Cover and table of contents

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________________________________________________________________________________

FORM 10-K

___________________________________________________________________________________________________

(Mark One)

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

For the fiscal year ended January 31, 2024

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: 001-38933

___________________________________________________________________________________________________

CROWDSTRIKE HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

___________________________________________________________________________________________________

Delaware																														45-3788918
(State or other jurisdiction of incorporation or organization)																														(I.R.S. Employer Identification Number)

206 E. 9th Street, Suite 1400, Austin, Texas 78701

(Address of principal executive offices)

Registrant’s telephone number, including area code: (888) 512-8906

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

Title of each class of securities			Trading symbol(s)			Name of each exchange on which registered
Class A common stock, par value $0.0005 per share			CRWD			The Nasdaq Stock Market LLC
			(Nasdaq Global Select Market)

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

None.

___________________________________________________________________________________________________

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act of 1933, as amended. Yes ☑ No ☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑

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 ☑ No ☐

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 and post such files) Yes ☑ No ☐

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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

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

The aggregate market value of the common stock held by non-affiliates of the registrant, based on the closing price of a share of the registrant’s common stock on July 31, 2023 (the last business day of the registrant’s most recently completed second fiscal quarter) as reported by the Nasdaq Global Select Market on such date was approximately $38.6 billion.

As of February 29, 2024, the number of shares of the registrant’s Class A common stock outstanding was 229,383,465, and the number of shares of the registrant’s Class B common stock outstanding was 12,485,193.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement relating to its 2024 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K where indicated. Such Proxy Statement will be filed with the United States Securities and Exchange Commission within 120 days after the end of the fiscal year to which this Annual Report on Form 10-K relates.

Table of Contents

CROWDSTRIKE HOLDINGS, INC.

TABLE OF CONTENTS

						Page No.
			Part I
Item 1.			Business			4
Item 1A.			Risk Factors			22
Item 1B.			Unresolved Staff Comments			55
Item 1C.			Cybersecurity			56
Item 2.			Properties			57
Item 3.			Legal Proceedings			57
Item 4.			Mine Safety Disclosures			57
			Part II
Item 5.			Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities			58
Item 6.			[Reserved]			59
Item 7.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			60
Item 7A.			Quantitative and Qualitative Disclosures about Market Risk			75
Item 8.			Financial Statements and Supplementary Data			76
Item 9.			Changes in and Disagreements with Accountants on Accounting and Financial Disclosure			113
Item 9A.			Controls and Procedures			113
Item 9B.			Other Information			114
Item 9C.			Disclosure Regarding Foreign Jurisdictions that Prevent Inspections			114
			Part III
Item 10.			Directors, Executive Officers and Corporate Governance			115
Item 11.			Executive Compensation			115
Item 12.			Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters			115
Item 13.			Certain Relationships and Related Transactions and Director Independence			115
Item 14.			Principal Accountant Fees and Services			115
			Part IV
Item 15.			Exhibits and Financial Statement Schedules			116
Item 16.			Form 10-K Summary			116
			Signatures			119
			Power of Attorney			120

Table of Contents

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Private Securities Litigation Reform Act of 1995. All statements contained in this Annual Report on Form 10-K other than statements of historical fact, including statements regarding our future operating results and financial position, our business strategy and plans and our objectives for future operations, are forward-looking statements. The words “believe,” “may,” “will,” “potentially,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “would,” “project,” “plan,” “expect” and similar expressions that convey uncertainty of future events or outcomes are intended to identify forward-looking statements.

These forward-looking statements include, but are not limited to, statements concerning the following:

• our future financial performance, including our expectations regarding our revenue, cost of revenue, gross profit or gross margin, operating expenses (including changes in sales and marketing, research and development, and general and administrative expenses), and our ability to achieve, and maintain, future profitability;

• market acceptance of our cloud platform;

• the effects of increased competition in our markets and our ability to compete effectively;

• our ability to maintain the security and availability of our cloud platform;

• our ability to maintain and expand our customer base, including by attracting new customers;

• our ability to develop new solutions, or enhancements to our existing solutions, and bring them to market in a timely manner;

• anticipated trends, growth rates and challenges in our business and in the markets in which we operate;

• our business plan and our ability to effectively manage our growth and associated investments;

• beliefs and objectives for future operations;

• our relationships with third parties, including channel partners and technology alliance partners;

• our ability to maintain, protect and enhance our intellectual property rights;

• our ability to successfully defend litigation brought against us;

• our ability to successfully expand in our existing markets and into new markets;

• sufficiency of cash and cash equivalents to meet cash needs for at least the next 12 months;

• anticipated developments relating to our valuation allowances for our deferred tax assets;

• our ability to expand internationally;

• our ability to comply with laws and regulations that currently apply or become applicable to our business both in the United States and internationally;

• our ability to develop, maintain, and improve our internal control over financial reporting;

• macroeconomic factors, including inflation and instability in the global credit and financial markets;

• our ability to successfully close and integrate acquisitions to contribute to our growth objectives; and

Table of Contents

• the attraction and retention of qualified employees and key personnel.

These statements are based on our current plans, estimates and projections in light of information currently available to us. These forward-looking statements may be affected by risks, uncertainties and other factors discussed elsewhere in this Annual Report on Form 10-K, including under “Risk Factors.” Furthermore, new risks and uncertainties emerge from time to time, and it is impossible for us to predict all risks and uncertainties or how they may affect us. If any of these risks or uncertainties materialize, our business, revenue and financial results could be harmed, and the trading price of our Class A common stock could decline. Forward-looking statements made in this Annual Report on Form 10-K speak only as of the date on which such statements are made, and we undertake no obligation to update them in light of new information or future events, except as required by law.

We intend to announce material information to the public through the CrowdStrike Investor Relations website ir.crowdstrike.com, SEC filings, press releases, public conference calls, and public webcasts. We use these channels, as well as social media and our blog, to communicate with our investors, customers, and the public about our company, our offerings, and other issues. It is possible that the information we post on social media and our blog could be deemed to be material information. As such, we encourage investors, the media, and others to follow the channels listed above, including the social media channels listed on our investor relations website, and to review the information disclosed through such channels. Any updates to the list of disclosure channels through which we will announce information will be posted on the investor relations page on our website.

Table of Contents

PART I