrative (Details) - USD ($)	12 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Jan. 31, 2024	Jan. 31, 2023	Jan. 31, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Increase in valuation allowance	$ 9,000,000	$ 174,000,000
Accrued penalties and interest related to unrecognized tax benefits	0	$ 0	$ 0
Unrecorded tax benefit, significant change in unrecognized tax benefits is reasonably possible	0
Domestic Tax Authority
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating loss carryforwards	2,768,000,000
Domestic Tax Authority \| Research Tax Credit Carryforward
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Tax credit carryforward	111,000,000
State and Local Jurisdiction
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating loss carryforwards	2,000,000,000
State and Local Jurisdiction \| Research Tax Credit Carryforward
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Tax credit carryforward	73,000,000
UK
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating loss carryforwards	$ 43,000,000

Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details)	Jan. 31, 2024
Computers and equipment
Property, Plant and Equipment [Line Items]
Useful lives	3 years
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Useful lives	7 years

Summary of Significant Accounting Policies

12 Months Ended

Jan. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Revenue Recognition

Revenue recognition is determined through the following steps:

•Identification of the contract, or contracts, with a customer;

•Identification of the performance obligations in the contract;

•Determination of the transaction price;

•Allocation of the transaction price to the performance obligations in the contract; and

•Recognition of revenue when, or as, the performance obligations are satisfied.

The Company recognizes revenue net of any applicable value added or sales tax.

Subscription Revenue

Professional Services Revenue

Contracts with Multiple Performance Obligations

Deferred Revenue

Deferred Commissions

Cost of Revenue

Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.

Research and Development

Research and development expense incurred in the normal course of business is expensed as incurred.

Software Development Costs

Advertising Expenses

Advertising costs are expensed as incurred. Advertising expense was $65 million, $77 million, and $79 million in fiscal 2024, 2023 and 2022, respectively.

Restructuring and Other Charges

Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.

Stock-Based Compensation

Income Taxes

Cash, Cash Equivalents and Restricted Cash

As of January 31, 2024 and 2023, the Company's restricted cash balance was $8 million and $7 million, respectively, primarily related to letters of credit for its facility lease agreements.

Short-Term Investments

Strategic Investments

Accounts Receivable and Allowances

Property and Equipment

The useful lives of property and equipment are as follows:


			Useful lives
Computers and equipment			3 years
Furniture and fixtures			7 years
Leasehold improvements			Shorter of estimated useful life or remaining lease term

Business Combinations

Goodwill and Other Long-Lived Assets

Operating Leases and Incremental Borrowing Rate

Loss Contingencies

Concentrations of Risk

Net Loss per Share

attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.

The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights. See Note 1 4 to our consolidated financial statements "Net Loss Per Share" for additional information.

Recent Accounting Pronouncements Not Yet Adopted

Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details) - USD ($) $ in Millions	Jan. 31, 2024	Jan. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
2025	$ 79
2026	72
2027	27
2028	4
Thereafter	0
Total	$ 182	$ 241

Convertible Senior Notes, Net (Tables)

12 Months Ended

Jan. 31, 2024

Debt Disclosure [Abstract]

Schedule of Interest Expense

The following table sets forth total interest expense recognized related to the 2025 Notes:


	Year Ended January 31,
	2024		2023		2022
	(dollars in millions)
Contractual interest expense	$	1	$	1	$	1
Amortization of debt issuance costs	2		3		2
Amortization of debt discount(1)	—		—		36
Total	$	3	$	4	$	39

(1) Not applicable subsequent to the adoption of ASU No. 2020-06.The following table sets forth total interest expense recognized related to the 2026 Notes:


	Year Ended January 31,
		2024		2023		2022
		(dollars in millions)

Contractual interest expense		$	4	$	4	$	4
Amortization of debt issuance costs		1		3		1
Amortization of debt discount(1)		—		—		46
Total		$	5	$	7	$	51

(1) Not applicable subsequent to the adoption of ASU No. 2020-06.

Schedule of Debt

The net carrying amount of the 2025 Notes consisted of the following:


	As of January 31, 2024		As of January 31, 2023
	(dollars in millions)
Principal	$	552	$	1,060
Less: unamortized debt issuance costs and debt discount	(3)		(8)
Net carrying amount	$	549	$	1,052

The net carrying amount of the 2026 Notes consisted of the following:


	As of January 31, 2024		As of January 31, 2023
	(dollars in millions)
Principal	$	608	$	1,150
Less: unamortized debt issuance costs and debt discount	(3)		(9)
Net carrying amount	$	605	$	1,141

Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note

The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:


	As of January 31, 2024
	Principal Amount		Estimated Fair Value
	(dollars in millions)
2025 convertible senior notes	$	552	$	514
2026 convertible senior notes	$	608	$	541

Convertible Senior Notes, Net - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details) - Senior Notes $ in Millions	Jan. 31, 2024 USD ($)
2025 Notes \| Principal Amount
Debt Instrument [Line Items]
Convertible senior notes value	$ 552
2025 Notes \| Estimated Fair Value
Debt Instrument [Line Items]
Convertible senior notes value	514
2026 Notes \| Principal Amount
Debt Instrument [Line Items]
Convertible senior notes value	608
2026 Notes \| Estimated Fair Value
Debt Instrument [Line Items]
Convertible senior notes value	$ 541

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Common Stock and Stockholders' Equity

12 Months Ended

Jan. 31, 2024

Equity [Abstract]

Common Stock and Stockholders' Equity

Common Stock

Holders of Class A and Class B common stock are entitled to one vote per share and ten votes per share, respectively, and the shares of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder on a one-for-one basis, and are automatically converted into Class A common stock upon sale or transfer, subject to certain limited exceptions. Shares of Class A common stock are not convertible.

As of January 31, 2024, shares of common stock reserved for future issuance were as follows:


			As of January 31, 2024

			(shares in thousands)
Options and unvested RSUs outstanding			14,118
Available for future stock option and RSU grants			29,868
Available for ESPP			7,651
			51,637

Awards Issued as Charitable Contributions

During fiscal 2024, 2023 and 2022, the Company issued 75,000, 41,250 and 30,000 shares, respectively, of Class A common stock as charitable contributions and recognized $6 million, $4 million and $7 million, respectively, as general and administrative expense in the consolidated statements of operations.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Name Accounting Standards Codification
-Section 50
-Paragraph 13
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
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-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (i)
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Balance Sheet Components (Tables)

12 Months Ended

Jan. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Property and Equipment, net

The useful lives of property and equipment are as follows:


			Useful lives
Computers and equipment			3 years
Furniture and fixtures			7 years
Leasehold improvements			Shorter of estimated useful life or remaining lease term

Property and equipment consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)

Furniture and fixtures	$	18	$	19
Leasehold improvements	92		88
Property and equipment, gross	110		107
Less accumulated depreciation	(62)		(48)
Property and equipment, net	$	48	$	59

Schedule of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)

Accrued expenses	$	48	$	52

Accrued taxes payable	4		5
Operating lease liabilities	31		32
Accrued restructuring	24		15
Other	8		8
Accrued expenses and other current liabilities	$	115	$	112

Schedule of Other Liabilities, noncurrent

Other liabilities, noncurrent consisted of the following:


	As of January 31,
	2024		2023
	(dollars in millions)


Deferred tax liabilities	$	16	$	12
Other	14		11
Other liabilities, noncurrent	$	30	$	23