MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
You should read the following discussion and analysis of our financial condition and results of operations together with the condensed consolidated financial statements and related notes that are included elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements based upon current plans, expectations, and beliefs that involve risks and uncertainties. Actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under "Risk Factors" and in other parts of this Quarterly Report on Form 10-Q. Our fiscal year ends on December 31.
As used herein, "Fastly," "we," "our," "the Company," and similar terms include Fastly, Inc. and its subsidiaries, unless the context indicates otherwise.
Overview
Organizations around the world are more dependent on the quality of digital experiences they provide than ever before. At Fastly, we deliver an edge cloud platform capable of delivering fast, safe, and engaging digital experiences. By focusing holistically on the edge cloud from developer inspiration to end-user experience, we have the opportunity to differentiate with our global footprint, dynamic infrastructure, and security solutions. Performance, security, and building the most engaging applications are paramount to driving mission success for Fastly's customers.
The edge cloud is a category of Infrastructure as a Service ("IaaS") that enables developers to build, secure, and deliver digital experiences at the edge of the Internet. This service represents the convergence of the Content Delivery Network ("CDN") with functionality that has been traditionally delivered by hardware-centric appliances such as Application Delivery Controllers ("ADC"), Web Application Firewalls ("WAF"), Bot Detection, Distributed Denial of Service ("DDoS"), and Observability solutions. It also includes the emergence of a new, but growing, edge computing market which aims to move compute power and logic as close to the end user as possible. When milliseconds matter, processing at the edge is an ideal way to handle highly dynamic and time-sensitive data. This has led to its acceptance and adoption by organizations who monetize or grow their user base with every millisecond saved. Organizations that want to improve their user experience, whether it's faster loading websites or reduced shopping cart abandonment, can benefit from processing at the edge. The edge cloud complements data center, central cloud, and hybrid solutions.
Organizations must keep up with complex and ever-evolving end-user requirements. We help them surpass their end users' expectations by powering fast, safe, and engaging digital experiences. We built a powerful edge cloud platform, designed from the ground up to be programmable and support agile software development. We believe that our platform gives our customers a significant competitive advantage, whether they were born into the digital age or are just embarking on their digital transformation journey.
Developers on the Fastly platform have a high degree of flexibility with granular control and real-time visibility, where they can write and deploy code in a serverless environment and push application logic to the edge. Our infrastructure is built for the software-defined future. Our network is powerful, efficient, and flexible, designed to enable us to rapidly scale to meet the needs of the most demanding customers. Our approach to scalable, secure reliability integrates security into multiple layers of development: architecture, engineering, and operations. That's why we invest in building security into the fabric of our platform, alongside performance. We provide developers and security operations teams with a fast and safe environment to create, build, and run modern applications.
We serve established enterprises, mid-market companies, and technology-savvy organizations. Our customers represent a diverse set of organizations across many industries with one thing in common: they care about delivering best-in-class digital experiences. With our edge cloud platform, our customers are disrupting existing industries and creating new ones. For example, several of our customers have reinvented digital publishing by connecting readers through subscription models to indispensable content. Fastly's ability to dynamically manage content in real time enables readers to have instant access to the most up to date information.
Our customers' ecommerce solutions use Fastly's edge compute functionality to deliver very low-latency customer experiences, including providing better recommendations to their shoppers, converting more shopping carts into sales and executing fast and secure financial transactions. Content streaming organizations leverage Fastly's platform to deliver content to users around the world and those that livestream gain easy access to enormous edge compute resources for even greater reliability. The range of applications that developers build with our edge cloud platform continues to expand rapidly.
Our mission is to make the Internet a better place where all experiences are fast, safe, and engaging. We want all developers to have the ability to deliver the next transformative digital experience on a global scale. And because big ideas often start small, we love it when developers experiment and iterate on our platform, coming up with exciting new ways to solve today's complex problems.
For the three months ended September 30, 2025 and 2024, our revenue was $158.2 million and $137.2 million, respectively, an increase of 15%. For the nine months ended September 30, 2025 and 2024, our revenue was $451.4 million and $403.1 million, respectively, an increase of 12%. For the three months ended September 30, 2025 and 2024, we incurred a net loss of $29.5 million and $38.0 million, respectively. For the nine months ended September 30, 2025 and 2024, we incurred a net loss of $106.2 million and $125.2 million, respectively.
Our 10 largest customers generated an aggregate of 32% and 35% of our revenue in the trailing 12 months ended September 30, 2025 and 2024, respectively.
No single customer accounted for more than 10% of our revenue for each of the three and nine months ended September 30, 2025 and 2024. Affiliated customers that are business units of a single company generated an aggregate of 10% of our revenue for the three months ended September 30, 2025 and less than 10% our of revenue for the nine months ended September 30, 2025. Affiliated customers that are business units of a single company in the streaming entertainment space generated an aggregate of less than 10% of our revenue for the three months ended September 30, 2024 and 10% of our revenue for the nine months ended September 30, 2024.
We focus our direct selling efforts on expanding our customers'use of our platform, which includes companies that are exhibiting significant growth. We engage with and support these customers with our field sales representatives, account managers, and technical account managers who focus on customer satisfaction and drive expansion of their usage of our platform and products. These teams work with technical and business leaders to help our customers' end users receive the best possible digital experience, while also lowering our customers' total cost of ownership. These direct selling efforts are reflected by the revenue generated by our enterprise customers. Our Last-Twelve Months Net Retention Rate ("LTM NRR") metric also measures the revenue growth from existing customers attributable to increased usage of our platform and features, and purchase of additional products and services. For additional details on our key metrics, refer to the "Key Business Metrics" section.
Factors Affecting Our Performance
Winning New Customers
We are focused on continuing to attract new customers, including those in diverse vertical markets, and expanding our relationship with existing customers, by enhancing our product experience, investing in technology, and leveraging our partner ecosystem. Our customer base includes large, established enterprises that are undergoing digital transformation and emerging companies spanning a wide array of industries and verticals. Developers within these companies often use and advocate for the adoption of our platform by their companies and promotion across the broader developer community. We will continue to invest in our products and features and developer outreach, leveraging it as a cost-efficient approach to attracting new customers, and our sales and marketing programs, including various online marketing activities as well as targeted account-based marketing.
We are continuing to bring a durable, consistent, and predictable pipeline of new innovations to our edge cloud platform and software-defined modern network architecture, and are seeing interest from customers in our existing product lines like Network Services, Security, and Other product lines, including Compute and Observability. We will continue to build out a single, unified platform, simplify customer onboarding and service usage, and simplify our pricing and packaging. This will require us to dedicate significant resources to further develop the market for our platform and differentiate our platform from competitive products and services. We will also need to expand, retain, and motivate our sales and marketing personnel in order to target our sales efforts at larger enterprises and senior management of these potential customers.
Many jurisdictions have enacted laws on data localization and cross-border data transfers, and the evolving enforcement and interpretation of such laws has created uncertainty regarding data stored abroad and transferred across borders, which could impact customer growth and acquisition for customers and potential customers conducting business in Europe and elsewhere outside of the United States. For additional details, refer to the section titled "Risk Factors."
Expanding into New Markets and within Our Existing Customer Base
We aim to continue to add customers from a diverse set of industry verticals through our differentiated platform that offers a broad range of capabilities. By focusing on our key differentiators, including performance and security, we have an opportunity to continue to add customers from a diverse set of industries.
We emphasize retaining our customers and expanding their usage of our platform and adoption of our other products. Customers often begin with smaller deployments of one of our products and then expand their usage over time. Our platform includes a variety of offerings across Network Services, Security, and Other product lines, including Compute and Observability. As our customers mature, we assist them in expanding their use of our platform, including the use of additional offerings beyond content delivery or security. As enterprises grow and experience increased traffic, their needs evolve, leading them to find additional use cases for our platform and expand their usage accordingly. In addition, given that customer acquisition costs are incurred largely for acquiring and initial onboarding, we may gain operating leverage to the extent that existing customers expand their use of our platform and products.
Our ability to retain customers and expand their usage could be impaired for a variety of reasons, including a customer moving to another provider or reducing usage within the term of their contract. Even if our customers expand their usage of our platform, we cannot guarantee that they will maintain those usage levels for any meaningful period of time or that they will renew their commitments. The data localization and cross-border data transfer issues described above also impact current customers'usage of our products and services.
In addition, we cannot be certain what actions the United States or another country's government may take with respect to certain of our customers that may adversely affect our ability to do business with our customers that operate in China, target China as a market or that have strong business ties to China. And any such governmental action could have a negative impact on our business. In April 2024, under the prior administration, a bill was signed into law that would effectively ban TikTok in the United States if ByteDance, its China-based parent company, does not sell its stake in TikTok within a set time frame. The current administration issued an executive order on January 20, 2025 instructing the Attorney General not to enforce the law or impose any penalties against any entity for noncompliance for a period of 75 days and to provide written guidance as to how the law will be implemented. On June 19, 2025, the current administration extended the prior non-enforcement instructions until September 17, 2025. As of September 25, 2025, the current administration further extended the non-enforcement instructions until January 23, 2026 in consideration of a proposed divestiture of TikTok's United States operations. TikTok was one of our largest customers for the three and nine months ended September 30, 2025 and remains a customer of ours. While the full impact of the legislation is unknown, it could eventually lead to a reduction in TikTok's United States traffic levels which could have a negative impact on our business. We do not know whether or how ByteDance might restructure its business, including under the proposed divestiture, and how that may impact our traffic levels.
International Expansion
We intend to continue expanding our efforts to attract customers outside of the United States by augmenting our sales teams and strategically increasing our presence in the number of markets in select international locations.
Our international expansion, including our global sales efforts, continues to add increased complexity and cost to our business. This requires us to continue to expand our sales and marketing capabilities outside of the United States, increase the number of markets we have a presence in around the world to support our customers, and manage the administrative aspects of a global organization, each of which place a strain on our business and culture. In addition, our bandwidth costs are higher in markets outside of the United States and Europe, which may impact our gross margins.
We are closely monitoring the conflict between Russia and Ukraine, as well as the more recent hostilities in the Middle East, and their global impacts. While the conflicts are still evolving and the outcomes remain highly uncertain, we do not believe the Russia-Ukraine, Israel-Hamas, or other conflicts will have a material impact on our business and results of operations. We do not have Points of Presence ("POPs") in Russia, Ukraine, or Israel. However, some threat actors now engage and are expected to continue to engage in cyber-attacks, including, without limitation, nation-state actors for geopolitical reasons and in conjunction with military conflicts and defense activities. During times of war and other major conflicts, we, the third parties upon which we rely, and our customers may be vulnerable to a heightened risk of these attacks, including retaliatory cyber-attacks, that could materially disrupt our systems and operations, supply chain, and ability to produce, sell and distribute our goods and services. If such conflicts continue or worsen, leading to greater global economic disruptions and uncertainty, our business and results of operations could be materially impacted.
Investing in Sales and Marketing
Our customers have been pivotal in driving brand awareness and broadening our reach. While we continue to leverage the self-service approach to drive adoption by developers, we will continue to expand our sales and marketing efforts, with an increased focus on sales to enterprises globally. Utilizing our direct sales force, we have multiple selling points within organizations to acquire new customers and increase usage from our existing customers. We will continue to increase our discretionary marketing spend, including account-based, targeted demand generation and brand spend, to drive the effectiveness of our sales teams. As a result, we expect our total operating expenses to increase as we continue to expand. Our investments in sales and marketing teams are intended to help accelerate our sales, onboarding, and ramp cycles.
These efforts will require us to continue to invest in sales and marketing resources. Furthermore, we believe that there is significant competition for sales personnel with the skills and technical knowledge that we require. Our ability to achieve significant revenue growth will depend, in large part, on our success in recruiting, training, and retaining sufficient numbers of sales personnel to support our growth.
Continued Investment in Our Platform and Network Infrastructure
We must continue to invest in our platform and network infrastructure to maintain our position in the market. We expect our revenue growth to be dependent on an expanding customer base and continued adoption of our edge cloud delivery, security, and other products and services. In anticipation of winning new customers and staying ahead of our customers' needs, we plan to continue to invest in order to expand the scale and capacity of our software-defined modern network. This could result in increased network service provider fees, which could adversely affect our gross margins if we are unable to offset these costs with revenue from new customers and increase revenue from existing customers. Our customers require constant innovation within their own organizations and expect the same from us. Therefore, we will continue to invest in resources to enhance our development capabilities and introduce new products and features on our platform. We believe that investment in research and development will contribute to our long-term growth but may also negatively impact our short-term profitability. For the three months ended September 30, 2025 and 2024, our research and development expenses as a percentage of revenue were 26% and 23%, respectively. For the nine months ended September 30, 2025 and 2024, our research and development expenses as a percentage of revenue were 27% and 26%, respectively. Our research and development expenses in each period are impacted by the amount of software development costs that meet the criteria for capitalization. We may also seek to acquire or invest in businesses, products, or technologies that we believe could complement or expand our platform, enhance our technical capabilities, or otherwise offer growth opportunities.
Developers use our platform to build custom applications and require a state-of-the-art infrastructure to test and run these applications. We will continue to invest in our network infrastructure by strategically increasing our POPs. We also anticipate making investments in upgrading our technology and hardware to continue providing our customers a fast and secure platform. Our gross margins and operating results are impacted by these investments. As we continue to experience growth, we may face challenges managing adequate server capacity in our POPs due to potential component delays, shortages, price increases, hardware efficiencies gained through internal development, or any potential changes in server architecture, including due to technological advances or obsolescence. If we have server asset levels in excess of forecasted network capacity needs, we have in the past and may need to continue to write-down or write-off server assets. Conversely, if we underestimate network capacity needs, we may in future periods be unable to meet demand and be required to incur higher costs to secure necessary parts and components of our servers.
In addition, international trade disputes may further disrupt or delay our supply chain for these components or lead to pricing increases. For example, the United States has imposed or indicated an intention to impose tariffs on certain countries which may lead to retaliatory actions such as counter-tariffs and increase production costs and disruptions in our supply chain. If our supply of certain components is further disrupted or delayed, there can be no assurance that we will be able to obtain adequate replacements for the existing components or that supplies will be available on terms and prices that are favorable to us, if at all. In the event that there are errors in software, failures of hardware, damages to a facility or misconfigurations of any of our services, whether caused by our own error, security breaches, third-party error, or natural disasters, we could experience lengthy interruptions in our platform availability as well as delays and additional expenses in arranging new facilities and services. In addition, there can be no assurance that we are adequately prepared for unexpected increases in bandwidth demands by our customers, particularly when we or our customers experience cyber-attacks. The bandwidth we have contracted to purchase may become unavailable for a variety of reasons, including service outages, payment disputes, network providers going out of business, natural disasters, networks imposing traffic limits, or governments adopting regulations that impact network operations.
Key Business Metrics
We use the following key metrics presented in the table below to evaluate our business, measure our performance, identify trends affecting our business, prepare financial projections, and make strategic decisions. The calculation of these key metrics below may differ from other similarly titled metrics used by other companies, analysts, or investors.
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As of September 30,
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2025
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2024
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Total Customer Count
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3,223
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3,638
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Enterprise Customer Count
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627
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576
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Last-Twelve Months Net Retention Rate ("LTM NRR")
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105.8
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%
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105.3
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%
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Total Customer Count
We believe that our total number of customers is an important indicator of the adoption of our platform. Our definition of a customer consists of identifiable operating entities with which we have a billing relationship in good standing and which we have recognized revenue from during the reporting period. An identifiable operating entity is defined as a company, a government entity, or a distinct business unit of a larger company that has a relationship with us through direct sales or through one of our reseller partners where charges are identified on an end-customer basis. We may treat separate subsidiaries, segments, divisions, or business units of a single organization that use our platform as unique customers where they have distinct account identifiers. In cases where charges are identified through a reseller partner rather than on an end-customer basis, we would count the reseller as a single customer in our customer count. Our customer groupings may be impacted by changes to our customers' business, including any impact from acquisition activities, internal business reorganizations leading to operational and decision-making changes, and corporate structure changes such as subsidiary consolidation and reorganization that may arise in the future.
In addition to our paying customers, we also have trial, developer, nonprofit and open source programs, and other non-paying accounts that are excluded from our customer count metric. We operate globally and as a result, the success of our ability to retain our customers is also affected by general economic and market conditions around the world. As of September 30, 2025 and 2024, we had 3,223 and 3,638 customers, respectively.
Enterprise Customer Count
Historically our revenue has been driven primarily by a subset of our customers, our enterprise customers, who have leveraged our platform substantially from a usage standpoint. We believe that the recruitment and cultivation of enterprise customers is critical to our long-term success. Our enterprise customer count is defined as customers with annualized current quarter revenue in excess of $100,000. This is calculated by taking the revenue we recognized for each customer in the current quarter and multiplying it by four. As of September 30, 2025, we had 627 of such enterprise customers which generated 94% of the total annualized current quarter revenue for our total customers for the three months ended September 30, 2025. As of September 30, 2024, we had 576 of such enterprise customers which generated 92% of the total annualized current quarter revenue for our total customers for the three months ended September 30, 2024.
Last-Twelve Months Net Retention Rate
Our ability to generate and increase our revenue is also dependent upon our ability to retain our existing customers. LTM NRR allows us to track customer retention which demonstrates the stickiness of our edge cloud platform.
Our LTM NRR removes some of the volatility that is inherent in a usage-based business model from the measurement of the NRR metric. We calculate LTM NRR by dividing the total customer revenue for the prior twelve-month period ("prior 12-month period") ending at the beginning of the last twelve-month period ("LTM period") minus revenue contraction due to billing decreases or customer churn, plus revenue expansion due to billing increases during the LTM period from the same customers by the total prior 12-month period revenue. For the trailing twelve months ended September 30, 2025 and 2024 our LTM NRR was 105.8% and 105.3%, respectively.
Remaining Performance Obligations ("RPO")
RPO represent future committed revenue for periods within current contracts with customers, as well as deferred revenue arising from consideration invoiced for which the related performance obligations have not been satisfied. As of September 30, 2025, the aggregate amount of the transaction price in our contracts allocated to RPO that were unsatisfied or partially unsatisfied was $268.0 million.
Key Components of Statement of Operations
Revenue
We derive our revenue primarily from usage-based fees earned from customers using our platform. We also earn fixed-rate recurring revenue from security and other products and services.
Our usage-based fees earned from customers using our platform are generally billed in arrears. Our security products are primarily annual subscriptions that are billed in advance. Many customers have tiered usage pricing which reflects discounted rates as usage increases. For most contracts, usage charges are determined on a monthly basis based on actual usage
within the month and do not impact usage charges within any other month. Our larger customers often enter into contracts that contain minimum billing commitments and reflect discounted pricing associated with such usage levels.
We present our disaggregated revenue by three product lines: Network Services, Security, and Other. Network Services include solutions designed to improve performance of websites, apps, application programming interfaces ("APIs"), and digital media. Security includes products designed to protect websites, apps, APIs and users. Other includes Compute solutions that allow developers to build and deploy modern web applications on our edge cloud platform, and Observability solutions that provide real-time logs, data and metrics streamed from our edge platform for actionable insights.
We define United States revenue ("U.S. revenue") as revenue from customers that have a billing address in the United States, and we define international revenue as revenue from customers that have a billing address outside of the United States.
Cost of Revenue and Gross Margin
Cost of revenue consists primarily of fees paid to network providers for bandwidth and to third-party network data centers for housing servers, also known as colocation costs. Cost of revenue also includes employee costs for network operation, build-out and support and services delivery, network storage costs, cost of managed services and software-as-a-service, depreciation of network equipment used to deliver services, and amortization of network-related internal-use software. Our arrangements with network service providers require us to pay fees based on bandwidth use, in some cases subject to minimum commitments, which may be underutilized. Over the long term we expect cost of revenue to decrease as a percentage of revenue as we continue to drive efficiencies in our operations. However, our cost of revenue may fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses.
Our gross margin has been and will continue to be affected by a number of factors, including utilization of our network, the timing of our investments in the expansion of our network, which can increase depreciation and colocation costs in advance of expected demand, our ability to manage our network service providers and cloud infrastructure-related fees, the timing of amortization of capitalized software development costs, changes in personnel costs to provide customer support and operate the network, and customer pricing. Over the long term we expect gross margin to increase as we continue to drive efficiencies in our operations and increase our revenue. However, our gross margin may fluctuate from period to period.
Research and Development
Research and development expenses consist primarily of personnel costs, including salaries, benefits, bonuses, and stock-based compensation. Research and development expenses also include cloud infrastructure fees for development and testing, and an allocation of our general overhead expenses. We capitalize the portion of our software development costs that meet the criteria for capitalization.
We continue to focus our research and development efforts on adding new features and products including new use cases, improving the efficiency and performance of our network, and increasing the functionality of our existing products. Over the long term we expect our research and development expenses to decrease as a percentage of our revenue. However, our research and development expenses may fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses.
Sales and Marketing
Sales and marketing expenses consist primarily of personnel costs, including commissions for our sales employees, salaries, benefits, bonuses, and stock-based compensation. Sales and marketing expenses also include expenditures related to advertising, marketing, our brand awareness activities, bandwidth and co-location costs for free trial users, costs related to our customer events, including our customer conferences, professional services fees, amortization of our intangible assets, and an allocation of our general overhead expenses.
We focus our sales and marketing efforts on generating awareness of our platform and products, creating sales leads, and establishing and promoting our brand, both domestically and internationally. Over the long term, we expect our sales and marketing expenses to decrease as a percentage of our revenue. However, our sales and marketing expenses may fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses.
General and Administrative
General and administrative expenses consist primarily of personnel costs, including salaries, benefits, bonuses, and stock-based compensation for our administrative support personnel. General and administrative expenses also include costs related to legal and other professional services fees, an allocation of our general overhead expenses, credit losses and acquisition-related costs.
In the near term, we expect to continue to incur costs associated with supporting the growth of our business, including international expansion, but expect these costs to decrease as a percentage of our revenue over the long term as we continue to drive efficiencies in our operations. However, our general and administrative expenses may fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses.
Impairment Expense
Our impairment expense relates to non-recurring charges for our long-lived assets.
Restructuring Charges
Our restructuring charges relate to a 2024 restructuring plan to reduce expenses including a reduction of the Company's workforce. The charges incurred consist primarily of employee-related severance and termination benefits in connection with such 2024 workforce reduction.
Other Income and Expenses
Our interest income consists primarily of interest earned on our cash, cash equivalents and investments. Our interest expense consists primarily of the interest expense on our finance leases, amortization of discount, coupon interest expense, and debt issuance costs associated with our debt obligations. Our other expense, net, consists primarily of foreign currency transaction gains and losses.
Income Taxes
Our income tax expense consists primarily of income taxes in certain foreign jurisdictions where we conduct business and state minimum income taxes in the United States. We currently maintain a full valuation allowance on our U.S. Federal and state net deferred tax assets. We expect to maintain this valuation allowance for the foreseeable future.
Results of Operations
The following tables set forth our results of operations for the period presented:
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Three months ended
September 30,
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Nine months ended
September 30,
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2025
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2024
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2025
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2024
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(in thousands)
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Condensed Consolidated Statement of Operations:
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Revenue
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$
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158,223
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$
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137,206
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$
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451,406
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$
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403,097
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Cost of revenue
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65,894
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62,466
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201,163
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182,222
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Gross profit
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92,329
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74,740
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250,243
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220,875
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Operating expenses:
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Research and development
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41,421
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31,884
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121,071
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105,238
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Sales and marketing
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49,998
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45,994
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150,411
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148,560
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General and administrative
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29,698
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27,173
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82,256
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87,245
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Impairment expense
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-
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559
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415
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3,696
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Restructuring charges
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-
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9,720
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-
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9,720
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Total operating expenses
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121,117
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115,330
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354,153
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354,459
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Loss from operations
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(28,788)
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(40,590)
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(103,910)
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(133,584)
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Interest income
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3,080
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3,819
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9,139
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11,604
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Interest expense
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(3,161)
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(473)
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(9,498)
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(1,516)
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Other expense, net
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(55)
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(317)
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(96)
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(213)
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Loss before income tax expense
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(28,924)
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(37,561)
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(104,365)
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(123,709)
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Income tax expense
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559
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455
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1,807
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1,463
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Net loss attributable to common stockholders
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$
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(29,483)
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$
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(38,016)
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$
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(106,172)
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$
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(125,172)
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The following tables set forth our results of operations for the period presented as a percentage of our revenue:
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Three months ended
September 30,
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Nine months ended
September 30,
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2025
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2024
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2025
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2024
|
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Condensed Consolidated Statements of Operations, as a percentage of revenue:*
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Revenue
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100
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%
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100
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%
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100
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%
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100
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%
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Cost of revenue
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42
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|
46
|
|
|
45
|
|
|
45
|
|
|
Gross profit
|
|
58
|
|
|
54
|
|
|
55
|
|
|
55
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
26
|
|
|
23
|
|
|
27
|
|
|
26
|
|
|
Sales and marketing
|
|
32
|
|
|
34
|
|
|
33
|
|
|
37
|
|
|
General and administrative
|
|
19
|
|
|
20
|
|
|
18
|
|
|
22
|
|
|
Impairment expense
|
|
-
|
|
|
-
|
|
|
-
|
|
|
1
|
|
|
Restructuring charges
|
|
-
|
|
|
7
|
|
|
-
|
|
|
2
|
|
|
Total operating expenses
|
|
77
|
|
|
84
|
|
|
78
|
|
|
88
|
|
|
Loss from operations
|
|
(19)
|
|
|
(30)
|
|
|
(23)
|
|
|
(33)
|
|
|
Interest income
|
|
2
|
|
|
3
|
|
|
2
|
|
|
3
|
|
|
Interest expense
|
|
(2)
|
|
|
-
|
|
|
(2)
|
|
|
-
|
|
|
Other expense, net
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Loss before income tax expense
|
|
(19)
|
|
|
(27)
|
|
|
(23)
|
|
|
(30)
|
|
|
Income tax expense
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Net loss attributable to common stockholders
|
|
(19)
|
%
|
|
(27)
|
%
|
|
(23)
|
%
|
|
(30)
|
%
|
__________
* Columns may not add up to 100% due to rounding.
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
|
|
|
(in thousands)
|
|
|
Network Services
|
|
$
|
118,828
|
|
|
$
|
107,431
|
|
|
11
|
%
|
|
$
|
346,934
|
|
|
$
|
317,585
|
|
|
9
|
%
|
|
Security
|
|
33,959
|
|
|
26,184
|
|
|
30
|
%
|
|
89,661
|
|
|
76,152
|
|
|
18
|
%
|
|
Other
|
|
5,436
|
|
|
3,591
|
|
|
51
|
%
|
|
14,811
|
|
|
9,360
|
|
|
58
|
%
|
|
Total revenue
|
|
$
|
158,223
|
|
|
$
|
137,206
|
|
|
15
|
%
|
|
$
|
451,406
|
|
|
$
|
403,097
|
|
|
12
|
%
|
|
Percentage of revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Network Services
|
|
76
|
%
|
|
78
|
%
|
|
(2)
|
%
|
|
77
|
%
|
|
79
|
%
|
|
(2)
|
%
|
|
Security
|
|
21
|
%
|
|
19
|
%
|
|
2
|
%
|
|
20
|
%
|
|
19
|
%
|
|
1
|
%
|
|
Other
|
|
3
|
%
|
|
3
|
%
|
|
-
|
%
|
|
3
|
%
|
|
2
|
%
|
|
1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue was $158.2 million for the three months ended September 30, 2025, compared to $137.2 million for the three months ended September 30, 2024, an increase of $21.0 million, or 15%. Revenue was $451.4 million for the nine months ended September 30, 2025, compared to $403.1 million for the nine months ended September 30, 2024, an increase of $48.3 million, or 12%.
In both the three and nine months ended September 30, 2025, approximately 96% of our revenue was driven by usage on our platform. In both the three and nine months ended September 30, 2024, approximately 95% of our revenue was driven by usage on our platform. Revenue was primarily from existing customers, as revenue from new customers contributed less than 10% of our revenue. The proportion of the revenue contribution between new and existing customers is consistent with prior periods and typical customer behavior as customers tend to contribute more revenue over time as their use of the platform
increases. The remainder of our revenue was generated by our other products and services, including support and professional services.
Network Services revenue was $118.8 million for the three months ended September 30, 2025, compared to $107.4 million for the three months ended September 30, 2024, an increase of $11.4 million, or 11%. The increase in Network Services revenue was primarily driven by growth in usage from existing customers. Security revenue was $34.0 million for the three months ended September 30, 2025, compared to $26.2 million for the three months ended September 30, 2024, an increase of $7.8 million, or 30%. The increase in Security revenue was primarily driven by an increase in Next-Gen WAF revenue. Other revenue was $5.4 million for the three months ended September 30, 2025, compared to $3.6 million for the three months ended September 30, 2024, an increase of $1.8 million, or 51%. The increase in Other revenue was primarily driven by further adoption of our Compute solutions.
Network Services revenue was $346.9 million for the nine months ended September 30, 2025, compared to $317.6 million for the nine months ended September 30, 2024, an increase of $29.3 million, or 9%. The increase in Network Services revenue was primarily driven by growth in usage from existing customers. Security revenue was $89.7 million for the nine months ended September 30, 2025, compared to $76.2 million for the nine months ended September 30, 2024, an increase of $13.5 million, or 18%. The increase in Security revenue was primarily driven by an increase in Next-Gen WAF revenue. Other revenue was $14.8 million for the nine months ended September 30, 2025, compared to $9.4 million for the nine months ended September 30, 2024, an increase of $5.4 million, or 58%. The increase in Other revenue was primarily driven by further adoption of our Compute solutions.
U.S. revenue was $114.2 million, or 72% of revenue, for the three months ended September 30, 2025, compared to $104.5 million, or 76% of revenue, for the three months ended September 30, 2024. This represents an increase of $9.7 million, or 9%. International revenue was $44.1 million, or 28% of revenue, for the three months ended September 30, 2025, compared to $32.8 million, or 24%, of revenue for the three months ended September 30, 2024. This represents an increase of $11.3 million, or 35%.
U.S. revenue was $337.5 million, or 75% of revenue, for the nine months ended September 30, 2025, compared to $300.9 million, or 75% of revenue, for the nine months ended September 30, 2024. This represents an increase of $36.6 million, or 12%. International revenue was $113.9 million, or 25% of revenue, for the nine months ended September 30, 2025, compared to $102.2 million, or 25%, of revenue for the nine months ended September 30, 2024. This represents an increase of $11.7 million, or 11%.
Cost of Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
|
|
|
|
(in thousands)
|
|
|
|
Cost of revenue
|
|
$
|
65,894
|
|
|
$
|
62,466
|
|
|
5
|
%
|
|
$
|
201,163
|
|
|
$
|
182,222
|
|
|
10
|
%
|
Cost of revenue was $65.9 million for the three months ended September 30, 2025 compared to $62.5 million for the three months ended September 30, 2024, an increase of $3.4 million, or 5%. The increase was primarily due to a $2.0 million increase in depreciation and amortization as a result of increased investments in our platform, a $1.4 million increase in colocation costs, a $1.0 million increase in software costs, as well as a $0.9 million increase in stock-based compensation expense. The increase was partially offset by a $0.7 million decrease in bandwidth costs, a $0.4 million decrease in equipment purchases, a $0.4 million decrease in maintenance costs, as well as a $0.3 million decrease in personnel-related costs.
Cost of revenue was $201.2 million for the nine months ended September 30, 2025 compared to $182.2 million for the nine months ended September 30, 2024, an increase of $19.0 million, or 10%. The increase was primarily due to a $9.3 million increase in bandwidth costs and a $5.7 million increase in depreciation and amortization as a result of increased investments in our platform. The increase was also due to a $3.3 million increase in software costs, a $2.6 million increase in colocation costs, as well as a $0.6 million increase in stock-based compensation expense. The increase was partially offset by a $1.9 million decrease in personnel-related costs, a $0.7 million decrease in other network costs, as well as a $0.4 million decrease in maintenance costs.
Gross Profit and Gross Margin
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
|
|
|
(in thousands)
|
|
|
|
Gross profit
|
|
$
|
92,329
|
|
|
$
|
74,740
|
|
|
24
|
%
|
|
$
|
250,243
|
|
|
$
|
220,875
|
|
|
13
|
%
|
|
Gross margin
|
|
58
|
%
|
|
54
|
%
|
|
4
|
%
|
|
55
|
%
|
|
55
|
%
|
|
-
|
%
|
Gross profit was $92.3 millionfor the three months ended September 30, 2025compared to $74.7 million for the three months ended September 30, 2024, an increase of $17.6 million, or 24%. Gross margin was 58% for the three months ended September 30, 2025 and 54% for the three months ended September 30, 2024. The increase in gross margin was driven by revenue growth during the three months ended September 30, 2025 outpacing the increases in the costs incurred to support the growth of our network.
Gross profit was $250.2 millionfor the nine months ended September 30, 2025 compared to $220.9 million for the nine months ended September 30, 2024, an increase of $29.3 million, or 13%. Gross margin was 55% for both the nine months ended September 30, 2025 and 2024. Our flat gross margin was driven by consistent revenue growth during the nine months ended September 30, 2025with comparableincreases in the costs incurred to support the growth of our network.
Operating Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
|
|
|
(in thousands)
|
|
|
|
Research and development
|
|
$
|
41,421
|
|
|
$
|
31,884
|
|
|
30
|
%
|
|
$
|
121,071
|
|
|
$
|
105,238
|
|
|
15
|
%
|
|
Sales and marketing
|
|
49,998
|
|
|
45,994
|
|
|
9
|
%
|
|
150,411
|
|
|
148,560
|
|
|
1
|
%
|
|
General and administrative
|
|
29,698
|
|
|
27,173
|
|
|
9
|
%
|
|
82,256
|
|
|
87,245
|
|
|
(6)
|
%
|
|
Impairment expense
|
|
-
|
|
|
559
|
|
|
(100)
|
%
|
|
415
|
|
|
3,696
|
|
|
(89)
|
%
|
|
Restructuring charges
|
|
-
|
|
|
9,720
|
|
|
100
|
%
|
|
-
|
|
|
9,720
|
|
|
100
|
%
|
|
Total operating expenses
|
|
$
|
121,117
|
|
|
$
|
115,330
|
|
|
5
|
%
|
|
$
|
354,153
|
|
|
$
|
354,459
|
|
|
-
|
%
|
|
Percentage of revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development
|
|
26
|
%
|
|
23
|
%
|
|
3
|
%
|
|
27
|
%
|
|
26
|
%
|
|
1
|
%
|
|
Sales and marketing
|
|
32
|
%
|
|
34
|
%
|
|
(2)
|
%
|
|
33
|
%
|
|
37
|
%
|
|
(4)
|
%
|
|
General and administrative
|
|
19
|
%
|
|
20
|
%
|
|
(1)
|
%
|
|
18
|
%
|
|
22
|
%
|
|
(4)
|
%
|
|
Impairment expense
|
|
-
|
%
|
|
-
|
%
|
|
-
|
%
|
|
-
|
%
|
|
1
|
%
|
|
(1)
|
%
|
|
Restructuring charges
|
|
-
|
%
|
|
7
|
%
|
|
(7)
|
%
|
|
-
|
%
|
|
2
|
%
|
|
(2)
|
%
|
Research and Development
Research and development expenses were $41.4 million for the three months ended September 30, 2025 compared to $31.9 million for the three months ended September 30, 2024, an increase of $9.5 million, or 30%. The increase was primarily due to a $4.5 million increase in stock-based compensation expenses, a $2.7 million increase in personnel-related costs and a $2.3 million decrease in capitalized software development costs.
Research and development expenses were $121.1 million for the nine months ended September 30, 2025 compared to $105.2 million for the nine months ended September 30, 2024, an increase of $15.9 million, or 15%. The increase was primarily due to a $7.0 million decrease in capitalized software development costs, a $6.9 million increase in stock-based compensation expenses, a $1.9 million increase in personnel-related costs and a $1.4 million increase in software costs. The increase was offset by a $0.4 million decrease in corporate costs.
Sales and Marketing
Sales and marketing expenses were $50.0 million for the three months ended September 30, 2025 compared to $46.0 million for the three months ended September 30, 2024, an increase of $4.0 million, or 9%. The increase was primarily due to a $2.4 million increase in personnel-related costs including commission expense, a $1.6 million increase in stock-based compensation expenses, as well as a $0.7 million increase in marketing expenses. The increase was partially offset by a $0.3 million decrease in software costs and a $0.2 million decrease in professional fees.
Sales and marketing expenses were $150.4 million for the nine months ended September 30, 2025 compared to $148.6 million for the nine months ended September 30, 2024, an increase of $1.8 million, or 1%. The increase was primarily due to a $1.6 million increase in stock-based compensation expenses, a $0.8 million increase in travel and entertainment expenses, as well as a $0.6 million increase in marketing expenses. The increase was partially offset by a $0.4 million decrease in third party commissions, a $0.3 million decrease in software costs, as well as a $0.3 million decrease in corporate costs.
General and Administrative
General and administrative costs were $29.7 million for the three months ended September 30, 2025 compared to $27.2 million for the three months ended September 30, 2024, an increase of $2.5 million, or 9%. The increase was primarily due to a $1.0 million increase in stock-based compensation expenses, a $0.7 million increase in corporate costs as well as a $0.7 million increase in executive transition costs.
General and administrative costs were $82.3 million for the nine months ended September 30, 2025 compared to $87.2 million for the nine months ended September 30, 2024, a decrease of $4.9 million, or 6%. The decrease was primarily due to a $7.1 million decrease in stock-based compensation expenses, a $2.1 million decrease in personnel-related costs, as well as a $0.4 million decrease in equipment purchases. The decrease was partially offset by a $2.2 million increase in professional services fees, a $1.0 million increase in executive transition costs, a $0.6 million increase in corporate costs, a $0.8 million increase in provision for credit losses, as well as a $0.5 million increase in the sales and use tax reserve.
Impairment Expense
During the nine months ended September 30, 2025, the Company recognized an impairment expense of $0.4 million. The impairment expense related to non-recurring write-off charges for intangible assets no longer in use as well as an abandoned internal-use software project. The Company did not recognize any expense during the three months ended September 30, 2025.
During the three months ended September 30, 2024, the Company recognized an impairment expense of $0.6 million related to the write-off of certain equipment. During the nine months ended September 30, 2024 we recognized an impairment charge of $3.7 million related to write-offs of certain equipment, an internal-use software project as well as right-of-use assets.
Restructuring Charges
During the three and nine months ended September 30, 2024, in an effort to streamline our organization, we initiated a restructuring plan to reduce expenses including a reduction of our workforce. In connection with this plan, we incurred charges of $9.7 million primarily consisting of employee-related severance and termination benefits. There have been no restructuring activities in 2025.
Other Income and Expense
Interest Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
|
|
|
|
(in thousands)
|
|
|
|
Interest income
|
|
$
|
3,080
|
|
|
$
|
3,819
|
|
|
(19)
|
%
|
|
$
|
9,139
|
|
|
$
|
11,604
|
|
|
(21)
|
%
|
Interest income was $3.1 million for the three months ended September 30, 2025 compared to $3.8 million for the three months ended September 30, 2024, a decrease of $0.7 million, or 19%. This decrease was primarily driven by a decrease in interest rates and investment balance.
Interest income was $9.1 million for the nine months ended September 30, 2025 compared to $11.6 million for the nine months ended September 30, 2024, a decrease of $2.5 million, or 21%. This decrease was primarily driven by a decrease in interest rates and investment balance.
Interest Expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
|
|
|
(in thousands)
|
|
|
|
Interest expense
|
|
$
|
3,161
|
|
|
$
|
473
|
|
|
568
|
%
|
|
$
|
9,498
|
|
|
$
|
1,516
|
|
|
527
|
%
|
Interest expense was $3.2 million for the three months ended September 30, 2025 compared to $0.5 million for the three months ended September 30, 2024, an increase of $2.7 million, or 568%. Interest expense increased primarily due to the coupon interest of the 2028 Notes issued in December 2024.
Interest expense was $9.5 million for the nine months ended September 30, 2025 compared to $1.5 million for the nine months ended September 30, 2024, an increase of $8.0 million, or 527%. Interest expense increased primarily due to the coupon interest of the 2028 Notes issued in December 2024.
Other Expense, Net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30,
|
|
Nine months ended September 30,
|
|
|
|
2025
|
|
2024
|
|
% Change
|
|
2025
|
|
2024
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% Change
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(in thousands)
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(in thousands)
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Other expense, net
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$
|
55
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|
$
|
317
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(83)
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%
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|
$
|
96
|
|
|
$
|
213
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|
(55)
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%
|
Other expense was less than $0.1 million for the three months ended September 30, 2025 compared to $0.3 million for the three months ended September 30, 2024, a decrease of $0.3 million. The change was mainly driven by our foreign currency transaction gains and losses between the periods.
Other expense was less than $0.1 million for the nine months ended September 30, 2025 compared to $0.2 million for the nine months ended September 30, 2024, a decrease of $0.1 million. The change was mainly driven by our foreign currency transaction gains and losses between the periods.
Income Taxes
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Three months ended September 30,
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|
Nine months ended September 30,
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|
|
2025
|
|
2024
|
|
% Change
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|
2025
|
|
2024
|
|
% Change
|
|
|
|
(in thousands)
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|
|
(in thousands)
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|
Income tax expense
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|
$
|
559
|
|
|
$
|
455
|
|
|
23
|
%
|
|
$
|
1,807
|
|
|
$
|
1,463
|
|
|
24
|
%
|
Income tax expense was $0.6 million for the three months ended September 30, 2025 compared to $0.5 million for the three months ended September 30, 2024, an increase of $0.1 million. The Company continues to maintain a full valuation allowance in the U.S. and the tax expense for the periods were primarily due to foreign tax expense.
Income tax expense was $1.8 million for the nine months ended September 30, 2025 compared to $1.5 million for the nine months ended September 30, 2024, an increase of $0.3 million. The Company continues to maintain a full valuation allowance in the U.S. and the tax expense for the periods were primarily due to foreign tax expense.
Liquidity and Capital Resources
As of September 30, 2025, we had cash, cash equivalents and marketable securities, totaling $342.9 million. Our cash, cash equivalents, and marketable securities primarily consisted of money market funds, investment-grade commercial paper, corporate notes and bonds, U.S. treasury securities, municipal bonds, agency bonds, and certificates of deposit. As of September 30, 2025, we did not have any marketable securities classified as non-current.
To date, we have financed our operations primarily through equity issuances, payments received from customers, the net proceeds we received through sales of our debt securities, and proceeds from our convertible notes. Our principal uses of cash in the near term have primarily been around funding our operations, capital expenditures, business acquisitions, and investments, and fulfilling our debt and contractual commitments. We have also entered into longer term commitments to support our operations, including arrangements to directly lease and operate our infrastructure assets and colocation facilities. We have not entered into any off-balance sheet arrangements and do not have any holdings in variable interest entities.
We believe that our cash and cash equivalents balances, available borrowing capacity under our credit facility, and the cash flows generated by our operations, net of the cash outflows used in our operations, will be sufficient to satisfy our anticipated cash needs for working capital and capital expenditures for at least the next twelve months. We have generated losses from operations in the past and expect to continue to incur operating losses for the foreseeable future due to the investments and strategic initiatives we intend to make to grow our business. Our uses of cash beyond the next twelve months will depend on many factors, including the general economic environment in which we operate and our ability to generate cash flow from operations, which are uncertain. We may also use our cash to buy back any outstanding debt on our convertible notes or on any future equity issuances.
Senior Secured Credit Facilities Agreement
On February 16, 2021, we entered into a Senior Secured Credit Facilities Agreement (as amended by that certain First Amendment to Credit Agreement, the "Credit Agreement") with the lenders from time to time party thereto (the "Lenders") and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, as administrative agent, issuing lender and swingline lender, "SVB First Citizens"), which provides for a $100.0 million senior secured revolving credit facility, with a maturity date of February 16, 2024. The loans under the Credit Agreement bear interest at a rate per annum equal to, at our option, the ABR (as defined in the Credit Agreement) or the Adjusted Term SOFR (as defined in the Credit Agreement), in each case, plus a margin based on the average daily outstanding balance of all loans and letters of credit under the Credit Agreement and ranging from 0.75% to 1.00%, in the case of loans bearing interest at ABR, and 1.75% to 2.00%, in the case of loans bearing interest at Adjusted Term SOFR. On February 16, 2024, we entered into the Second Amendment to Credit Agreement with the Lenders and SVB First-Citizens, which, among other things, extended the maturity date of the loans under the Credit Agreement to June 14, 2024. On April 30, 2024, we entered into the Third Amendment to Credit Agreement with the Lenders and SVB First-Citizens, pursuant to which, among other things, we (a) reduced the commitments under the Credit Agreement to $60.0 million, (b) set the interest rate for loans bearing interest at ABR at 1.00% and loans bearing interest at Adjusted Term SOFR at 2.00%, and (c) extended the maturity date under the Credit Agreement to the earliest of (i) April 30, 2027, (ii) so long as any permitted convertible debt is outstanding, on January 30, 2027, unless Net Liquidity as of January 30, 2027 is greater than or equal to $200.0 million (or, if the amount of outstanding permitted convertible debt is less than $35.0 million, $120.0 million), and (iii) so long as any permitted convertible debt is outstanding after January 30, 2027, if Net Liquidity is less than $200.0 million (or, if the amount of outstanding permitted convertible debt is less than $35.0 million, $120.0 million), on such date.
Interest payments on outstanding borrowings are due on the last day of each interest period. The Credit Agreement has a commitment fee on the unused portion of the borrowing commitment, which is payable on the last day of each calendar quarter at a rate per annum of 0.20% to 0.25% depending on the average daily outstanding balance of all loans and letters of credit under the Credit Agreement. The Credit Agreement contains a financial covenant that requires us to maintain a consolidated adjusted quick ratio of at least 1.25 to 1:00 tested on a quarterly basis as well as a springing revenue growth covenant for certain periods if our consolidated adjusted quick ratio falls below 1.75 to 1:00 on the last day of any fiscal quarter. As of September 30, 2025, we were in compliance with these covenants and we expect to continue to be in compliance for at least the next 12 months. During the nine months ended September 30, 2025 and 2024, no amounts were drawn down on the Credit Agreement.
Convertible Senior Notes
In March 2021, we issued approximately $948.8 million aggregate principal amount of 0% convertible senior unsecured notes due in 2026 (the "2026 Notes") in a private placement to qualified institutional buyers pursuant to Rule144A under the Securities Act.
On May 25, 2022, we entered into separate, privately negotiated transactions with certain holders of the 2026 Notes to repurchase (the "Repurchases") $235.0 million aggregate principal amount of the 2026 Notes for an aggregate cash repurchase price of $176.4 million and aggregate transaction costs of $0.7 million.
During the year ended December 31, 2023, we entered into several separate privately negotiated transactions with certain holders of the 2026 Notes to repurchase $367.3 million aggregate principal amount of the 2026 Notes for an aggregate cash repurchase price of $309.1 million and aggregate transaction costs of $2.0 million.
During the year ended December 31, 2024, we entered into separate, privately negotiated transactions with certain holders of the 2026 Notes to exchange $157.9 million aggregate principal amount of the 2026 Notes for $150.0 million aggregate principal amount of 7.75% convertible senior notes due 2028 (the "2028 Notes") and aggregate transaction costs of $5.8 million.
The remaining 2026 Notes with an aggregate principal balance of $188.6 million will mature on March 15, 2026, unless earlier converted, redeemed or repurchased.
Cash Flows
The following table summarizes our cash flows for the period indicated:
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Nine months ended September 30,
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2025
|
|
2024
|
|
|
|
(in thousands)
|
|
Net cash provided by operating activities
|
|
$
|
72,010
|
|
|
$
|
11,186
|
|
|
Net cash provided by (used in) investing activities
|
|
$
|
(249,183)
|
|
|
$
|
107,991
|
|
|
Net cash provided by (used in) financing activities
|
|
$
|
3,907
|
|
|
$
|
(9,782)
|
|
Cash Flows from Operating Activities
For the nine months ended September 30, 2025, cash provided by operating activities was $72.0 million, consisting primarily of our net loss of $106.2 million, adjusted for non-cash items of $178.8 million, and net cash flows used in operating assets and liabilities of $0.7 million. The main drivers of the changes in operating assets and liabilities were a $18.8 million increase in other liabilities, an increase of accounts receivable of $3.6 million, a $3.3 million increase in accounts payable and a $0.8 million increase in prepaid expenses and other current assets. This was offset by a $13.0 million decrease in other assets, $13.7 million of operating lease payments, and a $0.5 million decrease in accrued expenses.
For the nine months ended September 30, 2024, cash provided by operating activities was $11.2 million, consisting primarily of our net loss of $125.2 million, adjusted for non-cash items of $174.1 million, and net cash flows used in operating assets and liabilities of $37.8 million. The main drivers of the changes in operating assets and liabilities were $19.3 million of operating lease payments, a $4.1 million decrease in accrued expenses due to timing of payments, a $7.7 million decrease in other assets, a $4.9 million decrease in other liabilities, as well as a $7.4 million decrease in prepaid expenses and other current assets. This was offset by a $4.5 million increase in accounts payable due to timing of payments, as well as a net increase of accounts receivable of $1.3 million, primarily due to the growth of our business and the timing of cash receipts from our customers.
Cash Flows from Investing Activities
For the nine months ended September 30, 2025, cash used in investing activities was $249.2 million, primarily consisting of $352.1 million purchases of marketable securities, $18.5 million of payments related to purchases of property and equipment to expand our network, and $14.0 million of additions to capitalized internal-use software. The cash outflow was partially offset by $117.2 million of maturities of marketable securities and $18.1 million from the sale of marketable securities.
For the nine months ended September 30, 2024, cash provided by investing activities was $108.0 million, primarily consisting of $289.7 million of maturities and sales of marketable securities. The cash inflow was partially offset by $155.1 million purchases of marketable securities, $20.5 million of additions to capitalized internal-use software, $5.4 million of payments related to purchases of property and equipment to expand our network and $0.8 million related to advance purchases of property and equipment.
Cash Flows from Financing Activities
For the nine months ended September 30, 2025, cash provided by financing activities was $3.9 million, primarily consisting of $5.5 million in proceeds from the employee stock purchase plan and $0.8 million in proceeds from stock option exercises by our employees. The cash inflow was partially offset by $2.3 million of finance lease payments.
For the nine months ended September 30, 2024, cash used in financing activities was $9.8 million, primarily consisting of $12.4 million of finance lease payments as well as a $3.8 million payment of deferred consideration for business acquisition. The cash outflow was partially offset by inflow of $6.1 million in proceeds from the employee stock purchase plan and $0.3 million in proceeds from stock option exercises by our employees.
Contractual Obligations and Other Commitments
Our principal commitments consist of obligations under operating and finance leases, purchase obligations for capital expenditures, purchase obligations for contracts with our cloud infrastructure providers, network service providers, and other vendors, and outstanding debt. There have not been any material changes in our contractual obligations and commitments from our most recently filed Annual Report on Form 10-K for the fiscal year ended December 31, 2024, except for those described under Note 6, Note 8, and Note 9 of our unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.
Critical Accounting Estimates
We prepare our condensed consolidated financial statements in accordance with GAAP. The preparation of our condensed consolidated financial statements requires us to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenue, costs, expenses, and related disclosures. Actual results and outcomes could differ significantly from our estimates, judgments, and assumptions. To the extent that there are material differences between these estimates and actual results, our future financial statement presentation, financial condition, results of operations, and cash flows will be affected.
There have been no material changes to our critical accounting estimates as compared to the critical accounting estimates disclosed in "Management's Discussion and Analysis - Critical Accounting Estimates" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024.
Recent Accounting Pronouncements
See Note 2 - Summary of Significant Accounting Policies of our unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.