Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

CrowdStrike Holdings, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except per share data)

(unaudited)


	October 31,		January 31,
	2023		2023
Assets
Current assets:
Cash and cash equivalents	$	2,968,872	$	2,455,369
Short-term investments	197,522		250,000
Accounts receivable, net of allowance for credit losses of $1.3 million and $2.6 million as of October 31, 2023 and January 31, 2023, respectively	561,872		626,181
Deferred contract acquisition costs, current	209,216		186,855
Prepaid expenses and other current assets	141,651		121,862
Total current assets	4,079,133		3,640,267
Strategic investments	59,541		47,270
Property and equipment, net	581,037		492,335
Operating lease right-of-use assets	50,941		39,936
Deferred contract acquisition costs, noncurrent	273,859		260,233
Goodwill	637,678		430,645
Intangible assets, net	109,423		86,889
Other long-term assets	39,444		28,965
Total assets	$	5,831,056	$	5,026,540
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	56,968	$	45,372
Accrued expenses	146,050		137,884
Accrued payroll and benefits	169,768		168,767
Operating lease liabilities, current	14,430		13,046
Deferred revenue	1,942,750		1,727,484
Other current liabilities	20,451		16,519
Total current liabilities	2,350,417		2,109,072
Long-term debt	742,122		741,005
Deferred revenue, noncurrent	600,366		627,629
Operating lease liabilities, noncurrent	38,371		29,567
Other liabilities, noncurrent	38,933		31,833
Total liabilities	3,770,209		3,539,106
Commitments and contingencies (Note 8)
Stockholders’ Equity
Preferred stock, $0.0005 par value; 100,000 shares authorized as of October 31, 2023 and January 31, 2023; no shares issued and outstanding as of October 31, 2023 and January 31, 2023.	—		—
Class A common stock, $0.0005 par value; 2,000,000 shares authorized as of October 31, 2023 and January 31, 2023; 227,593 shares and 222,759 shares issued and outstanding as of October 31, 2023 and January 31, 2023, respectively; Class B common stock, $0.0005 par value; 300,000 shares authorized as of October 31, 2023 and January 31, 2023; 12,529 shares and 13,018 shares issued and outstanding as of October 31, 2023 and January 31, 2023, respectively.	120		118
Additional paid-in capital	3,146,645		2,612,705
Accumulated deficit	(1,112,535)		(1,148,163)
Accumulated other comprehensive loss	(5,280)		(1,019)
Total CrowdStrike Holdings, Inc. stockholders’ equity	2,028,950		1,463,641
Non-controlling interest	31,897		23,793
Total stockholders’ equity	2,060,847		1,487,434
Total liabilities and stockholders’ equity	$	5,831,056	$	5,026,540

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

CrowdStrike Holdings, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022
Revenue
Subscription	$	733,463	$	547,376	$	2,074,610	$	1,513,397
Professional services	52,551		33,506		135,610		90,472
Total revenue	786,014		580,882		2,210,220		1,603,869

Cost of revenue
Subscription	159,830		134,229		455,236		362,258
Professional services	35,174		23,999		91,915		63,369
Total cost of revenue	195,004		158,228		547,151		425,627

Gross profit	591,010		422,654		1,663,069		1,178,242

Operating expenses
Sales and marketing	286,186		239,672		850,209		657,970
Research and development	196,072		155,256		554,499		416,519
General and administrative	105,589		84,148		290,027		232,365
Total operating expenses	587,847		479,076		1,694,735		1,306,854

Income (loss) from operations	3,163		(56,422)		(31,666)		(128,612)
Interest expense	(6,503)		(6,334)		(19,334)		(18,967)
Interest income	40,086		16,245		107,245		25,479
Other income (expense)	(474)		750		(1,978)		5,835

Income (loss) before provision for income taxes	36,272		(45,761)		54,267		(116,265)

Provision for income taxes	9,603		8,870		18,623		17,088

Net income (loss)	26,669		(54,631)		35,644		(133,353)
Net income attributable to non-controlling interest	4		325		16		2,411
Net income (loss) attributable to CrowdStrike	$	26,665	$	(54,956)	$	35,628	$	(135,764)

Net income (loss) per share attributable to CrowdStrike common stockholders:
Basic	$	0.11	$	(0.24)	$	0.15	$	(0.58)
Diluted	$	0.11	$	(0.24)	$	0.15	$	(0.58)

Weighted-average shares used in computing net income (loss) per share attributable to CrowdStrike common stockholders:
Basic	239,297		233,785		237,890		232,502
Diluted	243,799		233,785		242,196		232,502

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

CrowdStrike Holdings, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

(in thousands)

(unaudited)


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022
Net income (loss)	$	26,669	$	(54,631)	$	35,644	$	(133,353)
Other comprehensive loss:
Foreign currency translation adjustments	(6,193)		(3,509)		(4,261)		(7,944)

Other comprehensive loss	(6,193)		(3,509)		(4,261)		(7,944)
Less: Comprehensive income attributable to non-controlling interest	4		325		16		2,411
Total comprehensive income (loss) attributable to CrowdStrike	$	20,472	$	(58,465)	$	31,367	$	(143,708)

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

CrowdStrike Holdings, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

Three Months Ended October 31, 2023 and 2022

(in thousands)

(unaudited)


	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Income (Loss)		Non-controlling Interest		Total Stockholders’ Equity
	Shares	Amount
Balances at July 31, 2023	238,775	$	119	$	2,976,375	$	(1,139,200)	$	913	$	31,893	$	1,870,100
Issuance of common stock upon exercise of options	261	1		2,050		—		—		—		2,051
Issuance of common stock under RSU and PSU release	955	—		—		—		—		—		—


Issuance of common stock for restricted stock awards	125	—		—		—		—		—		—

Issuance of common stock for founders holdbacks related to acquisitions	5	—		888		—		—		—		888
Issuance of common stock for board of directors	1	—		88		—		—		—		88
Stock-based compensation expense	—	—		158,649		—		—		—		158,649
Capitalized stock-based compensation	—	—		7,943		—		—		—		7,943
Fair value of replacement equity awards attributable to pre-acquisition service	—	—		652		—		—		—		652
Net income	—	—		—		26,665		—		4		26,669

Other comprehensive loss	—	—		—		—		(6,193)		—		(6,193)
Balances at October 31, 2023	240,122	$	120	$	3,146,645	$	(1,112,535)	$	(5,280)	$	31,897	$	2,060,847


	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Non-controlling Interest		Total Stockholders’ Equity
	Shares	Amount
Balances at July 31, 2022	233,368	$	116	$	2,276,704	$	(1,045,726)	$	(5,675)	$	17,928	$	1,243,347
Issuance of common stock upon exercise of options	146	1		1,477		—		—		—		1,478
Issuance of common stock under RSU and PSU release	834	—		—		—		—		—		—
Issuance of common stock for restricted stock awards	6	—		—		—		—		—		—
Vesting of early exercised options	—	—		734		—		—		—		734
Issuance of common stock for founders holdbacks related to acquisitions	7	—		1,201		—		—		—		1,201
Stock-based compensation expense	—	—		138,453		—		—		—		138,453
Capitalized stock-based compensation	—	—		5,419		—		—		—		5,419
Fair value of replacement equity awards attributable to pre-acquisition service	—	—		50		—		—		—		50
Net income (loss)	—	—		—		(54,956)		—		325		(54,631)
Non-controlling interest	—	—		—		—		—		5,090		5,090
Other comprehensive loss	—	—		—		—		(3,509)		—		(3,509)
Balances at October 31, 2022	234,361	$	117	$	2,424,038	$	(1,100,682)	$	(9,184)	$	23,343	$	1,337,632

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

CrowdStrike Holdings, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

Nine Months Ended October 31, 2023 and 2022

(in thousands)

(unaudited)


	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Non-controlling Interest		Total Stockholders’ Equity
	Shares	Amount
Balances at January 31, 2023	235,777	$	118	$	2,612,705	$	(1,148,163)	$	(1,019)	$	23,793	$	1,487,434
Issuance of common stock upon exercise of options	846	1		6,175		—		—		—		6,176
Issuance of common stock under RSU and PSU release	2,899	—		—		—		—		—		—
Issuance of common stock under employee stock purchase plan	450	1		45,431		—		—		—		45,432

Issuance of common stock for restricted stock awards	125	—		—		—		—		—		—

Issuance of common stock for founders holdbacks related to acquisitions	23	—		3,426		—		—		—		3,426
Issuance of common stock for board of directors	2	—		255		—		—		—		255
Stock-based compensation expense	—	—		451,590		—		—		—		451,590
Capitalized stock-based compensation	—	—		26,411		—		—		—		26,411
Fair value of replacement equity awards attributable to pre-acquisition service	—	—		652		—		—		—		652
Net income	—	—		—		35,628		—		16		35,644
Non-controlling interest	—	—		—		—		—		8,088		8,088
Other comprehensive loss	—	—		—		—		(4,261)		—		(4,261)
Balances at October 31, 2023	240,122	$	120	$	3,146,645	$	(1,112,535)	$	(5,280)	$	31,897	$	2,060,847


	Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Non-controlling Interest		Total Stockholders’ Equity
	Shares	Amount
Balances at January 31, 2022	230,706	$	115	$	1,991,807	$	(964,918)	$	(1,240)	$	11,879	$	1,037,643
Issuance of common stock upon exercise of options	779	2		6,394		—		—		—		6,396
Issuance of common stock under RSU and PSU release	2,572	—		—		—		—		—		—
Issuance of common stock under employee stock purchase plan	263	—		34,445		—		—		—		34,445
Issuance of common stock for restricted stock awards	6	—		—		—		—		—		—
Vesting of early exercised options	—	—		2,204		—		—		—		2,204
Issuance of common stock for founders holdbacks related to acquisitions	35	—		6,328		—		—		—		6,328
Stock-based compensation expense	—	—		369,012		—		—		—		369,012
Capitalized stock-based compensation	—	—		13,798		—		—		—		13,798
Fair value of replacement equity awards attributable to pre-acquisition service	—	—		50		—		—		—		50
Net income (loss)	—	—		—		(135,764)		—		2,411		(133,353)
Non-controlling interest	—	—		—		—		—		9,053		9,053
Other comprehensive loss	—	—		—		—		(7,944)		—		(7,944)
Balances at October 31, 2022	234,361	$	117	$	2,424,038	$	(1,100,682)	$	(9,184)	$	23,343	$	1,337,632

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

CrowdStrike Holdings, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)


	Nine Months Ended October 31,
	2023		2022
Operating activities
Net income (loss)	$	35,644	$	(133,353)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	89,972		53,622


Amortization of intangible assets	12,913		12,338
Amortization of deferred contract acquisition costs	173,158		121,550
Non-cash operating lease cost	9,725		6,818
Stock-based compensation expense	455,247		374,157
Deferred income taxes	(2,355)		2,286
Non-cash interest expense	2,337		2,077
Change in fair value of strategic investments	—		(4,757)
Accretion of short-term investments purchased at a discount	(1,934)		—
Changes in operating assets and liabilities, net of impact of acquisitions
Accounts receivable, net	65,858		(117,240)
Deferred contract acquisition costs	(206,678)		(183,265)
Prepaid expenses and other assets	(21,972)		(14,121)

Accounts payable	2,361		25,007
Accrued expenses and other liabilities	33,597		21,820
Accrued payroll and benefits	1,810		21,635
Operating lease liabilities	(16,147)		(7,037)
Deferred revenue	185,655		486,177
Net cash provided by operating activities	819,191		667,714
Investing activities
Purchases of property and equipment	(123,945)		(179,609)
Capitalized internal-use software and website development costs	(38,605)		(20,739)
Purchases of strategic investments	(12,177)		(18,006)
Business acquisitions, net of cash acquired	(238,749)		(18,464)
Purchases of intangible assets	(526)		(700)
Purchases of short-term investments	(195,581)		—
Proceeds from maturities and sales of short-term investments	250,000		—

Purchases of deferred compensation investments	(1,462)		—

Net cash used in investing activities	(361,045)		(237,518)
Financing activities










Repayment of loan payable	—		(1,591)
Proceeds from issuance of common stock upon exercise of stock options	6,178		6,396
Proceeds from issuance of common stock under the employee stock purchase plan	45,432		34,445
Capital contributions from non-controlling interest holders	8,088		9,053
Net cash provided by financing activities	59,698		48,303

Effect of foreign exchange rates on cash, cash equivalents and restricted cash	(3,411)		(7,074)
Net increase in cash, cash equivalents and restricted cash	514,433		471,425
Cash, cash equivalents and restricted cash at beginning of period	2,456,924		1,996,633
Cash, cash equivalents and restricted cash at end of period	$	2,971,357	$	2,468,058
Cash, cash equivalents and restricted cash at the end of period:
Cash and cash equivalents	$	2,968,872	$	2,466,551
Restricted cash included in prepaid expenses and other assets	2,485		1,507
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows	$	2,971,357	$	2,468,058
Supplemental disclosure of cash flow information:
Interest paid	$	22,500	$	22,547
Income taxes paid, net of refunds received	17,911		6,769
Supplemental disclosure of non-cash investing and financing activities:
Net increase (decrease) in property and equipment included in accounts payable and accrued expenses	(5,866)		13,271
Vesting of early exercised stock options	—		2,204
Equity consideration for acquisitions	652		50

Operating lease liabilities arising from obtaining operating right-of-use assets	21,883		1,702

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

CrowdStrike Holdings, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

1. Description of Business and Significant Accounting Policies

Business

CrowdStrike Holdings, Inc. (the “Company”) was formed on November 7, 2011. The Company is a global cybersecurity leader that provides cloud-delivered protection of endpoints, cloud workloads, identity, and data via a software as a service (“SaaS”) subscription-based model that spans multiple large security markets, including corporate endpoint security, security and IT operations, managed security services, observability, cloud security, identity protection, threat intelligence, data protection and cybersecurity generative AI. The Company conducts its business in the United States, as well as locations internationally, including in Australia, Germany, India, Israel, Romania, and the United Kingdom.

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP have been condensed or omitted, and accordingly the balance sheet as of January 31, 2023, and related disclosures, have been derived from the audited consolidated financial statements at that date but do not include all of the information required by U.S. GAAP for complete consolidated financial statements. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements and, in the opinion of management, reflect all normal recurring adjustments that are necessary for the fair statement of the Company’s condensed consolidated financial information. The results of operations for the three and nine months ended October 31, 2023 are not necessarily indicative of the results to be expected for the year ending January 31, 2024 or for any other interim period or for any other future year.

The accompanying interim unaudited condensed consolidated financial statements and related financial information should be read in conjunction with Item 8, “Financial Statements and Supplementary Data” included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2023, filed with the SEC on March 9, 2023.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s condensed consolidated financial statements and accompanying notes. These estimates are based on information available as of the date of the condensed consolidated financial statements. On a regular basis, management evaluates these estimates and assumptions. Actual results may differ from these estimates and such differences could be material to the Company’s condensed consolidated financial statements.

Estimates and assumptions used by management include, but are not limited to, revenue recognition, the allowance for credit losses, the useful lives of long-lived assets, the fair values of strategic investments, the period of benefit for deferred contract acquisition costs, the discount rate used for operating leases, the recognition, measurement and disclosure of contingent liabilities, income taxes, stock-based compensation, and the fair value of assets acquired and liabilities assumed in business combinations.

Concentration of Credit Risk and Geographic Information

The Company generates revenue from the sale of subscriptions to access its cloud platform and professional services. The Company’s sales team, along with its channel partner network of system integrators and value-added resellers (collectively, “channel partners”), sells the Company’s services worldwide to organizations of all sizes.

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash, cash equivalents, short-term investments, accounts receivable, and strategic investments. The Company’s cash is placed with high-credit-quality financial institutions and issuers, and at times exceeds federally insured limits. The Company has not experienced any credit loss relating to its cash, cash equivalents, short-term investments, or strategic investments. The Company performs periodic credit evaluations of its customers and generally does not require collateral.

There were no channel partners or direct customers who represented 10% or more of the Company’s accounts receivable as of October 31, 2023 or January 31, 2023.

There were no channel partners or direct customers who represented 10% or more of the Company’s total revenue for each of the three and nine months ended October 31, 2023 or 2022.

Significant Accounting Policies

The Company’s significant accounting policies are described in the Company’s Annual Report on Form 10-K for the year ended January 31, 2023. There have been no significant changes to these policies that have had a material impact on the Company’s condensed consolidated financial statements and related notes for the three and nine months ended October 31, 2023.

Recently Adopted Accounting Pronouncements

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606 as if it had originated the contracts. For public business entities, this ASU is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The Company adopted this guidance on February 1, 2023, which did not have a material effect on its condensed consolidated financial statements.

2. Investments and Fair Value Measurements

The Company follows ASC 820*, Fair Value Measurements*, with respect to cash equivalents and deferred compensation investments that are measured at fair value on a recurring basis. Under the standard, fair value is defined as the exit price, or the amount that would be received to sell an asset or a liability in an orderly transaction between market participants as of the measurement date. The standard also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances.

The hierarchy is broken down into three levels as follows:

Level 1 Assets and liabilities whose values are based on unadjusted quoted market prices for identical assets and liabilities in active markets

Level 2 Assets and liabilities whose values are based on quoted prices in markets that are not active or inputs that are observable for substantially the full term of the asset or liability

Level 3 Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement

Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

The Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis are as follows (in thousands):


	October 31, 2023								January 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total

Assets
Cash equivalents (2)
Money market funds	$	2,060,186	$	—	$	—	$	2,060,186	$	64,752	$	—	$	—	$	64,752

U.S. Treasury securities	—		595,361		—		595,361		—		—		—		—
Short-term investments(1)
U.S. Treasury securities	—		197,522		—		197,522		—		—		—		—
Other assets
Deferred compensation investments	1,465		—		—		1,465		64		—		—		64
Total assets	$	2,061,651	$	792,883	$	—	$	2,854,534	$	64,816	$	—	$	—	$	64,816

(1) $250.0 million of time deposits, which are included in short-term investments, are excluded since they are carried at cost and approximate fair value as of January 31, 2023.

(2)Cash equivalents exclude $1.6 billion of time deposits, which are carried at cost and approximate fair value as of January 31, 2023.

There were no transfers between the levels of the fair value hierarchy during the periods presented.

The following summarizes the changes in the net carrying value of strategic investments, which are Level 3, within the fair value hierarchy for the three and nine months ended October 31, 2023 and October 31, 2022 (in thousands):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022

Carrying amount, beginning of period	$	59,541	$	35,585	$	47,270	$	23,632
Adjustments related to non-marketable securities:
Purchases	—		10,180		12,271		18,005
Unrealized net gains due to changes in fair value	—		630		—		4,758




Carrying amount, end of period	$	59,541	$	46,395	$	59,541	$	46,395

Cumulative unrealized gains and losses for equity securities held as of October 31, 2023 are $9.6 million and $2.9 million, respectively.

3. Balance Sheet Components

Property and Equipment, Net

Property and equipment, net consisted of the following (in thousands):


	October 31, 2023		January 31, 2023
Data center and other computer equipment	$	484,197	$	297,585
Capitalized internal-use software and website development costs	170,268		113,276
Leasehold improvements	27,863		24,944
Purchased software	9,841		6,384
Furniture and equipment	8,022		7,412
Construction in progress	183,760		259,013
	883,951		708,614
Less: Accumulated depreciation and amortization	(302,914)		(216,279)
Property and equipment, net	$	581,037	$	492,335

Construction in progress primarily includes data center equipment purchased that has not yet been placed in service. Data center equipment that was purchased but not yet been placed into service was $160.1 million as of October 31, 2023.

Depreciation and amortization expense of property and equipment was $33.8 million and $19.5 million during the three months ended October 31, 2023 and October 31, 2022, respectively, and $90.0 million and $53.6 million during the nine months ended October 31, 2023 and October 31, 2022, respectively.

There was no impairment of property and equipment during the three and nine months ended October 31, 2023 and October 31, 2022. The Company capitalized $19.8 million and $12.9 million in internal-use software and website development costs during the three months ended October 31, 2023 and October 31, 2022, respectively, and $60.0 million and $34.5 million during the nine months ended October 31, 2023 and October 31, 2022, respectively. Amortization expense associated with internal-use software and website development costs totaled $9.5 million and $5.6 million during the three months ended October 31, 2023 and October 31, 2022, respectively, and $25.4 million and $14.8 million during the nine months ended October 31, 2023 and October 31, 2022, respectively. The net book value of capitalized internal-use software and website development costs was $101.0 million and $66.3 million as of October 31, 2023 and January 31, 2023, respectively.

Intangible Assets, Net

Total intangible assets, net consisted of the following (dollars in thousands):


	October 31, 2023						Weighted-Average Remaining Useful Life
	Gross Carrying Amount		Accumulated Amortization		Net Amount
							(in months)
Developed technology	$	131,336	$	37,027	$	94,309	63
Customer relationships	17,018		5,213		11,805		70
Other acquired intangible assets	5,240		1,931		3,309		137
Total	$	153,594	$	44,171	$	109,423


	January 31, 2023						Weighted-Average Remaining Useful Life
	Gross Carrying Amount		Accumulated Amortization		Net Amount
							(in months)
Developed technology	$	101,452	$	25,866	$	75,586	68
Customer relationships	12,032		3,831		8,201		61
Other acquired intangible assets	4,717		1,615		3,102		147
Total	$	118,201	$	31,312	$	86,889

Amortization expense of intangible assets was $4.6 million and $4.1 million during the three months ended October 31, 2023 and October 31, 2022, respectively, and $12.9 million and $12.3 million during the nine months ended October 31, 2023 and October 31, 2022, respectively.

The estimated aggregate future amortization expense of intangible assets as of October 31, 2023 is as follows (in thousands):


	Total
Fiscal 2024 (remaining three months)	$	5,527
Fiscal 2025	22,101
Fiscal 2026	21,001
Fiscal 2027	18,827
Fiscal 2028	18,313
Thereafter	23,654
Total amortization expense	$	109,423

Developed technology, customer relationships, and other acquired intangible assets are amortized over their estimated useful lives, generally on a straight-line basis, for periods ranging from 2 to 20 years.

Goodwill

The change in goodwill during the nine months ended October 31, 2023 consisted of the following (in thousands):


	Amounts

Goodwill as of January 31, 2023	$	430,645
Goodwill acquired(1)	207,162

Foreign currency translation	(129)
Goodwill as of October 31, 2023	$	637,678

(1) Goodwill acquired resulted from the acquisition of Bionic Technology. Refer to Note 9 for additional information.

Accrued Expenses

Accrued expenses consisted of the following (in thousands):


	October 31, 2023		January 31, 2023
Web hosting services	$	73,053	$	65,589
Other accrued expenses	17,297		9,487

Accrued professional services	16,926		13,281
Accrued marketing	14,715		11,435
Accrued partner commissions	8,142		5,800
Accrued purchases of property and equipment	5,791		20,157
Accrued health benefit	5,376		1,760
Accrued interest expense	4,750		10,375
Accrued expenses	$	146,050	$	137,884

Accrued Payroll and Benefits

Accrued payroll and benefits consisted of the following (in thousands):


	October 31, 2023		January 31, 2023
Accrued commissions	$	66,754	$	77,287
Accrued payroll and related expenses	46,875		39,907
Accrued bonuses	28,832		34,098
Employee Stock Purchase Plan	27,307		17,475
Accrued payroll and benefits	$	169,768	$	168,767

4. Debt

Secured Revolving Credit Facility

In April 2019, the Company entered into a Credit Agreement with Silicon Valley Bank and other lenders, to provide a revolving line of credit of up to $150.0 million, including a letter of credit sub-facility in the aggregate amount of $10.0 million, and a swingline sub-facility in the aggregate amount of $10.0 million.

On January 4, 2021, the Company amended and restated its existing credit agreement (the “A&R Credit Agreement” and the facility thereunder the “Revolving Facility”) among CrowdStrike, Inc., as borrower, CrowdStrike Holdings, Inc., as guarantor, and Silicon Valley Bank and the other lenders party thereto, providing the Company with a revolving line of credit of up to $750.0 million, including a letter of credit sub-facility in the aggregate amount of $100.0 million, and a swingline sub-facility in the aggregate amount of $50.0 million. The Company also has the option to request an incremental facility of up to an additional $250.0 million from one or more of the lenders under the A&R Credit Agreement. The A&R Credit Agreement is guaranteed by all of the Company’s material domestic subsidiaries. The A&R Credit Agreement extended the maturity date of April 19, 2022 to January 2, 2026.

On January 6, 2022, the Company modified the A&R Credit Agreement (the “Amended A&R Credit Agreement”) among CrowdStrike, Inc., as borrower, CrowdStrike Holdings, Inc., as guarantor, and Silicon Valley Bank and the other lenders party thereto. There were no changes to the borrowing amounts or maturity date. Under the Amended A&R Credit Agreement, revolving loans are Alternate Base Rate (“ABR”) Loans. Outstanding ABR Loans incur interest at the highest of (a) the Prime Rate, as published by the Wall Street Journal, (b) the federal funds rate in effect on such day plus 0.50%, and (c) the Term Secured Overnight Finance Rate (the “Term SOFR”) for a one-month tenor in effect on such day plus 1.00%, in each case plus a margin between (0.25)% and 0.25%, depending on the senior secured leverage ratio. The Company will be charged a commitment fee of 0.15% to 0.25% per year for committed but unused amounts, depending on the senior secured leverage ratio. The financial covenants require the Company to maintain a minimum consolidated interest coverage ratio of 3.00:1.00, and a maximum total leverage ratio of 5.50:1.00 stepping down to 3.50:1.00 over time. The Company was in compliance with all of its financial covenants as of October 31, 2023.

The Amended A&R Credit Agreement is secured by substantially all of the Company’s current and future consolidated assets, property and rights, including, but not limited to, intellectual property, cash, goods, equipment, contractual rights, financial assets, and intangible assets of the Company and certain of its subsidiaries. The Amended A&R Credit Agreement contains customary covenants limiting the Company’s ability and the ability of its subsidiaries to, among other things, dispose of assets, undergo a change in control, merge or consolidate, make acquisitions, incur debt, incur liens, pay dividends, repurchase stock, and make investments, in each case subject to certain exceptions.

No amounts were outstanding under the Amended A&R Credit Agreement as of October 31, 2023 or January 31, 2023.

Senior Notes

On January 20, 2021, the Company issued $750.0 million in aggregate principal amount of 3.00% Senior Notes maturing in February 2029. The Senior Notes are guaranteed by the Company’s subsidiary, CrowdStrike, Inc. and will be guaranteed by each of the Company’s existing and future domestic subsidiaries that becomes a borrower or guarantor under the A&R Credit Agreement. The Senior Notes were issued at par and bear interest at a rate of 3.00% per annum. Interest payments are payable semiannually on February 15 and August 15 of each year, commencing on August 15, 2021. The Company may voluntarily redeem the Senior Notes, in whole or in part, 1) at any time prior to February 15, 2024 at (a) 100.00% of their principal amount, plus a “make whole” premium or (b) with the net cash proceeds received from an equity offering at a redemption price equal to 103.00% of the principal amount, provided the aggregate principal amount of all such redemptions does not exceed 40% of the original aggregate principal amount of the Senior Notes; 2) at any time on or after February 15, 2024 at a prepayment price equal to 101.50% of the principal amount; 3) at any time on or after February 15, 2025 at a prepayment price equal to 100.75% of the principal amount; and 4) at any time on or after February 15, 2026 at a prepayment price equal to 100.00% of the principal amount; in each case, plus accrued and unpaid interest, if any, to but excluding, the date of redemption.

The net proceeds from the debt offering were $738.0 million after deducting the underwriting commissions of $9.4 million and $2.6 million of issuance costs. The debt issuance costs are being amortized to interest expense using the effective interest method over the term of the Senior Notes. Interest expense related to contractual interest expense, amortization of debt issuance costs, and accretion of debt discount was $6.0 million during the three months ended October 31, 2023 and 2022 and $18.0 million during the nine months ended October 31, 2023 and 2022.

In certain circumstances involving a change of control event, the Company will be required to make an offer to repurchase all or, at the holder’s option, any part, of each holder’s notes of that series at 101% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the repurchase date.

The indenture governing the Senior Notes (the “Indenture”) contains covenants limiting the Company’s ability and the ability of its subsidiaries to create liens on certain assets to secure debt; grant a subsidiary guarantee of certain debt without also providing a guarantee of the Senior Notes; declare dividends; and consolidate or merge with or into, or sell or otherwise dispose of all or substantially all of its assets to, another person. These covenants are subject to a number of limitations and exceptions. Certain of these covenants will not apply during any period in which the notes are rated investment grade by Fitch Ratings, Inc. (“Fitch”), Moody’s Investors Service, Inc. (“Moody’s”), and Standard & Poor’s Ratings Services (“S&P”).

As of October 31, 2023, the Company was in compliance with all of its financial covenants under the Indenture associated with the Senior Notes.

Based on the trading prices of the Senior Notes, the fair value of the Senior Notes was approximately $625.2 million and $645.4 million as of October 31, 2023 and January 31, 2023, respectively. While the Senior Notes are recorded at cost, the fair value of the Senior Notes was determined based on quoted prices in markets that are not active; accordingly, the Senior Notes are categorized as Level 2 for purposes of the fair value measurement hierarchy.

5. Income Taxes

The Company recognized income tax expense of $9.6 million and $8.9 million for the three months ended October 31, 2023 and October 31, 2022, respectively, and $18.6 million and $17.1 million for the nine months ended October 31, 2023 and October 31, 2022, respectively. The tax expense for the three and nine months ended October 31, 2023 was primarily attributable to the Company's pre-tax income and withholding taxes. The tax expense for the three and nine months ended October 31, 2022 was primarily attributable to the Company's pre-tax income, withholding taxes and impact from the intercompany sale of intellectual property. The Company’s effective tax rates of 26.5% and (19.4)% for the three months ended October 31, 2023 and October 31, 2022, respectively, and 34.3% and (14.7)% for the nine months ended October 31, 2023 and October 31, 2022, respectively, differ from the U.S. statutory tax rate primarily due to taxes in foreign jurisdictions and the full valuation allowance in the U.S.

Total gross unrecognized tax benefits were $52.9 million and $36.9 million as of October 31, 2023 and January 31, 2023, respectively, which is primarily attributable to research and development credits. As of October 31, 2023 and January 31, 2023, approximately $8.2 million and $4.2 million, respectively of unrecognized tax benefits, which, if recognized, would affect the Company’s effective tax rate due to the full valuation allowance. The Company’s policy is to classify interest and penalties related to unrecognized tax benefits as part of the income tax provision in the condensed consolidated statements of operations. The Company had incurred an insignificant amount of interest and penalties related to unrecognized tax benefits as of October 31,

2023 and January 31, 2023. The potential change in unrecognized tax benefits during the next 12 months is not expected to be material.

In accordance with the guidance on the accounting for uncertainty in income taxes, for all U.S. and other tax jurisdictions, the Company recognizes potential liabilities for anticipated tax audit issues based on the Company’s estimate of whether, and the extent to which, additional taxes and interest will be due. If the Company’s estimate of income tax liabilities proves to be less than the ultimate assessment, a further charge to expense would be required. If events occur and the payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when the Company determines the liabilities are no longer necessary. The Company includes interest and penalties related to unrecognized tax benefits within the provision for income taxes in the condensed consolidated statements of operations. Accrued interest and penalties are included within other liabilities, noncurrent on the condensed consolidated balance sheets.

The Company maintains a full valuation allowance on the Company’s U.S. federal and state and certain foreign deferred tax assets, including net operating loss carryforwards and tax credits, which the Company has determined are not realizable on a more-likely-than-not basis. The Company regularly evaluates the need for a valuation allowance. Due to recent profitability, a reversal of the Company’s valuation allowance in certain jurisdictions in the foreseeable future is reasonably possible.

6. Stock-Based Compensation

Stock Incentive Plan

In May 2019, the Company’s board of directors adopted, and the stockholders approved the CrowdStrike Holdings, Inc. 2019 Equity Incentive Plan (the “2019 Plan”) with the purpose of granting stock-based awards to employees, directors, officers, and consultants, including stock options, restricted stock awards, restricted stock units (“RSUs”), and performance-based restricted stock units (“PSUs”). A total of 8,750,000 shares of Class A common stock were initially available for issuance under the 2019 Plan. The Company’s compensation committee administers the 2019 Plan. The number of shares of the Company’s common stock available for issuance under the 2019 Plan is subject to an annual increase on the first day of each fiscal year beginning on February 1, 2020, equal to the lesser of: (i) two percent (2%) of outstanding shares of the Company’s capital stock as of the last day of the immediately preceding fiscal year or (ii) such other amount as the Company’s board of directors may determine.

The 2011 Plan was terminated on June 10, 2019, which was the business day prior to the effectiveness of the Company’s registration statement on Form S-1 used in connection with the Company’s IPO, and stock-based awards are no longer granted under the 2011 Plan. Any shares underlying stock options that expire, terminate, or are forfeited or repurchased under the 2011 Plan will be automatically transferred to the 2019 Plan.

Stock Options

The Company records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model with the assumptions included in the table below. The expected term represents the period that the Company’s share-based awards are expected to be outstanding. The expected term assumptions were determined based on the vesting terms, exercise terms, and contractual lives of the options. The expected stock price volatility is based upon comparable public company data. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for the estimated option life.

Stock options granted during the three and nine months ended October 31, 2023 and October 31, 2022 were immaterial.

The following table is a summary of stock option activity for the nine months ended October 31, 2023:


	Number of Shares	Weighted-Average Exercise Price Per Share
	(in thousands)
Options outstanding at January 31, 2023	2,869	$	8.52
Granted	51	$	39.26
Exercised	(846)	$	7.30
Canceled	(4)	$	10.44
Options outstanding at October 31, 2023	2,070	$	9.77
Options vested and expected to vest at October 31, 2023	2,070	$	9.77
Options exercisable at October 31, 2023	1,841	$	8.79

Options outstanding include 175,995 options that were unvested and exercisable as of October 31, 2023.

The aggregate intrinsic value of options vested and exercisable was $309.3 million and $247.2 million as of October 31, 2023 and January 31, 2023, respectively. The weighted-average remaining contractual term of options vested and exercisable was 4.4 years and 4.8 years as of October 31, 2023 and January 31, 2023, respectively.

The weighted-average grant date fair values of all options granted was $126.00 and $116.30 per share during the nine months ended October 31, 2023 and October 31, 2022, respectively. The total intrinsic value of all options exercised was $43.9 million and $23.7 million during the three months ended October 31, 2023 and October 31, 2022, respectively, and $118.4 million and $141.4 million during the nine months ended October 31, 2023 and October 31, 2022, respectively.

The aggregate intrinsic value of stock options outstanding as of October 31, 2023 and January 31, 2023 was $345.8 million and $279.4 million, respectively, which represents the excess of the fair value of the Company’s common stock over the exercise price of the options multiplied by the number of options outstanding. The weighted-average remaining contractual term of stock options outstanding was 4.5 years and 5.0 years as of October 31, 2023 and January 31, 2023, respectively.

Total unrecognized stock-based compensation expense related to unvested options was $6.4 million as of October 31, 2023. This expense is expected to be amortized over a weighted-average vesting period of 1.2 years.

Early Exercise of Employee Options

The 2011 Stock Plan allows for the early exercise of stock options for certain individuals as determined by the board of directors. The consideration received for an early exercise of an option is a deposit of the exercise price and the related dollar amount is recorded as a liability for early exercise of unvested stock options in the condensed consolidated balance sheets. This liability is reclassified to Additional paid-in capital as the awards vest. If a stock option is early exercised, the unvested shares may be repurchased by the Company in case of employment termination or for any reason, including death and disability, at the price paid by the purchaser for such shares. There were no issued shares of common stock related to early exercised stock options during the three and nine months ended October 31, 2023 or October 31, 2022. As of October 31, 2023 and January 31, 2023, there were no shares of common stock related to early exercised stock options subject to repurchase. Common stock purchased pursuant to an early exercise of stock options is not deemed to be outstanding for accounting purposes until those shares vest. The Company includes unvested shares subject to repurchase in the number of shares outstanding in the condensed consolidated balance sheets and statements of stockholders’ equity.

Restricted Stock Units

RSUs granted under the 2019 Plan are generally subject to only a service-based vesting condition. The service-based vesting condition is generally satisfied based on one of four vesting schedules: (i) vesting of one-fourth of the RSUs on the first “Company vest date” (defined as March 20, June 20, September 20, or December 20) on or following the one-year anniversary of the vesting commencement date with the remainder of the RSUs vesting in twelve equal quarterly installments thereafter, subject to continued service, (ii) vesting in sixteen equal quarterly installments, subject to continued service, (iii) vesting in eight equal quarterly installments, subject to continued service, or (iv) vesting in sixteen quarterly installments with 10% in the first year,

15% in the second year, 25% in the third year and 50% in the fourth year, subject to continued service. The valuation of these RSUs is based solely on the fair value of the Company’s stock on the date of grant.

Total unrecognized stock-based compensation expense related to unvested RSUs was $1.5 billion as of October 31, 2023. This expense is expected to be amortized over a weighted-average vesting period of 2.9 years.

Performance-based Stock Units

PSUs granted under the 2019 Plan are generally subject to both a service-based vesting condition and a performance-based vesting condition. PSUs will vest upon the achievement of specified performance targets and subject to continued service through the applicable vesting dates. The associated compensation cost is recognized over the requisite service period when it is probable that the performance condition will be satisfied.

Total unrecognized stock-based compensation expense related to unvested PSUs was $88.3 million as of October 31, 2023. This expense is expected to be amortized over a weighted-average vesting period of 1.3 years.

Special PSU Awards

In fiscal 2022 the Company’s board of directors granted 655,000 performance stock units (the “Special PSU Awards”) to certain executives under the 2019 Plan. The Special PSU Awards will vest upon the satisfaction of the Company’s achievement of specified stock price hurdles, which are based on the average of the closing stock price per share of the Company’s Class A common stock during any 45 consecutive trading day period during the applicable performance period, and a service-based vesting condition. The service condition applicable to each tranche of the Special PSU Awards will be satisfied in installments as follows, subject to continued employment with the Company through each applicable vesting date: (i) 50% of the Special PSU Awards underlying the applicable tranche will service vest on the first anniversary of the vesting commencement date applicable to such tranche of the Special PSU Awards (i.e., February 1, 2022, February 1, 2023, February 1, 2024 and February 1, 2025) and (ii) the remaining PSUs with respect to such tranche will thereafter service vest in four equal quarterly installments of 12.5%.

The Company measured the fair value of the Special PSU Awards on the grant date using a Monte Carlo simulation valuation model. The risk-free interest rates used were 0.85% -1.51%, which were based on the zero-coupon-risk-free interest rate derived from the Treasury Constant Maturities yield curve for the expected term of the award on the grant date. The expected volatility was a blended volatility rate of 54.89% - 55.36%, which includes 50% weight on the Company’s historical volatility calculated from daily stock returns over a 2.21- 2.58 year look-back from the grant date and 50% weight based on the Company’s implied volatility as of the grant date.

Total unrecognized stock-based compensation expense related to the unvested portion of the Special PSU Awards was $38.6 million as of October 31, 2023. This expense is expected to be amortized over a weighted-average vesting period of 1.5 years.

The following table is a summary of RSUs, PSUs and the Special PSU Awards activities for the nine months ended October 31, 2023:


	Number of Shares	Weighted- Average Grant Date Fair Value Per Share
	(in thousands)
RSUs and PSUs outstanding at January 31, 2023	10,050	$	158.08
Granted	5,589	$	147.55
Released	(2,899)	$	137.16
Performance adjustment (1)	155	$	211.22
Forfeited	(1,266)	$	162.73
RSUs and PSUs outstanding at October 31, 2023	11,629	$	159.69
RSUs and PSUs ending vested and expected to vest at October 31, 2023	11,506	$	158.95

(1)The performance adjustment represents adjustments in shares outstanding due to the actual achievement of performance-based awards, the achievement of which was based upon pre-defined financial performance targets.

Employee Stock Purchase Plan

In May 2019, the board of directors adopted, and the stockholders approved the CrowdStrike Holdings, Inc. 2019 Employee Stock Purchase Plan (“ESPP”), which became effective on June 10, 2019, which was the business day prior to the effectiveness of the Company’s registration statement on Form S-1 used in connection with the Company’s IPO. A total of 3,500,000 shares of Class A common stock were initially reserved for issuance under the ESPP. The Company’s compensation committee administers the ESPP. The number of shares of common stock available for issuance under the ESPP is subject to an annual increase on the first day of each fiscal year beginning on February 1, 2020, equal to the lesser of: (i) one percent (1%) of the outstanding shares of the Company’s capital stock as of the last day of the immediately preceding fiscal year or (ii) such other amount as its board of directors may determine. In May 2021, the Company’s compensation committee adopted an amendment and restatement of the ESPP, which was approved by the Company’s stockholders in June 2021. The amended and restated ESPP clarified the original intent that the annual increase will in no event exceed 5,000,000 shares of the Company’s Class A common stock in any year.

The ESPP provides for consecutive offering periods that will typically have a duration of approximately 24 months in length and are comprised of four purchase periods of approximately six months in length. The offering periods are scheduled to start on the first trading day on or after June 11 and December 11 of each year. The first offering period commenced on June 11, 2019 and ended on June 10, 2021.

The ESPP provides eligible employees with an opportunity to purchase shares of the Company’s Class A common stock through payroll deductions of up to 15% of their eligible compensation. A participant may purchase a maximum of 2,500 shares of common stock during a purchase period. Amounts deducted and accumulated by the participant are used to purchase shares of common stock at the end of each six-month purchase period. The purchase price of the shares is 85% of the lower of the fair market value of the Class A common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of each purchase period in the related offering period. Participants may end their participation at any time during an offering period and will be paid their accrued contributions that have not yet been used to purchase shares of common stock. Participation ends automatically upon termination of employment. The ESPP allows for up to one increase in contribution during each purchase period. If an employee elects to increase his or her contribution, the Company treats this as an accounting modification. The ESPP also offers a two-year look-back feature, as well as a rollover feature that provides for an offering period to be rolled over to a new lower-priced offering if the offering price of the new offering period is less than that of the current offering period. During the fiscal year ended January 31, 2023, there were ESPP rollovers because the Company’s closing stock price on the purchase date was lower than the Company’s closing stock price on the first day of the offering periods. As a result, these offering dates were rolled over to a new 24-month offering period through December 12, 2024. These rollovers were accounted for as a modification to the original offerings. The total incremental expense as a result of the rollover and contribution modifications was $58.6 million, which will be recognized over the new or remaining offering periods. Total incremental expense as a result of contribution modifications during the nine months ended October 31, 2023 was $1.8 million, which will be recognized over the remaining offering periods.

Employee payroll contributions ultimately used to purchase shares are reclassified to Stockholders’ equity on the purchase date. ESPP employee payroll contributions accrued as of October 31, 2023 and January 31, 2023 totaled $27.3 million and $17.5 million, respectively, and are included within Accrued payroll and benefits in the condensed consolidated balance sheets.

The following table summarizes the assumptions used in the Black-Scholes option-pricing model to determine the fair value of the Company’s common shares to be issued under the ESPP for the offering periods beginning in June 2020:


	Nine Months Ended October 31,
	2023		2022
Expected term (in years)	0.5 – 2.0		0.5 – 2.0
Risk-free interest rate	0.2% – 5.2%		0.1% – 3.4%
Expected stock price volatility	46.3% – 61.2%		39.6% – 67.4%
Dividend yield	—	%	—	%

Stock-Based Compensation Expense

Stock-based compensation expense included in the condensed consolidated statements of operations is as follows (in thousands):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022

Subscription cost of revenue	$	11,477	$	8,108	$	30,575	$	21,957
Professional services cost of revenue	5,645		4,093		16,020		10,596
Sales and marketing	42,544		41,895		129,725		109,172
Research and development	52,388		46,268		143,754		120,347
General and administrative	47,560		39,749		135,173		112,085
Total stock-based compensation expense	$	159,614	$	140,113	$	455,247	$	374,157

7. Revenue, Deferred Revenue and Remaining Performance Obligations

The following table summarizes revenue by region based on the shipping address of customers who have contracted to use the Company’s platform or service (in thousands, except percentages):


	Three Months Ended October 31,								Nine Months Ended October 31,
	2023				2022				2023				2022
	Amount		% Revenue		Amount		% Revenue		Amount		% Revenue		Amount		% Revenue

United States	$	537,880	69	%	$	403,302	69	%	$	1,513,569	69	%	$	1,123,153	70	%
Europe, Middle East, and Africa	119,158		15	%	85,665		15	%	335,619		15	%	233,386		15	%
Asia Pacific	81,459		10	%	60,011		10	%	228,876		10	%	162,713		10	%
Other	47,517		6	%	31,904		6	%	132,156		6	%	84,617		5	%
Total revenue	$	786,014	100	%	$	580,882	100	%	$	2,210,220	100	%	$	1,603,869	100	%

No single country other than the United States represented 10% or more of the Company’s total revenue during the three and nine months ended October 31, 2023 and October 31, 2022.

Contract Balances

Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. The Company recognized revenue of $685.9 million and $498.0 million for the three months ended October 31, 2023 and October 31, 2022, respectively, and $1,465.5 million and $972.4 million for the nine months ended October 31, 2023 and October 31, 2022, respectively, which was included in the corresponding contract liability balance at the beginning of the period.

The Company receives payments from customers based upon contractual billing schedules. Accounts receivable are recorded when the right to consideration becomes unconditional. Payment terms on invoiced amounts are typically 30 – 60 days. Contract assets include amounts related to the contractual right to consideration for both completed and partially completed performance obligations that may not have been invoiced.

Changes in deferred revenue were as follows (in thousands):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022

	Carrying Amount				Carrying Amount
Beginning balance	$	2,507,642	$	1,844,152	$	2,355,113	$	1,529,321
Additions to deferred revenue	821,488		752,269		2,398,223		2,090,087
Recognition of deferred revenue	(786,014)		(580,882)		(2,210,220)		(1,603,869)
Ending balance	$	2,543,116	$	2,015,539	$	2,543,116	$	2,015,539

Remaining Performance Obligations

The Company’s subscription contracts with its customers have a typical term of one to three years and most subscription contracts are non-cancelable. Customers generally have the right to terminate their contracts for cause as a result of the Company’s failure to perform. As of October 31, 2023, the aggregate amount of the transaction price allocated to remaining performance obligations was $3.7 billion. The Company expects to recognize approximately 64% of the remaining performance obligations in the 12 months following October 31, 2023, and 35% of the remaining performance obligations between 13 to 36 months, with the remainder to be recognized thereafter.

Costs to Obtain and Fulfill a Contract

The Company capitalizes referral fees paid to partners and sales commissions and associated payroll taxes paid to internal sales personnel, contractors or sales agents that are incremental to the acquisition of channel partner and direct customer contracts and would not have occurred absent the customer contract. These costs are recorded as deferred contract acquisition costs, current and deferred contract acquisition costs, noncurrent on the condensed consolidated balance sheets.

Sales commissions for renewal of a contract are not considered commensurate with the commissions paid for the acquisition of the initial contract or follow-on upsell given the substantive difference in commission rates in proportion to their respective contract values. Commissions, including referral fees paid to referral partners, earned upon the initial acquisition of a contract or subsequent upsell are amortized over an estimated period of benefit of four years, while commissions earned for renewal contracts are amortized over the contractual term of the renewals. Sales commissions associated with professional service contracts are amortized ratably over an estimated period of benefit of eight months and are included in sales and marketing expense in the condensed consolidated statements of operations. In determining the period of benefit for commissions paid for the acquisition of the initial contract, the Company took into consideration the expected subscription term and expected renewals of customer contracts, the historical duration of relationships with customers, customer retention data, and the life of the developed technology. The Company periodically reviews the carrying amount of deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred costs. The Company did not recognize any material impairment losses of deferred contract acquisition costs during the three and nine months ended October 31, 2023 and October 31, 2022.

The following table summarizes the activity of deferred contract acquisition costs (in thousands):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022

Beginning balance	$	458,685	$	350,566	$	447,088	$	319,180

Capitalization of contract acquisition costs	84,671		74,325		209,145		183,265
Amortization of deferred contract acquisition costs	(60,281)		(43,996)		(173,158)		(121,550)
Ending balance	$	483,075	$	380,895	$	483,075	$	380,895

Deferred contract acquisition costs, current	$	209,216	$	162,260	$	209,216	$	162,260
Deferred contract acquisition costs, noncurrent	273,859		218,635		273,859		218,635
Total deferred contract acquisition costs	$	483,075	$	380,895	$	483,075	$	380,895

8. Commitments and Contingencies

Purchase Obligations

The Company enters into long-term non-cancelable agreements with providers to purchase data center capacity, such as bandwidth and colocation space, for the Company’s cloud platform. As of October 31, 2023, the Company is committed to spend $236.0 million on such agreements in excess of one year through fiscal 2031. These obligations are included in purchase commitments below.

In the normal course of business, the Company also enters into non-cancelable purchase commitments with various parties to purchase products and services such as advertising, technology, equipment, office renovations, corporate events, and consulting services. A summary of non-cancelable purchase obligations in excess of one year as of October 31, 2023 with expected date of payment is as follows (in thousands):


	Total Commitments

Fiscal 2024 (remaining three months)	$	31,925
Fiscal 2025	107,775
Fiscal 2026	85,779
Fiscal 2027	48,059
Fiscal 2028	36,858
Thereafter	51,173
Total purchase commitments	$	361,569

In October 2021, the Company entered into a new private pricing addendum with Amazon Web Services (“AWS”), which provides the Company with cloud computing infrastructure. Under the new pricing addendum, the minimum commitment is $600.0 million of cloud services from AWS through September 2026. As of October 31, 2023, the Company had utilized $498.2 million of this commitment. The remaining commitment is excluded from the table above and the Company expects to meet its remaining commitment with AWS.

Letters of Credit

As of October 31, 2023, the Company had unused standby letters of credit for $0.7 million securing its facility in Tel Aviv, Israel, $0.4 million securing its facility in Sunnyvale, California, and $0.1 million securing its principal executive offices in Austin, Texas. As of January 31, 2023, the Company had unused standby letters of credit for $0.8 million securing its principal executive offices in Austin, Texas and $0.4 million securing its facility in Sunnyvale, California.

Litigation

In June 2022, the Company and Fair Isaac Corporation (“FICO”) resolved a trademark dispute that was pending before the Trademark Trial and Appellate Board (“TTAB”) at the U.S. Patent and Trademark Office. The TTAB dismissed all proceedings between the parties in July 2022.

In March 2022, Webroot, Inc. and Open Text, Inc. (collectively, “Webroot”) filed a lawsuit against the Company and CrowdStrike, Inc. in federal court in the Western District of Texas alleging that certain of the Company’s products infringe six patents held by them. In the complaint, Webroot sought unspecified damages, attorneys’ fees and a permanent injunction. In May 2022, CrowdStrike, Inc. asserted counterclaims alleging that certain of Webroot’s products infringe two of its patents. In the filing, CrowdStrike, Inc. sought unspecified damages, reasonable fees and costs, and a permanent injunction. In September 2022, Webroot amended its complaint to assert six additional patents. In November 2023, CrowdStrike, Inc. entered into an agreement that provided for, among other things, the settlement and dismissal of the parties’ claims. The amount attributable to the settlement was not material.

In addition, the Company is involved in various other legal proceedings and subject to claims that arise in the ordinary course of business. For any claims for which the Company believes a liability is both probable and reasonably estimable, the Company records a liability in the period for which it makes this determination. There is no pending or threatened legal proceeding to which the Company is a party that, in the Company’s opinion, is reasonably possible to have a material effect on its condensed consolidated financial statements; however, the results of litigation and claims are inherently unpredictable. Regardless of the outcome, litigation can have an adverse impact on the Company’s business because of defense and settlement costs, diversion of management resources, and other factors. In addition, the costs of litigation and the timing of these costs from period to period are difficult to estimate, subject to change and could adversely affect the Company’s condensed consolidated financial statements.

Warranties and Indemnification

The Company’s cloud computing services are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company’s online help documentation under normal use and circumstances.

The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property rights. In addition, for its Falcon Complete customers, the Company offers a limited warranty, subject to certain conditions, to cover certain costs incurred by the customer in case of a cybersecurity breach. The Company has entered into an insurance policy to reduce its potential liability arising from this limited warranty arrangement. To date, the Company has not incurred any material costs because of such obligations and has not accrued any liabilities related to such obligations in the condensed consolidated financial statements.

The Company has also agreed to indemnify its directors and certain executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that would generally enable the Company to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. No liabilities have been accrued associated with this indemnification provision as of October 31, 2023 or January 31, 2023.

9. Acquisitions

Bionic

On September 28, 2023, the Company acquired 100% of the equity interest of Bionic Stork, Ltd. (“Bionic”), a privately-held company that provides an Application Security Posture Management platform designed to proactively reduce and mitigate security, data privacy, and operational risks by analyzing application architecture and dependencies that run in production.

The acquisition has been accounted for as a business combination. The total consideration transferred consisted of $238.7 million in cash, net of $25.7 million of cash acquired, and $0.7 million representing the fair value of replacement equity awards attributable to pre-acquisition service. The remaining fair value of these replacement awards attributed to post-combination service was excluded from the purchase price. The purchase price was allocated on a preliminary basis, subject to working capital adjustment and continuing management analysis, to identified intangible assets, which include developed technology and customer relationships of $34.9 million, net tangible assets acquired of $2.7 million, and goodwill of $207.2 million, which was allocated to the Company’s one reporting unit and represents the excess of the purchase price over the fair value of net tangible and intangible assets acquired. The goodwill was primarily attributable to the assembled workforce of Bionic, planned growth in new markets, and synergies expected to be achieved from the integration of Bionic. Goodwill is not deductible for income tax purposes.

Per the terms of the share purchase agreement with Bionic, certain unvested stock options held by Bionic employees were canceled and exchanged for replacement stock options under the 2019 Plan. Additionally, certain shares of Bionic stock held by Bionic employees were exchanged for shares of the Company’s Class A common stock, subject to service-based vesting and other conditions. Further, the Company agreed to grant RSUs and PSUs under the 2019 Plan to certain continuing employees. The awards that are subject to continued service will be recognized ratably as stock-based compensation expense over the requisite service period. The awards that are subject to both continued service and specified performance targets will be recognized over the requisite service period when it is probable that the performance condition will be satisfied.

The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (dollars in thousands):


	Fair Value		Useful Life
			(in months)
Developed technology	$	29,900	72
Customer relationships	5,000		96
Total intangible assets acquired	$	34,900

Acquisition costs incurred during the three months ended October 31, 2023 were $3.7 million and are recorded in general and administrative and research and development expenses on the Company’s condensed consolidated statements of operations.

The results of operations for the acquisition have been included in the Company’s condensed consolidated financial statements from the date of acquisition. The acquisition of Bionic did not have a material impact on the Company’s condensed consolidated financial statements, and therefore historical and pro forma disclosures have not been presented.

Reposify Ltd.

On October 3, 2022, the Company acquired 100% of the equity interest of Reposify Ltd. (“Reposify”), a privately-held company that provides an external attack surface management platform that scans the internet for exposed assets of an organization to detect and eliminate risk from vulnerable and unknown assets before attackers can exploit them. The acquisition has been accounted for as a business combination. The total consideration transferred consisted of $18.9 million, net of cash acquired of $0.5 million, and an immaterial amount representing the fair value of replacement equity awards attributable to pre-acquisition service. The remaining fair value of these replacement awards is subject to the recipient’s continued service and thus were excluded from the purchase price. The purchase price was allocated to developed technology of $3.8 million, net tangible assets acquired of $0.9 million, and goodwill of $14.2 million, which was allocated to the Company’s one reporting unit and represents the excess of the purchase price over the fair value of net tangible and intangible assets acquired. The goodwill was primarily attributable to the assembled workforce of Reposify, planned growth in new markets, and synergies expected to be achieved from the integration of Reposify. Goodwill was not deductible for income tax purposes.

The fair value of the developed technology acquired was $3.8 million with a useful life of 72 months.

Acquisition costs during the nine months ended October 31, 2023 were not material and are recorded in research and development expenses on the Company’s condensed consolidated statements of operations.

The results of operations for the acquisition have been included in the Company’s condensed consolidated financial statements from the date of acquisition. The acquisition of Reposify did not have a material impact on the Company’s condensed consolidated financial statements, and therefore historical and pro forma disclosures have not been presented.

10. Net Income (Loss) Per Share Attributable to Common Stockholders

Basic and diluted net income (loss) per share attributable to CrowdStrike’s common stockholders is computed in conformity with the two-class method required for participating securities. Basic net income (loss) per share attributable to CrowdStrike common stockholders is computed by dividing the net income (loss) attributable to CrowdStrike by the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share attributable to CrowdStrike common stockholders is calculated by dividing net income by the combination of the weighted-average number of common shares outstanding and the weighted-average number of dilutive common share equivalents during the period. Diluted net loss per share is the same as basic net loss per share for the three and nine months ended October 31, 2022 because the effects of potentially dilutive items were antidilutive given the Company’s net loss position.

The rights of the holders of Class A and Class B common stock are identical, except with the respect to voting and conversion rights. As such, the undistributed earnings are allocated equally to each share of common stock without class distinction and the resulting basic and diluted net income (loss) per share attributable to CrowdStrike common stockholders are the same for shares of Class A and Class B common stock.

The following table sets forth the computation of basic and diluted net income (loss) per share attributable to CrowdStrike common stockholders (in thousands, except per share data):


	Three Months Ended October 31,				Nine Months Ended October 31,
	2023		2022		2023		2022
Numerator:
Net income (loss) attributable to Class A and Class B CrowdStrike common stockholders	$	26,665	$	(54,956)	$	35,628	$	(135,764)
Denominator:
Weighted-average shares used in computing net income (loss) per share attributable to Class A and Class B of CrowdStrike common stockholders, basic	239,297		233,785		237,890		232,502
Dilutive effect of common stock equivalents	4,502		—		4,306		—
Weighted-average shares used in computing net income (loss) per share attributable to Class A and Class B of CrowdStrike common stockholders, dilutive	243,799		233,785		242,196		232,502
Net income (loss) per share attributable to Class A and Class B CrowdStrike common stockholders, basic	$	0.11	$	(0.24)	$	0.15	$	(0.58)
Net income (loss) per share attributable to Class A and Class B CrowdStrike common stockholders, diluted	$	0.11	$	(0.24)	$	0.15	$	(0.58)

The potential shares of common stock that were excluded from the computation of diluted net income (loss) per share attributable to common stockholders for the periods presented because including them would have been antidilutive are as follows (in thousands):


	October 31, 2023	October 31, 2022

RSUs and PSUs subject to future vesting	2,436	9,958
Shares of common stock issuable from stock options	—	3,124
Share purchase rights under the Employee Stock Purchase Plan	104	1,036
Potential common shares excluded from diluted net income (loss) per share	2,540	14,118

The above table excludes founder holdbacks related to business combinations where a variable number of shares will be issued upon vesting to settle a fixed monetary amount of $4.4 million, contingent upon continued employment with the Company. The share price will be determined based on the Company’s average stock price or the volume weighted average stock price five days prior to each vesting date. During the three and nine months ended October 31, 2023, 5,308 shares and 23,966 shares, respectively, were issued to settle founder holdbacks at a weighted average price of $167.46 per share and $143.61 per share, respectively.

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