Arista Networks 10-Q 2025-09-30

Filed 2025-11-05. 8 sections, 329K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2025

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number:001-36468
Arista Networks, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware20-1751121
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
5453 Great America Parkway,Santa Clara,California95054
(Address of principal executive offices)(Zip Code)
(408)547-5500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.0001 par valueANETNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ý

The number of shares outstanding of the registrant’s Common Stock, $0.0001 par value, as of October 30, 2025 was 1,259,285,070.

ARISTA NETWORKS, INC.

TABLE OF CONTENTS

Page
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements (Unaudited)1
Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 20241
Condensed Consolidated Income Statements for the Three Months and Nine Months Ended September 30, 2025 and 20242
Condensed Consolidated Statements of Comprehensive Income for the Three Months and Nine Months Ended September 30, 2025 and 20243
Condensed Consolidated Statements of Stockholders’ Equity for the Three Months and Nine Months Ended September 30, 2025 and 20244
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 20246
Notes to Condensed Consolidated Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations17
Item 3.Quantitative and Qualitative Disclosures About Market Risk25
Item 4.Controls and Procedures25
PART II. OTHER INFORMATION
Item 1.Legal Proceedings25
Item 1A.Risk Factors26
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds57
Item 3.Defaults Upon Senior Securities57
Item 4.Mine Safety Disclosures57
Item 5.Other Information57
Item 6.Exhibits58
Signatures59

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

ARISTA NETWORKS, INC.

Condensed Consolidated Balance Sheets

(in millions, except par value)

September 30, 2025December 31, 2024
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents$2,326.6$2,762.4
Marketable securities7,779.65,541.1
Accounts receivable, net1,489.41,140.5
Inventories2,155.71,834.6
Prepaid expenses and other current assets1,433.5632.3
Total current assets15,184.811,910.9
Property and equipment, net172.698.8
Goodwill416.2268.5
Deferred tax assets1,665.41,440.4
Other assets609.8325.3
TOTAL ASSETS$18,048.8$14,043.9
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable$481.0$381.1
Accrued liabilities471.0435.3
Deferred revenue3,520.71,727.3
Other current liabilities193.9188.5
Total current liabilities4,666.62,732.2
Deferred revenue, non-current1,165.51,064.1
Other long-term liabilities309.6252.8
TOTAL LIABILITIES6,141.74,049.1
Commitments and Contingencies (Note 5)
STOCKHOLDERS’ EQUITY:
Preferred stock, $0.0001 par value—100 shares authorized and no shares issued and outstanding as of September 30, 2025 and December 31, 2024——
Common stock, $0.0001 par value—4,000 shares authorized as of September 30, 2025 and December 31, 2024; 1,259.2 and 1,261.3 shares issued and outstanding as of September 30, 2025 and December 31, 20240.10.1
Additional paid-in capital2,784.12,465.4
Retained earnings9,115.17,542.5
Accumulated other comprehensive income (loss)7.8(13.2)
TOTAL STOCKHOLDERS’ EQUITY11,907.19,994.8
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$18,048.8$14,043.9

The accompanying notes are an integral part of these condensed consolidated financial statements (unaudited).

ARISTA NETWORKS, INC.

Condensed Consolidated Income Statements

(Unaudited, in millions, except per share amounts)

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Revenue:
Product$1,911.7$1,523.8$5,481.2$4,275.9
Service396.6287.11,036.7796.8
Total revenue2,308.31,810.96,517.95,072.7
Cost of revenue:
Product745.5593.32,125.51,655.4
Service72.655.9187.5157.0
Total cost of revenue818.1649.22,313.01,812.4
Gross profit1,490.21,161.74,204.93,260.3
Operating expenses:
Research and development326.0235.8888.9711.7
Sales and marketing151.2106.8394.3316.3
General and administrative34.833.898.587.3
Total operating expenses512.0376.41,381.71,115.3
Income from operations978.2785.32,823.22,145.0
Other income (expense), net98.997.6289.1231.1
Income before income taxes1,077.1882.93,112.32,376.1
Provision for income taxes224.1134.9556.7325.0
Net income$853.0$748.0$2,555.6$2,051.1
Net income per share (1):
Basic$0.68$0.59$2.03$1.63
Diluted$0.67$0.58$2.00$1.60
Weighted-average shares used in computing net income per share (1):
Basic1,258.01,257.91,258.11,255.0
Diluted1,276.61,281.81,275.71,280.3

(1) Prior period results have been adjusted to reflect the four-for-one stock split effected in December 2024. See Note 1, Organization and Summary of Accounting Policies, for details.

The accompanying notes are an integral part of these condensed consolidated financial statements (unaudited).

ARISTA NETWORKS, INC.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited, in millions)

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Item 2. 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 unaudited condensed consolidated financial statements and related notes that are included elsewhere in this Quarterly Report on Form 10-Q, and our Annual Report on Form 10-K filed with the SEC on February 18, 2025. This discussion contains forward-looking statements based upon current plans, expectations and beliefs that involve risks and uncertainties. Our 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 elsewhere in this Quarterly Report on Form 10-Q.

Overview

Arista Networks is an industry leader in data-driven, client to cloud networking for large AI, data center, campus and routing environments. Arista's platforms deliver availability, agility, automation, analytics and security through an advanced network operating stack. Since Arista’s inception, our founders have reimagined cloud networks for performance, scale and programmability with a focus on differentiating in three ways: uncompromising reliability built on the foundation of robust quality assurance capabilities with a suite of automated diagnostics, advanced open and standards-based technology and intelligent automation to decrease the manual workload on the operator. At the core of Arista’s platform is Arista EOS, a

modernized publish-subscribe state-sharing networking operating system. Arista EOS, combined with a set of network applications and our Ethernet switching and routing platforms using best of breed merchant silicon, provides customers with a highly competitive and diversified portfolio of products with improved price/performance and time to market.

We believe that cloud computing represents a fundamental shift from traditional legacy network architectures. As organizations of all sizes have moved workloads to the cloud, spending on cloud and next-generation data centers has increased rapidly, while traditional legacy IT spending has grown at a slower rate. Our cloud networking platforms are well positioned to address the growing cloud networking market, and to address increasing performance requirements driven by the growing number of connected devices, as well as the need for constant connectivity and access to data and applications.

The markets for cloud networking solutions are highly competitive and characterized by rapidly changing technology, changing end-customer needs, evolving industry standards, frequent introductions of new products and services, and industry consolidation. We expect competition to intensify in the future as the market for cloud networking expands and existing competitors and new market entrants introduce new products or enhance existing products. Our future success is dependent upon our ability to continue to evolve and adapt to our rapidly changing environment. We must also continue to develop market-leading products and software features that address the changing needs of our existing and new customers, and increase sales in the cloud, AI and enterprise data center Ethernet switching/routing markets, and campus workspace markets. We believe one of our greatest strengths lies in our ability to rapidly develop new features and applications. In addition, we intend to continue expanding our sales force and marketing activities in key geographies, as well as our relationships with channel, technology and system-level partners in order to reach new customers more effectively, increase sales to existing customers, and provide services and support. Furthermore, we expect to continue to make substantial investments to introduce new products and services and enhance the functionality of our existing cloud networking platform through investments in our research and development organization, and investments in or acquisitions of complementary companies, products and technologies to expand our product offerings and build upon our technology leadership. In June 2025, we completed the acquisition of the VeloCloud business from Broadcom. VeloCloud’s secure, AI-optimized cloud WAN portfolio provides seamless connectivity to customer sites of any type, complementing Arista’s leading data center and campus wired/wireless portfolio. We believe the combination of Arista and VeloCloud will provide modern WAN solutions for our customers globally.

The expansion of generative AI computing and distributed applications is further pushing the boundary of predictable scale and performance in the network. A common characteristic of these AI workloads is that they are both data and compute intensive. A typical AI workload involves large sparse matrix computations, distributed across hundreds or thousands of processors (CPU, GPU, TPU, etc.) with intense computations for a period of time and requires a high-bandwidth, scalable, lossless network in order to service these workloads. With the exponential growth of AI applications, the need for standardized transport like Ethernet becomes paramount, enabling a power-efficient interconnect while overcoming the complexities of traditional approaches. Our AI strategy is based on achieving two key objectives: (1) deliver network switching products intended to provide a robust interconnect that seamlessly links GPUs, compute and storage to deliver fast job completion time for training and generative AI workloads; and (2) offer customers the Arista Autonomous Virtual Assist ("AVATM") which uses natural processing language to provide AI-assisted outcomes for network operations, security and observability.

Historically, large purchases by a relatively limited number of customers have accounted for a significant portion of our revenue. For example, sales to our end customer Microsoft represented 20%, 18% and 16% of our total revenue for the years ended 2024, 2023 and 2022, respectively. And sales to our end customer Meta Platforms represented 15%, 21% and 26% of our total revenue, respectively for the years ended 2024, 2023 and 2022. We have experienced unpredictability in the timing of orders from these large customers primarily due to the overall complexity of these large orders and changes in demand specific to these customers, including reductions in or changes in the mix of capital expenditures by these customers and the impact of cost reduction and other efficiency efforts by these customers. In addition, the variability in customer concentration is linked to the timing of new product deployments, and spending cycles with these customers, as well as the time it takes these customers to evaluate, test, qualify and accept our products and services, and we expect continued variability in our customer concentration and timing of sales on a quarterly and annual basis. In addition, we typically provide pricing discounts to large customers, which reduces gross margins for the period in which such sales occur.

We believe an increased focus on the deployment of AI-enabled solutions by our large customers has accelerated the need for advanced technology offerings, including some offerings from potential new market entrants. This prioritization and acceleration of AI related infrastructure investment has at times come in conjunction with a reduction or changes in the mix of previously planned purchases and various cost reduction measures by these customers, including optimization and increased efficiency in non-AI related capital expenditures. In addition, although the focus on deployment of AI-enabled solutions has driven increased demand for networking, the long-term trajectory is unknown. As such, demand estimates for our new products are difficult to forecast and can create volatility in our revenue. In some instances, such factors have had, and may continue to have, an impact on certain current or future projects and reduce our visibility to customer demand and may result in a reduction or uncertainty in the timing of orders from these large customers and increase the risk of charges for excess and obsolete

inventory. We remain in a period of new product introductions and expanded use cases, particularly in the AI Ethernet market. This has resulted in increased customer trials and contracts with acceptance periods, and an increase in the volatility and magnitude of our product deferred revenue balances, which in turn may create variability in our revenue results on a quarterly and annual basis. In addition, if we are not able to satisfy the requirements under customer trials or contracts with acceptance periods, we may be required to accept product returns from our customers, which would prevent us from recognizing revenue on such transactions and may result in the write-down of inventory.

Macroeconomic Update

Global economic and business activities continue to face widespread macroeconomic uncertainties, including the effects of, among other things, inflation, monetary policy shifts, recession risks, potential supply chain disruptions, changes in government administration policy positions, and geopolitical pressures, including escalating international trade measures and tariff uncertainty.

We are working closely with our contract manufacturers and suppliers to optimize our supply chain and production efforts in response to the uncertainty around international trade policy and tariff rates to minimize the impact of the tariffs and any impact on the supply chain of components sourced from affected countries. While our supply chain has currently not experienced a significant disruption as a result of the recent trade measures, the extent of such policies and tariffs that will ultimately be implemented is unknown at this time, and the future impact to our supply chain and cost of our products is uncertain. We continue to ship products against previously committed demand/deployment plans and accelerate some deployments where needed, while trying to balance our customers' requirements and lead times with the availability of key components and products and lead times of our key suppliers and contract manufacturers. Given the timing and prioritization of customer orders and shipment patterns, as well as the timing and outcome of customer trials and contracts with acceptance periods, near term revenue trends may not be reflective of current demand levels, and could benefit from demand/deployment plans that have been previously committed. We expect that our inventory and purchase commitments will remain volatile as we ramp new product introductions. The magnitude of these balances and shifting customer product priorities, has resulted in an increased risk that we may not be able to sell all of this inventory, which in turn has resulted in excess and obsolete inventory and may result in additional charges to excess and obsolete inventory and supplier liability. In addition, inflation pressure in our supply chain and scarcity of some materials needed to build our products have increased our cost of revenue and have impacted, and may continue to negatively impact our gross margin. These cost pressures may be increased if escalating tariff and non-tariff international trade measures continue to affect our supply chain. We also may not be able to fully mitigate the cost impacts of escalating tariff and non-tariff international trade measures or be able to pass on the full burden of the increase in trade-related costs to our customers, which could further negatively impact our gross margin. While we have seen improvements in our supply chain and manufacturing operations, any remaining or new supply chain and manufacturing-related constraints could negatively impact our business in future periods.

Management continues to actively monitor the impact of macroeconomic factors on the Company's financial condition, liquidity, operations, suppliers, industry, and workforce. The extent of the impact of these factors on our operational and financial performance, including our ability to execute our business strategies and initiatives in the expected time frame, will depend on future developments, the impact on our customers, partners, employees, contract manufacturers and supply chain, all of which continue to evolve and are unpredictable. In addition, any continued or renewed disruption in manufacturing and supply and uncertainty about international trade policy and tariff rates could negatively impact our business, and as a result we may face challenges in implementing countermeasures and responding to these changing trading conditions. Furthermore, any prolonged economic disruptions or further deterioration in the global economy could have a negative impact on demand from our customers in future periods, particularly in the enterprise market where we are continuing to expand our penetration. Accordingly, current results and financial conditions discussed herein may not be indicative of future operating results and trends.

Results of Operations

Three and Nine Months Ended September 30, 2025 Compared to Three and Nine Months Ended September 30, 2024

Revenue, Cost of Revenue and Gross Margin (in millions, except percentages)

Three Months Ended September 30,Nine Months Ended September 30,
20252024Change in20252024Change in
$$$%$$$%
Revenue
Product$1,911.7$1,523.8$387.925.5%$5,481.2$4,275.9$1,205.328.2%
Service396.6287.1109.538.11,036.7796.8239.930.1
Total revenue2,308.31,810.9497.427.56,517.95,072.71,445.228.5
Cost of revenue
Product745.5593.3152.225.72,125.51,655.4470.128.4
Service72.655.916.729.9187.5157.030.519.4
Total cost of revenue818.1649.2168.926.02,313.01,812.4500.627.6
Gross profit$1,490.2$1,161.7$328.528.3%$4,204.9$3,260.3$944.629.0%
Gross margin64.6%64.2%64.5%64.3%

Revenue by Geography (in millions, except percentages)

Three Months Ended September 30,Nine Months Ended September 30,
2025% of Total2024% of Total2025% of Total2024% of Total
Americas$1,840.079.8%$1,480.181.7%$5,162.679.2%$4,109.781.0%
Europe, Middle East and Africa238.810.3191.210.6695.010.7511.510.1
Asia-Pacific229.59.9139.67.7660.310.1451.58.9
Total revenue$2,308.3100.0%$1,810.9100.0%$6,517.9100.0%$5,072.7100.0%

Revenue

Product revenue primarily consists of sales of our switching and routing products, and related network applications. Service revenue is primarily derived from sales of post-contract support ("PCS"), which are typically purchased in conjunction with our products, and subsequent renewals of those contracts. Our revenue may vary from period to period based on, among other things, customer demand, and the timing, size, and complexity of orders, especially with respect to our large customers.

Product revenue increased by $387.9 million, or 25.5%, and $1,205.3 million, or 28.2% for the three and nine months ended September 30, 2025, compared to the same periods in 2024. This increase reflects increased demand for our switching and routing platforms across our customer base. In addition, service revenue increased by $109.5 million, or 38.1%, and $239.9 million, or 30.1% for the three and nine months ended September 30, 2025, compared to the same periods in 2024, as a result of continued growth in initial and renewal support contracts as our customer installed base has continued to expand. International revenue represented 20.2% and 20.8% of total revenue for the three and nine months ended September 30, 2025, increasing from 18.3% and 19.0% for the same periods in the prior year, which was primarily influenced by changes in the geographic mix of sales to our large global customers.

Cost of Revenue and Gross Margin

Cost of product revenue primarily consists of amounts paid for inventory to our third-party contract manufacturers and merchant silicon vendors, overhead costs of our manufacturing operations, including freight, and other costs associated with manufacturing our products and managing our inventory and supply chain, including costs related to tariffs on our products that are manufactured internationally. Cost of service revenue primarily consists of personnel and other costs associated with our global customer support and services organizations.

Cost of revenue increased by $168.9 million, or 26.0%, and $500.6 million, or 27.6% for the three and nine months ended September 30, 2025, compared to the same periods in 2024. These increases were primarily driven by a corresponding increase in product and service revenues.

Gross margin, or gross profit as a percentage of revenue, has been and will continue to be affected by a variety of

factors, including pricing pressure on our products and services due to competition, the mix of sales to large end customers who generally receive lower pricing, the mix of products sold, manufacturing-related costs, including costs associated with managing our inventory and supply chain, merchant silicon costs, and excess/obsolete inventory and supplier liability charges. We expect our gross margin to fluctuate over time depending on the factors described above and may be adversely impacted by unpredictable international trade policy and tariff rates.

Gross margin increased from 64.2% to 64.6% for the three months ended September 30, 2025, and increased from 64.3% to 64.5% for the nine months ended September 30, 2025, compared to the same periods in 2024.

Operating Expenses (in millions, except percentages)

Our operating expenses consist of research and development, sales and marketing, and general and administrative expenses. The largest component of our operating expenses is personnel costs. Personnel costs consist of wages, benefits, bonuses and, with respect to sales and marketing expenses, sales commissions. Personnel costs also include stock-based compensation and travel-related expenses.

Three Months Ended September 30,Nine Months Ended September 30,
20252024Change in20252024Change in
$$$%$$$%
Operating expenses:
Research and development$326.0$235.8$90.238.3%$888.9$711.7$177.224.9%
Sales and marketing151.2106.844.441.6394.3316.378.024.7
General and administrative34.833.81.03.098.587.311.212.8
Total operating expenses$512.0$376.4$135.636.0%$1,381.7$1,115.3$266.423.9%

Research and development

Research and development expenses consist primarily of personnel costs, prototype expenses, third-party engineering costs, and an allocated portion of facility and IT costs. Our research and development efforts are focused on new product development and maintaining and developing additional functionality for our existing products, including new releases and upgrades to our EOS software and applications. We expect our research and development expenses to increase in absolute dollars as we continue to invest in software development in order to expand the capabilities of our cloud networking platform, introduce new products and features, and continue to invest in our technology.

Research and development expenses increased by $90.2 million, or 38.3%, and $177.2 million, or 24.9% for the three and nine months ended September 30, 2025, compared to the same periods in 2024. The increase for the three and nine months periods was primarily driven by $32.9 million and $70.9 million increases in personnel costs due to headcount growth, and $47.5 million and $78.6 million increases in new product introduction costs, including non-recurring engineering costs as we expand our product portfolio.

Sales and marketing

Sales and marketing expenses consist primarily of personnel costs, marketing, trade shows, and other promotional activities, and an allocated portion of facility and IT costs. We expect our sales and marketing expenses to increase in absolute dollars as we continue to expand our sales and marketing efforts worldwide.

Sales and marketing expenses increased by $44.4 million, or 41.6%, and $78.0 million, or 24.7% for the three and nine months ended September 30, 2025, compared to the same periods in 2024, which was primarily driven by increased personnel costs due to headcount growth.

General and administrative

General and administrative expenses consist primarily of personnel costs and professional services costs for our finance, human resources, legal and certain executive functions. Our professional services costs are primarily related to external legal, accounting and tax services.

General and administrative expenses increased by $1.0 million, or 3.0%, and $11.2 million, or 12.8% for the three and nine months ended September 30, 2025, compared to the same periods in 2024, which was primarily driven by increased professional services and personnel costs.

Other Income (Expense), Net (in millions, except percentages)

Other income (expense), net consists primarily of interest income from our cash, cash equivalents and marketable securities. We expect other income (expense), net may fluctuate in the future as a result of changes in interest rates and changes in our cash, cash equivalents and marketable securities balances.

Three Months Ended September 30,Nine Months Ended September 30,
20252024Change in20252024Change in
$$$%$$$%
Other income (expense), net:
Interest income$99.8$85.4$14.416.9%$280.4$220.6$59.827.1%
Other income (expense), net(0.9)12.2(13.1)(107.4)8.710.5(1.8)(17.1)
Total other income (expense), net$98.9$97.6$1.31.3%$289.1$231.1$58.025.1%

The favorable movement in other income (expense), net, during the nine months ended September 30, 2025, compared to the same periods in 2024 was primarily driven by increased interest income of $59.8 million due to an increase in our cash and marketable securities balances.

Provision for Income Taxes (in millions, except percentages)

We operate in a number of tax jurisdictions and are subject to taxes in each country or jurisdiction in which we conduct business. Earnings from our non-U.S. activities are subject to local country income tax and may also be subject to U.S. income tax. Generally, our U.S. tax obligations are reduced by a credit for foreign income taxes paid on these foreign earnings, which avoids double taxation. Our tax expense to date consists of federal, state and foreign current and deferred income taxes.

Three Months Ended September 30,Nine Months Ended September 30,
20252024Change in20252024Change in
$$$%$$$%
Income before income taxes$1,077.1$882.9$194.222.0%$3,112.3$2,376.1$736.231.0%
Provision for income taxes224.1134.989.266.1%556.7325.0231.771.3%
Effective tax rate20.8%15.3%17.9%13.7%

On July 4, 2025, the OBBB Act was signed into law in the U.S. This legislation provides for significant tax law changes and modifications including changes to the U.S. effective tax rates on certain foreign earnings and permanently repeals the domestic research and development capitalization requirement.

The increase in the effective tax rates in the three and nine months ended September 30, 2025, as compared to the same periods in 2024, was primarily associated with a one-time deferred tax provision arising from the remeasurement of our basis difference associated with the U.S. tax effect of foreign deferred tax assets resulting from the enactment of the OBBB Act, and a decrease in tax benefits attributable to equity-based compensation. While some specific provisions of the OBBB Act are not effective until our fiscal 2026 period, our deferred method of accounting policy with respect to U.S. tax on foreign earnings, known as global intangible low tax income, requires us to account for these changes in the period of enactment. In addition, we do not anticipate a material impact to our effective tax rate in future periods as a result of the OBBB Act.

Liquidity and Capital Resources

Our principal sources of liquidity are cash, cash equivalents, marketable securities, and cash generated from operations. As of September 30, 2025, our total balance of cash, cash equivalents and marketable securities was approximately $10.1 billion, of which approximately $496.9 million was held outside the U.S. in our foreign subsidiaries.

Our cash, cash equivalents and marketable securities are held for general business purposes, including the funding of working capital. Our marketable securities investment portfolio is primarily invested in highly-rated securities, with the primary objective of minimizing the potential risk of principal loss. We plan to continue to invest for long-term growth. We believe that our existing balances of cash, cash equivalents and marketable securities, together with cash generated from operations, will be sufficient to meet our working capital requirements and our growth strategies for at least the next 12 months. Our future capital requirements will depend on many factors, including our growth rate, the timing and extent of our spending to support research and development activities, the timing and cost of establishing additional sales and marketing capabilities, the introduction of new and enhanced product and service offerings, our costs associated with supply chain activities, including access to outsourced manufacturing, our costs related to investing in or acquiring complementary or strategic businesses and

technologies, the continued market acceptance of our products, stock repurchases, and capital expenditures, including the ongoing construction of a building for office, lab and data center space. In addition, we expect that our inventory and purchase commitments will remain volatile as we ramp new product introductions. In particular, we have increased our purchase commitments to respond to the rapid deployment of AI networks and reduce overall lead times, which may increase our working capital requirements. If we require or elect to seek additional capital through debt or equity financing in the future, we may not be able to raise capital on terms acceptable to us or at all. If we are required and unable to raise additional capital when desired, our business, operating results and financial condition may be adversely affected.

Cash Flows (in millions)

Nine Months Ended September 30,
20252024
Cash provided by operating activities$3,110.0$2,677.3
Cash used in investing activities(2,577.1)(1,147.4)
Cash used in financing activities(970.4)(291.8)
Effect of exchange rate changes1.7(1.1)
Net increase (decrease) in cash, cash equivalents and restricted cash$(435.8)$1,237.0

Cash Flows from Operating Activities

During the nine months ended September 30, 2025, cash provided by operating activities was $3.1 billion, consisting of net income of $2.6 billion, a net decrease of $424.5 million in working capital requirements, and non-cash adjustments to net income of $129.9 million. The decrease in working capital requirements primarily consisted of an increase in deferred revenue of $1.8 billion primarily resulting from an increase in customer PCS contracts and an increase in product deferred revenue related to customer contracts with acceptance terms and a $117.7 million increase in accounts payable and other liabilities primarily due to timing of inventory-related receipts and payments. These cash inflows were partially offset by an increase in accounts receivable of $348.9 million due to increased product and service billings, a $321.1 million increase in inventory, a $683.7 million increase in other assets driven by increased deferred cost of sales associated with higher product revenue deferrals, and a $105.2 million decrease in income tax payables related to timing of payments. The non-cash adjustments to net income were driven by stock-based compensation of $306.1 million, and offset by a $202.5 million increase in deferred taxes primarily due to the increase in deferred revenue and the capitalization of research and development costs under Section 174 of the Internal Revenue Code ("IRC").

During the nine months ended September 30, 2024, cash provided by operating activities was $2.7 billion, consisting of net income of $2.1 billion along with a net decrease in working capital requirements of $744.3 million, offset partially by non-cash adjustments to net income of $118.1 million. The decrease in working capital requirements primarily consisted of an increase in deferred revenue of $1.0 billion resulting from an increase in customer PCS contracts and an increase in product deferred revenue related to customer contracts with acceptance terms, a $175.2 million decrease in inventory resulting from strong product shipments, and a $59.8 million increase in income tax payables, net related to timing of payments. These cash inflows were partially offset by a $226.6 million decrease in accounts payable and accrued liabilities primarily due to timing of inventory-related receipts and payments, as well as a reduction in supplier liabilities, an increase in accounts receivable of $96.5 million due to increased product and service billings, and a $173.1 million increase in other assets driven by increased deferred cost of sales associated with higher product revenue deferrals. The non-cash adjustments to net income were driven by a $376.7 million increase in deferred taxes primarily due to the increase in deferred revenue and the capitalization of research and development costs under Section 174 of the IRC, largely offset by stock-based compensation of $254.6 million and depreciation and amortization.

Cash Flows from Investing Activities

During the nine months ended September 30, 2025, cash used in investing activities was $2.6 billion, consisting of purchases of marketable securities of $4.8 billion and $300.0 million for the acquisition of VeloCloud. These amounts were partially offset by proceeds from maturities and sales of marketable securities of $2.6 billion.

During the nine months ended September 30, 2024, cash used in investing activities was $1.1 billion, consisting of purchases of available-for-sale securities of $2.6 billion, partially offset by proceeds from maturities and sales of marketable securities of $1.5 billion.

Cash Flows from Financing Activities

During the nine months ended September 30, 2025, cash used in financing activities was $970.4 million, consisting of payments for repurchases of our common stock from the open market of $983.0 million.

During the nine months ended September 30, 2024, cash used in financing activities was $291.8 million, consisting of payments for repurchases of our common stock from the open market of $299.8 million, and employee taxes withheld and paid of $47.5 million upon vesting of restricted stock units, partially offset by proceeds from the issuance of common stock under employee equity incentive plans of $55.5 million.

Stock Repurchase Programs

From time to time, we repurchase shares of our common stock pursuant to repurchase programs that are funded from working capital. The Prior Repurchase Program, which allowed for stock repurchases of up to $1.2 billion, was completed in May 2025, and the New Repurchase Program allows for repurchases of an additional $1.5 billion. The New Repurchase Program does not obligate us to acquire any of our common stock and may be suspended or discontinued by the Company at any time without prior notice. We did not repurchase any shares during the three months ended September 30, 2025. During the nine months ended September 30, 2025, we repurchased a total of $921.0 million of our common stock under our Prior Repurchase Program and $62.0 million of our common stock under our New Repurchase Program. As of September 30, 2025, the remaining authorized amount for repurchases under the New Repurchase Program was $1.4 billion. Refer to Note 6. Stockholders' Equity and Stock-Based Compensation of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q for further discussion.

Material Cash Requirements

Our material cash requirements will have an impact on our future liquidity. Our material cash requirements represent material expected or contractually committed future payment obligations. We believe that we will be able to fund these obligations through cash generated from operations and from our existing balances of cash, cash equivalents and marketable securities.

Our material cash requirements include the following contractual and other obligations:

Purchase Obligations

Purchase obligations not recorded on our balance sheet represent an estimate of all non-cancellable open purchase orders and contractual obligations, made either directly by Arista or by our contract manufacturers on our behalf, in the ordinary course of business for which we have not received the goods or services. As of September 30, 2025, we had $4.8 billion of such purchase obligations, of which $4.3 billion are expected to be received within one year, and $0.5 billion are expected to be received after one year. These open purchase orders are considered enforceable and legally binding, and while we may have some limited ability to reschedule and adjust our requirements based on our business needs prior to the delivery of goods or performance of services, this can only occur with the agreement of the related supplier.

Property Project

In July 2021, we purchased land and the improvements thereon in Santa Clara, California to construct a building for office, lab and data center space. As of September 30, 2025, the estimated remaining capital expenditures related to this project are expected to be approximately $170.0 million to $200.0 million through the end of fiscal 2026 when construction is expected to be completed.

Off-balance Sheet Arrangements

As of September 30, 2025, we did not have any relationships with any unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, that would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.

Critical Accounting Estimates

Our management’s discussion and analysis of financial condition and results of operations are based on our unaudited condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these unaudited condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis. Actual results may differ from these estimates. To the extent that there are material differences between these estimates and our actual results, our future financial statements will be affected. We believe the critical accounting estimates in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” section of our Annual Report on Form 10-K filed with the SEC on February 18, 2025 reflect our more significant judgments and estimates used in the preparation of the condensed consolidated financial statements. There have been no significant changes to our critical accounting estimates as disclosed in our Annual Report on Form 10-K.

Recent Accounting Pronouncements

Refer to the subheading titled “Recent Accounting Pronouncements Not Yet Effective” in Note 1. Organization and Summary of Significant Accounting Policies of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1, of this Quarterly Report on Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to financial market risks, including changes in foreign currency exchange rates and interest rates, and equity investment risk. Our exposure to market risk has not changed materially since December 31, 2024. For quantitative and qualitative disclosures about market risk, refer to Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk, in our Annual Report on Form 10-K for the year ended December 31, 2024.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Management, with the participation of our Chief Executive Officer (“CEO”) and our Chief Financial Officer (“CFO”), evaluated the effectiveness of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on the evaluation of our disclosure controls and procedures as of September 30, 2025, our CEO and CFO concluded that, as of such date, our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act, that occurred during the quarter ended September 30, 2025 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations of Internal Controls

Our management, including our CEO and CFO, do not expect that our disclosure controls and procedures or our internal controls over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The information set forth under the “Legal Proceedings” subheading in Note 5. Commitments and Contingencies of the Notes to Condensed Consolidated Financial Statements in Part I, Item 1, of this Quarterly Report on Form 10-Q is incorporated herein by reference.

Item 1A. Risk Factors

You should consider carefully the risks and uncertainties described below, together with all of the other information in this Quarterly Report on Form 10-Q, which could materially affect our business, financial condition, results of operations and prospects. The risks described below are not the only risks facing us. Risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially affect our business, financial condition, results of operations and prospects.

Risk Factors Summary

Our business is subject to numerous risks and uncertainties. These risks include, but are not limited to, the following:

Risks Related to Our Business and Industry

  • escalated or escalating United States (the "U.S.") tariffs as well as countermeasures taken by affected countries, may have a negative effect on global economic conditions, financial markets and our business, as may retaliatory actions by other countries, including China, in response to these U.S. policies;

  • large purchases by a limited number of customers represent a substantial portion of our revenue;

  • adverse economic conditions, continuing uncertain economic conditions or reduced information technology and network infrastructure spending may adversely affect our business;

  • Some key components in our products come from sole or limited sources of supply and increases the risk of supply shortages, extended lead times or supply changes;

  • our revenue and revenue growth rates are volatile and may decline or not meet our or our investor's expectations;

  • our results of operations may vary significantly from period to period and can be unpredictable;

  • the networking market is rapidly evolving;

  • failure to successfully carry out new product and service offerings and expand into adjacent markets could adversely impact our business;

  • we expect our gross margins to vary over time and may be adversely affected by numerous factors;

  • we face intense competition and industry consolidation;

  • we are subject to risks associated with the expansion of our international sales and operations;

  • we face risks associated with the investments in and acquisitions of complementary companies, products or technologies;

  • seasonality and industry cyclicality may cause fluctuations in our revenue;

  • fluctuations in currency exchange rates could adversely affect our business;

  • failure to raise additional capital on terms satisfactory to us.

Risks Related to Customers and Sales

  • inability to attract new large customers or sell additional products and services to our existing customers could adversely affect our revenue growth;

  • sales of our switches generate most of our product revenue;

  • inability to increase market awareness or acceptance of our new products and services may adversely affect our revenue;

  • sales prices of our products and services may decrease;

  • sales cycles can be long and unpredictable;

  • inability to offer high quality support and services offerings could adversely affect our business;

  • declines in maintenance renewals and support contracts by customers could harm our business;

  • indemnification provisions under our standard sales contracts could expose us to losses;

  • we rely on distributors, systems integrators and value-added resellers to sell our products;

  • sales to government entities are subject to a number of challenges and risks;

  • we are exposed to the credit risk of our channel partners and some of our end customers.

Risks Related to Products and Services

  • product quality problems, defects, errors or vulnerabilities could harm our business;

  • failure to anticipate technological shifts could harm our business;

  • our products must interoperate with operating systems, software applications and hardware that is developed by others.

Risks Related to Supply Chain and Manufacturing

  • insufficient component supply and inventory management;

  • primarily reliant upon a predominant merchant silicon vendor;

  • we depend on third-party manufacturers to build our products;

  • future sales forecasts may materially change, which could result in incorrect levels of inventory and purchase commitments;

  • shipment interruptions or delays could cause our revenue to fall.

Risks Related to Intellectual Property and Other Proprietary Rights

  • assertions by third parties of intellectual property rights infringement, misappropriation or other violation could harm our business;

  • failure or inability to protect or assert our intellectual property rights could harm our competitive position;

  • we rely on the availability of licenses to third-party software and other intellectual property;

  • failure to comply with licenses to software and other technology could restrict our ability to sell our products;

  • our competitors could develop products that are similar to or better than ours because we provide access to our software and selected source code to certain partners.

Risks Related to Litigation

  • we may become involved in litigation that may materially adversely affect us.

Risks Related to Cybersecurity and Data Privacy

  • our products, services and external facing or internal network systems, or those of third parties on which we rely, could experience cybersecurity incidents, and defects, errors or vulnerabilities in our products, or the misuse of our products or services, could lead to cybersecurity incidents or a failure to detect cybersecurity incidents, create product liability risks, damage our reputation, adversely impact our operating results, or otherwise negatively impact our business;

  • we, or third parties on which we rely, could experience cybersecurity incidents relating to our information systems, or our products, services, or data, which could disrupt our operations or our ability to provide services, cause vulnerabilities or perceived vulnerabilities in our products or services, compromise intellectual property or other sensitive data, harm our reputation, damage customer or other relationships, delay our ability to recognize revenue, lead to significant costs, legal proceedings, legal liability, or enforcement actions, or otherwise negatively impact our business.

Risks Related to Accounting, Compliance, Regulation and Tax

  • foreign investment laws and regulations, and other trade or regulatory barriers, may have a negative effect on global economic conditions, financial markets and our business;

  • enhanced import/export restrictions, such as enhanced export controls the U.S. has adopted targeting trade with China, as well as countermeasures taken by affected countries may negatively affect our business;

  • failure to maintain effective internal control over financial reporting could adversely affect the accuracy and timing of our financial reporting;

  • if our critical accounting policies are based on incorrect assumptions, our results of operations could fall below analyst and investor expectations and result in a decline in the market price of our common stock;

  • changes in our income taxes, effective tax rate or tax laws could adversely affect our results;

  • failure to comply with government laws and regulations could harm our business;

  • issues in the development and use of artificial intelligence, combined with an uncertain regulatory environment, may result in reputational harm, liability, or other adverse consequences to our business operations;

  • we are subject to governmental export and import controls that could impair our ability to compete in international markets or subject us to liability for violations;

  • failure to comply with anti-bribery and anti-corruption laws and anti-money laundering laws, and similar laws, could subject us to penalties and other adverse consequences.

Risks Related to Ownership of Our Common Stock

  • the trading price of our common stock has been and may continue to be volatile and the value of your investment could decl

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Item 5. Other Information

Securities Trading Plans of Directors and Executive Officers

No officers or directors, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, during the last fiscal quarter.

Item 6. Exhibits

Exhibit NumberDescription
3.1Amended and Restated Bylaws of Arista Networks, Inc. dated September 5, 2025
31.1Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification of the Chief Financial Officer pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002.
32.1*Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive File (formatted as Inline XBRL and contained in Exhibit 101)

______________________

***** The certifications attached as Exhibit 32.1 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference into any filing of Arista Networks, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Arista Networks, Inc.
(Registrant)
Date:November 4, 2025By:/s/ JAYSHREE ULLAL
Jayshree Ullal
Chief Executive Officer and Chairperson of the Board
(Principal Executive Officer)
Date:November 4, 2025By:/s/ CHANTELLE BREITHAUPT
Chantelle Breithaupt
Senior Vice President, Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)