GoDaddy (GDDY) 10-K risk factor changes: FY2024 vs FY2023
The 2024-12-31 10-K against the 2023-12-31 one, compared heading by heading and sentence by sentence.
Item 1A227 rewritten162 added346 removed503 unchanged
All filing items1,112 rewritten617 added795 removed2,096 unchanged
Summary
counted, not written
- Item 1A lists 61 risk factor headings: 7 new, 13 reworded and 41 unchanged since FY2023. 13 headings from FY2023 no longer appear.
- Sentence by sentence, 617 added, 795 removed, 1,112 rewritten and 2,096 unchanged across 19 items that differ.
New Item 1A headings (7)
- Our pricing decisions may adversely affect our ability to attract and retain customers.
- Acquisitions and other strategic transactions, including investments or entries into new businesses, joint ventures, divestitures or other transactions, could require significant management attention, disrupt our business, dilute stockholder value and adversely affect our operating results.
- We rely on information technology systems, including third-party cloud computing systems, and data centers to deliver many of our products and services. These information technology systems and data centers may experience outages, disruptions or degradations, and we may otherwise lose access to the services third-party service providers provide to us, any of which could impact our services, products and technological infrastructure.
- Enhancements or migration of information and data to new technology platforms, systems or applications may disrupt our operations or could expose us to a cyber attack or other cybersecurity incident which could delay or interrupt service to our customers, harm our reputation, cause us to incur substantial costs or subject us to significant liability.Cybersecurity
- An actual or perceived cybersecurity incident could impair our ability to conduct business, provide our products and services, protect data, and comply with contractual or legal obligations, and may cause us to incur substantial costs, or subject us to significant liability.Cybersecurity
- We are subject to local and international laws, rules, regulations, and orders relating to the operation and security of our computer network and the processing of data, including privacy of personal data.
- We are subject to international laws, rules and regulations relating to content moderation.
Removed Item 1A headings (13)
- If we are unable to continue to attract a diverse customer base for which we have developed more customized solutions and applications, our business, growth prospects and operating results could be adversely affected.
- Our business will suffer if the small business market for our solutions proves less lucrative than projected or if we fail to effectively acquire and service small business customers.
- Our brand is integral to our success. If we fail to protect or promote our brand, our business and competitive position may be harmed.
- Our restructuring activities may not adequately reduce our operating costs or improve our operating margins, may lead to additional workforce attrition and may cause operational disruptions.
- We may acquire other businesses or talent, which could require significant management attention, disrupt our business, dilute stockholder value and adversely affect our operating results.
- We may enter into new lines of business that offer new products and/or services, which may subject us to additional risks.
- We rely on third parties to perform certain key functions, and their failure to perform those functions could result in the interruption of our operations and systems and could result in significant costs and reputational damage to us.
- A network attack, a security breach or other cybersecurity incident could delay or interrupt service to our customers, harm our reputation, cause us to incur substantial costs, or subject us to significant liability.
- We rely on a limited number of data centers to deliver many of our products. If we are unable to renew our data center agreements on favorable terms, or at all, our operating margins and profitability could be adversely affected and our business could be harmed.
- Under certain tax receivable agreements, we will not be reimbursed for any payments made to our pre-IPO owners in the event any related tax benefits are later disallowed, or if sufficient profitability to utilize the related tax savings is not achieved.
- Our ability to make interest payments on our indebtedness, repay such indebtedness at maturity and pay our other expenses, tax liabilities and dividends (if and when declared by our board of directors) will depend on our cash flow from operations and our compliance with the agreements governing our indebtedness.
- We are subject to governmental regulation and other legal obligations, particularly related to privacy, data and information security and cybersecurity. Our failure to comply with these or any future laws, regulations or obligations could subject us to sanctions and damages and could harm our reputation and business.
- Data localization requirements in certain jurisdictions in which we operate or maintain business may increase data center and company operating costs.
Reworded Item 1A headings (13)
- We face significant competition for our
[removed: Applications and Commerce and Core Platform]products, which we expect will continue to intensify, and we may not be able to maintain or improve our competitive position or market share. - The future growth of our business depends in part on increasing our international
[removed: bookings.][added: revenue.] Our continued international presence could subject us to additional risks. - Our
[removed: corporate][added: company's] culture has contributed to our success, and if we cannot maintain this culture as we grow, we could lose the innovation, creativity, passion and teamwork that we believe contribute to our success and our business may be harmed. - We substantially rely upon AWS to operate our [added: integrated] platform, and any disruption of or interference with our use of AWS would adversely affect our business, results of operations and financial condition.
- We rely on our marketing efforts and channels to
[removed: promote][added: maintain awareness of] our brand and acquire new customers. These efforts may require significant expense and may not be[removed: successful or cost-effective.][added: successful.] - Our failure to properly register or maintain our customers' domain names [added: or comply with applicable laws, rules and regulations relating to domain name registration and maintenance] could subject us to additional [added: liability, regulatory action,] expenses, claims of loss or negative publicity that could have a material adverse effect on our business.
- We
[removed: rely heavily][added: are dependent] on the reliability, security and performance of our internally developed systems and operations. Any difficulties in maintaining these systems may result in damage to our brand, service interruptions, decreased customer service or increased expenditures. - Our future performance depends in part on the services and performance of our senior management, as well as
[removed: our experienced and capable][added: key] employees. If we are unable to attract, motivate, and retain our employees, our business could suffer. - We may be required to repurchase
[removed: some of]the Senior Notes [added: and the maturity of our Credit Facility may be accelerated] upon a change of control triggering event. [removed: Governmental and regulatory][added: Laws, regulations,] policies or claims concerning the domain name registration system and the Internet in general, and industry reactions to those policies or claims, may cause instability in the industry and disrupt our business.- Changes in taxation
[removed: laws][added: laws, rules] and regulations may discourage the registration or renewal of domain names for e-commerce. - Our payments-related operations, including GoDaddy Payments, are subject to various laws, regulations,
[removed: restrictions]and[removed: risks.][added: restrictions.] Our failure to comply with such rules, regulations, and restrictions regarding our payments-related operations [added: or properly manage the risks inherent to such operations] could materially harm our business. [removed: We have identified a material weakness in our internal control over financial reporting.]If we[removed: are unable to remediate the material weakness, or if we identify additional material weaknesses in the future or otherwise]fail to maintain an effective system of [added: disclosure controls and] internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired, which could have a material adverse effect on our business and the market price of our stock.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
227 rewritten, 162 added, 346 removed, 503 unchanged
- [removed: We may] [added: If we do] not successfully develop and market products that [removed: meet or] anticipate [removed: our customers' needs, whether organically] or [removed: inorganically, or may not develop such products on a] [added: respond] timely [removed: basis.][added: to the needs of our customers, our business and operating results may suffer.]
- We face significant competition for our [removed: Applications and Commerce and Core Platform] products, which we expect will continue to intensify, and we may not be able to maintain or improve our competitive position or market share.
- The future growth of our business depends in part on our international [removed: bookings.][added: revenue.]
- [removed: We may acquire] [added: Acquisitions and] other [removed: businesses] [added: strategic transactions, including investments] or [removed: talent, which] [added: entries into new businesses, joint ventures, divestitures or other transactions,] could require significant management attention, disrupt our business, dilute stockholder value and adversely affect our operating results.
[removed: - A network attack,] [added: Enhancements or migration of information and data to new technology platforms, systems or applications may disrupt our operations or could expose us to] a [removed: security breach] [added: cyber attack] or other cybersecurity incident [added: which] could delay or interrupt service to our customers, harm our reputation, cause us to incur substantial [removed: costs,] [added: costs] or subject us to significant [removed: liability.][added: liability.]
- We rely on our marketing efforts and channels to [removed: promote] [added: maintain awareness of] our brand and acquire new customers.
[removed: - Our] [added: Our] future performance depends in part on the services and performance of our senior management, as well as [removed: our experienced and capable] [added: key] employees.
- Our failure to properly register or maintain our customers' domain names [added: or comply with applicable laws, rules and regulations relating to domain name registration and maintenance] could subject us to additional [added: liability, regulatory action,] expenses, claims of loss or negative publicity that could have a material adverse effect on our business.
- Our payments-related operations, including GoDaddy Payments, are subject to various laws, regulations, [removed: restrictions] and [removed: risks.][added: restrictions.]
Our failure to comply with such rules, regulations, and restrictions regarding our payments-related operations [added: or properly manage the risks inherent to such operations] could materially harm our business.
- [removed: Governmental and regulatory] [added: Laws, regulations,] policies or claims concerning the domain name registration system and the Internet in general, and industry reactions to those policies or claims, may cause instability in the industry and disrupt our business.
[removed: Our] [added: Any] failure [added: by us] to comply with [removed: these or] any [removed: future] [added: AI-related] laws, [added: rules and] regulations [removed: or obligations] could [removed: subject us to sanctions and damages] [added: result in fines] and [added: negative publicity, which] could [added: result in reputational] harm [removed: our reputation] and [added: damage to our] business.
[removed: If we are unable to remediate the material weakness, or if] [added: If] we [removed: identify additional material weaknesses in the future or otherwise] fail to maintain an effective system of [added: disclosure controls and] internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired, which could have a material adverse effect on our business and the market price of our [removed: stock.][added: stock.]
Although our total customers and revenue have grown rapidly in the past, in recent periods our [removed: slower] growth rates have [removed: reflected] [added: slowed or declined, reflecting] the larger size, scale and maturity of parts of our business.
Our costs associated with renewals are [removed: substantially] lower than costs associated with acquiring new customers and selling additional products to existing customers.
Therefore, [added: our inability to attract new customers, or] a reduction in renewals, even if offset by an increase in other [removed: revenue,] [added: revenue] could reduce our operating margins in the near [removed: term.][added: term and could have a material adverse effect on our business, growth prospects and operating results.]
[removed: We focus our operations on small businesses, which frequently] [added: However, these customers often] have limited budgets and may choose [added: not] to allocate resources to [removed: items other than] our solutions, especially in times of economic uncertainty or recessions.
We aim to grow our revenues by adding new [removed: small business] customers, selling additional business solutions to [removed: existing small business] [added: these] customers and encouraging [removed: existing small business customers] [added: them] to continue to use and purchase our products and services.
If [removed: the small business] [added: this] market fails to be as lucrative as we project or we are unable to market and sell our services to [removed: small] [added: these] businesses effectively, [added: or we are unable to increase sales of] our [added: products to all customer segments we target, or may target in the future, our] ability to grow our revenues and maintain profitability will be harmed.
The markets [removed: where] [added: in which] we compete are characterized by constant change and innovation, frequent new product and service introductions and evolving industry [removed: standards, and we expect them to continue to evolve rapidly.][added: standards.]
We are increasingly using new and [added: rapidly] evolving technologies, such as AI, to, among other things, develop new tools and products, and additional features in our existing products, including ongoing deployment and improvement of existing AI, and the development of new product technologies, such as generative AI.
There are significant risks involved in [removed: development] [added: the development, adoption, use, deployment] and [removed: deploying] [added: maintenance of] AI, such as an increase in intellectual property infringement or misappropriation, [removed: data] privacy, [added: data protection,] cybersecurity, [added: confidentiality,] operational and technological risks, [added: as well as risks associated with] harmful content, accuracy, bias and discrimination, any of which could affect our further development, adoption, [added: use, deployment] and [removed: use] [added: maintenance] of AI, and may cause us to incur additional research and development costs to resolve [added: any issues arising from] such [removed: issues.][added: risks.]
In [removed: addition,] [added: addition to] the [added: foregoing risks, the] introduction of AI technologies into new or existing products may result in new or enhanced governmental or regulatory scrutiny, litigation, [removed: privacy, confidentiality or security risks,] ethical concerns or other complications that could adversely affect our business, reputation or financial results.
Similarly, the intellectual property ownership and license rights, including [added: as related to] copyright, surrounding AI technologies has not been fully addressed by [added: international and] U.S. courts or [removed: other federal or state laws or regulations, and] the [removed: use] [added: laws, rules] or [removed: adoption] [added: regulations] of [removed: AI technologies in our products] [added: the U.S., including U.S. states,] and [removed: services may subject us to copyright infringement or other intellectual property misappropriation claims.][added: foreign jurisdictions.]
We may not always be able to anticipate how to [removed: respond to] [added: comply with] these [added: legal and regulatory] frameworks and we may have to expend resources to adjust our tools, products or other offerings [removed: in certain jurisdictions] [added: to meet standards set by such frameworks, which may vary by jurisdiction] if [removed: the] [added: AI-related] legal [added: and regulatory] frameworks [removed: on AI] are not consistent across jurisdictions.
Any inability to appropriately [removed: respond to this] [added: comply with the] evolving [added: AI regulatory] landscape could result in legal liability, regulatory action or brand and reputational harm.
Our reliance on [added: the use of] AI could also pose ethical concerns and lead to a lack of human oversight and control.
If we enable or offer solutions that draw controversy, or these new offerings do not work as we describe [removed: them to our customers,] [added: them,] we may experience brand or reputational harm, competitive harm or legal liability.
The rapid evolution of [added: the use of] AI [added: requires and] will [added: continue to] require [removed: the application of] resources to develop, test and maintain our products and services to help ensure that AI is implemented [removed: ethically] [added: appropriately] in order to minimize [removed: unintended,] [added: unintended and] harmful impacts.
[removed: Our competitors] [added: Further, other companies] may develop AI products and technologies that are similar or superior to our technologies or [removed: are] more cost-effective to [removed: develop or] deploy.
It is not possible to predict all of the risks related to the use of AI, and changes in laws, rules, directives and regulations governing AI may adversely affect our [removed: ability to develop] [added: development, adoption, use, deployment] and [removed: use] [added: maintenance of] AI or subject us to legal [removed: liability.][added: liability, regulatory action or brand and reputational harm.]
Protecting and maintaining awareness of our brand is important to our success, particularly [removed: as we seek to attract] [added: for continued acceptance of our existing and future products and solutions, attracting] new customers [removed: globally] and [removed: to increase] [added: increasing] customer awareness of our full [removed: portfolio of products.][added: product portfolio.]
If [removed: our efforts to protect and promote our brand] [added: we] are not [removed: successful,] [added: successful in these efforts,] our [removed: operating results may] [added: growth and operations could] be adversely affected.
In addition, businesses [removed: are increasingly relying solely] [added: rely heavily] on social media channels, such as Meta, TikTok, Snapchat, X [removed: (f/k/a Twitter)] and WeChat, to reach their customers, and consumers are accessing the Internet more frequently through applications on mobile devices.
We face significant competition for our [removed: Applications and Commerce and Core Platform] products, which we expect will continue to intensify, and we may not be able to maintain or improve our competitive position or market share.
The market for our products and services is highly [removed: fragmented and] competitive and we expect [added: this] competition to [removed: increase] [added: continue] in the future [removed: from our competitors.][added: as existing and new competitors introduce new solutions or enhance existing solutions.]
In addition, given our broad product portfolio, we compete with niche point-solution products [removed: and] [added: as well as] broader solution providers.
These types of products and solutions continue to evolve, creating [removed: opportunity] [added: opportunities] for new competitors to enter the market with point-solution products or address specific segments of the market.
Some of our current and potential competitors [added: could] have greater resources, more brand recognition and consumer awareness, more diversified product offerings, greater international scope and larger customer bases than we do, and we may therefore not be able to effectively compete with them.
In addition, some of our competitors [added: may] seek to disrupt the market by offering their services and products at low or no [removed: cost; for example, Cloudflare offers domains at wholesale cost and Let's Encrypt offers security certificates at no] cost.
- Our pricing decisions may adversely affect our ability to attract and retain customers.
- We rely on information technology systems, including third-party cloud computing systems, and data centers to deliver many of our products and services.
These information technology systems and data centers may experience outages, disruptions or degradations, and we may otherwise lose access to the services third-party service providers provide to us, any of which could impact our services, products and technology infrastructure.
- An actual or perceived cybersecurity incident could impair our ability to conduct business, provide our products or services, protect data, and comply with contractual or legal obligations, and may cause us to incur substantial costs, or subject us to significant liability.
- We are subject to local and international laws, rules, regulations and orders relating to the operation and security of our computer network and the processing of data, including personal data.
We cannot be assured that we will achieve increasing growth rates in future periods as our total customers and revenue could decline or grow slower than we expect as a result of a number of factors, such as lower demand or satisfaction with our solutions, the timeliness and success of new products or product enhancements, pricing of our solutions compared to our competitors, competitive conditions, customer spending levels, changes in the type and size of our customer base, the reliability and availability of our customer support, general economic and global market conditions, or other factors that are not known to us at this time.
We have experienced growth in recent years, due in large part to sustained subscription growth and strong levels of subscription renewals, including customers who expand their use of our integrated platform over time.
Moreover, we focus our operations on entrepreneurs, customers with new ventures and those with established small and medium-sized businesses.
In addition, varying economic conditions could result in decreases or increases in business formations or failures of businesses we serve.
We expect these markets to continue to rapidly evolve.
For example, in 2023 we launched Airo, an AI-powered, customizable experience designed to automatically build the interconnected pieces of what we call the "Entrepreneur's Wheel," to save our customers time and effort.
We also continue to expand our commerce offerings, for example, by rolling out GoDaddy Payments in Canada, launching new SaaS plans offering premium commerce features and discounted fees, introducing a new point-of-sale
device to our line of GoDaddy Smart Terminals and providing on-the-go solutions such as Tap-to-Pay in the GoDaddy Mobile App, Pay Links and Virtual Terminal.
We must continue to identify our customers' needs and develop new and enhanced technology to maintain our competitive position.
The process of developing new solutions and enhancements is complex, uncertain and can be costly.
- failure to bring products to market on a timely or cost effective basis;
- scalability of products or product enhancements;
- general satisfaction of our customers;
For example, in 2023 we launched Airo, an AI-powered, customizable experience designed to automatically build the interconnected pieces of what we call the "Entrepreneur's Wheel," to save our customers time and effort.
Legal and regulatory frameworks related to the use of AI are rapidly evolving, as regulation of the use of AI continues to be considered and adopted by various U.S. and international governmental and regulatory entities, including the E.U., the Securities and Exchange Commission and the Federal Trade Commission (FTC).
Several jurisdictions have also passed, or are considering, new laws, rules and regulations relating to the use of AI or its outputs.
For example, in 2024, the E.U. adopted the E.U. AI Act and U.S. states, including Colorado and California, have adopted laws, rules and regulations directly relating to the use of AI or extending the application of existing laws, rules and regulations to AI systems and outputs.
In addition, the future impact of these or other new laws, rules or regulations on us is uncertain.
We may not be able to adequately anticipate or respond to new laws, rules and regulations, and we may need to expend additional resources to adjust our offerings in certain jurisdictions if applicable legal frameworks are inconsistent across jurisdictions.
The costs of complying with such laws, rules or regulations could be significant and would increase our operating expenses, which could adversely affect our business, financial condition and results of operations.
In addition, many existing laws, rules and regulations apply to certain aspects of AI, such as automated decision making affecting fundamental data subject rights.
Any content created by us using generative AI tools may
not be subject to intellectual property protection which may affect our ability to commercialize such content.
The use or adoption of AI technologies in our products and services may subject us to copyright infringement or other intellectual property claims.
If we, or third-party developers whose AI we rely on, do not have sufficient rights to use the data or other material used or processed by such AI technology, we also may incur liability through the actual or alleged violation of applicable laws, rules and regulations, third-party intellectual property, privacy, or other rights or contractual obligations.
Further, generative AI may create content that appears correct but is factually inaccurate, incomplete, insufficient, biased or otherwise flawed or contains copyrighted or other protected material, which may not be easily detectable despite internal policies and diligence efforts we may have in place which are designed to mitigate such deficiencies.
To the extent we or our customers rely on such results, we could incur operational inefficiencies, competitive harm, brand or reputational harm, or other adverse impacts on our business and results of operations.
Additionally, if any of our employees, contractors, vendors or service providers use any third-party AI-powered software in connection with our business or the services they provide to us, it may lead to the inadvertent disclosure of our personal, sensitive, proprietary or confidential information into publicly available third-party training sets, which may impact our ability to realize the benefit of, or adequately maintain, protect and enforce our intellectual property or our personal, sensitive, proprietary or confidential information, harming our competitive position and business.
We and our competitors continue to invest in AI, including generative AI and integration of AI capabilities into products and services.
AI technology and services are highly competitive, rapidly evolving, and at times require significant investment, including with respect to development and operational costs, to meet the changing needs and expectations of our existing and potential customers.
Any failure to successfully develop, adopt, use and maintain AI products and services, or effectively manage the related operational risks, could harm our reputation.
Refer to our risk factor "The use of new and evolving technologies, such as AI, in our offerings may result in reputational harm and liability" for further information concerning the legal and other risks arising from the development, adoption, use, deployment and maintenance of AI.
For additional information regarding our competitors, see the section titled "Competition," contained in Part I, Item 1 of this Annual Report.
Our pricing decisions may adversely affect our ability to attract and retain customers.
From time to time, we have changed our overall pricing model or the various price points of our products and services and we expect to do so in the future.
- If we are unable to continue to attract a diverse customer base for which we have developed more customized solutions and applications, our business, growth prospects and operating results could be adversely affected.
- Our business will suffer if the small business market for our solutions proves less lucrative than projected or if we fail to effectively acquire and service small business customers.
- Our brand is integral to our success.
If we fail to protect or promote our brand, our business and competitive position may be harmed.
- Our restructuring activities may not adequately reduce our operating costs or improve our operating margins, may lead to additional workforce attrition and may cause operational disruptions.
- We may enter into new lines of business that offer new products and services, which may subject us to additional risks.
- We rely on third parties to perform certain key functions, and their failure to perform those functions could result in the interruption of our operations and systems and could result in significant costs and reputational damage to us.
- If the security of the confidential information or personal information we or our vendors or partners maintain, including that of our customers and the visitors to our customers’ websites stored in our systems, is breached or otherwise subjected to unauthorized access, our reputation may be harmed, we may be required to expend substantial resources to mitigate and remediate such breach, and we may be exposed to substantial liability.
- We maintain an enterprise-wide cybersecurity program.
Our failure to properly maintain this program for the company as a whole, or any part of the company, could cause us to experience a cybersecurity incident that could harm our reputation, cause us to incur substantial costs, or subject us to significant liability.
If we are unable to attract, motivate, and retain our employees, our business could suffer.
- We are subject to governmental regulation and other legal obligations, particularly related to privacy, data and information security and cybersecurity.
- Our business could be negatively impacted by shareholder activism.
- We have identified a material weakness in our internal control over financial reporting.
We cannot be assured that we will achieve similar growth rates in future periods as our total customers and revenue could decline or grow more slowly than we expect.
The rate at which new and existing customers purchase and renew subscriptions to our products could fluctuate or decline as a result of a number of factors, such as lower demand for domain names, websites and related products, declines in our customers' level of satisfaction with our products and the support provided by our GoDaddy Guides, platform migration, divestitures, end of life related actions on
previously acquired companies, the timeliness and success of product enhancements and introductions by us and those of our competitors, the pricing offered by us and our competitors and the frequency and severity of any system outages, breaches, or technological changes.
Our revenue has grown historically due in large part to sustained customer growth rates and strong renewals of subscriptions.
Our future success depends in part on maintaining strong renewals.
Any failure by us to continue to attract new customers or maintain strong renewals could have a material adverse effect on our business, growth prospects and operating results.
If we are unable to continue to attract a diverse customer base for which we have developed more customized solutions and applications, our business, growth prospects and operating results could be adversely affected.
We aim to serve customers with new ventures and those with established small or medium-sized businesses that may need help growing and expanding their digital capabilities (Independents).
We also serve and provide products for other customer populations, such as website designers and developers (WebPros), organizations with their own domain registration offerings (Domain Registrars), individuals or organizations that manage a portfolio of registered domains (Domain Investors) and third party registrars and corporate domain portfolio owners, including those that are more technically savvy.
For these customers we aim to develop new features and applications that may be used to start or grow their businesses.
For example, we offer tools for our technically sophisticated web designers, developers and customers, including high-performance, flexible hosting and security products that can be used with a variety of open source design tools such as WordPress.
If we are unable to increase sales of our products to all customer segments we may target, our estimated total addressable market may be overstated and our business, growth prospects and operating results may be adversely affected.
Our business will suffer if the small business market for our solutions proves less lucrative than projected or if we fail to effectively acquire and service small business customers.
We believe that the small business market is underserved, and we intend to continue to devote substantial resources to it.
For example, in 2023 we launched GoDaddy Airo in the U.S. GoDaddy Airo is an AI-powered solution designed to save our customers time.
We also expanded our commerce offerings through the years by enabling payments through GoDaddy Payments in all Websites + Marketing through 'Buy Buttons' and provided on-the-go solutions such as Tap-to-Pay capability in the GoDaddy Mobile App, Pay Links and Virtual Terminal.
To the extent we are not able to continue to identify challenges faced by entrepreneurs, small businesses and ventures and provide products responding in a timely and effective manner to their evolving needs, our business, operating results and financial condition may be adversely affected.
There is no assurance we will continue to successfully identify new opportunities, develop and bring new products to market on a timely basis, or that products or technologies developed by others will not render our products or technologies obsolete or noncompetitive.
If we fail to accurately predict customers' changing needs, such as the need for expanded online and offline commerce tools, or emerging technological trends, such as AI, or if we fail to achieve the benefits expected from our investments in technology, our business and operating results could be harmed.
These product and technology investments include those we develop internally, such as our "do-it-yourself" website builder Websites + Marketing and our hosting platforms and security products, those we acquire and develop through acquisitions, such as Dan.com and Poynt, and those related to our partner programs, such as Microsoft.
We must continue to develop our technology to maintain our competitive position, doing so without knowing whether such investments will result in successful products for our customers.
In addition, we may migrate our customers from a product that we intend to retire to another, substantially similar product.
We may experience technical or other complications during such migration, which could result in a poor customer experience and which could have an adverse impact on our operating results.
AI is the subject of evolving review by various governmental and regulatory agencies around the globe, including the SEC and the FTC, and changes in laws, rules, directives and regulations governing the use of AI are evolving rapidly.
For example, on October 30, 2023, the Biden administration issued an Executive Order to, among other things, establish extensive new standards for AI safety and security, and other jurisdictions may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging.
Further, AI technologies, including generative AI, may create content that appears correct but is factually inaccurate or flawed, or contains copyrighted or other protected material, and our customers or others may rely on or use this flawed content to their detriment.
An excerpt. Shown here: 40 of 227 rewritten, 40 of 162 added and 40 of 346 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2024 filing and the FY2023 filing.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
130 rewritten, 100 added, 86 removed, 194 unchanged
*This section generally discusses [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] items and year-to-year comparisons between [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]
Discussion of [removed: 2021] [added: 2022] items and comparisons between [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] that are not included in this Form 10-K can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Form 10-K for the year ended December 31, [removed: 2022.*][added: 2023.*]
We [removed: are a global leader serving] [added: serve] a large market of entrepreneurs, [removed: developing] [added: through the development] and [removed: delivering] [added: delivery of] easy-to-use products in a [removed: one-stop] [added: one stop] shop solution alongside personalized guidance.
- Applications and Commerce (A&C), which primarily consists of sales of products containing proprietary software, notably our website building products, as well as our [added: proprietary] commerce [removed: products] [added: solutions] and third-party email and productivity solutions and sales of certain products when they are included in bundled offerings of our proprietary software products.
- Core Platform (Core), which primarily consists of sales of domain registrations and renewals, aftermarket domain sales, [added: domain protection,] website hosting products and website security products when not included in bundled offerings of our proprietary software products as well as sales of products not containing a software component.
Below are our key consolidated financial highlights for [removed: 2023,] [added: 2024,] with comparisons to [removed: 2022.][added: 2023.]
- Total revenue of [removed: $4,254.1] [added: $4,573.2] million, an increase of [removed: 4.0%, or approximately 4.6%] [added: 7.5%] on a [added: reported and] constant currency basis(1).
- International revenue of [removed: $1,381.1] [added: $1,459.8] million, an increase of [removed: 3.5%,] [added: 5.7%,] or approximately [removed: 5.3%] [added: 5.8%] on a constant currency basis(1).
- Total bookings of [removed: $4,603.1] [added: $5,038.8] million, an increase of [removed: 4.3%,] [added: 9.5%,] or approximately [removed: 4.7%] [added: 9.7%] on a constant currency basis(1).
- Operating income of [removed: $547.4] [added: $893.5] million, an increase of [removed: 9.7%.(2)][added: 63.2%.(2)]
- Normalized EBITDA(3) of [removed: $1,134.5] [added: $1,395.9] million, an increase of [removed: 12.0%.][added: 23.0%.]
- Net cash provided by operating activities of [removed: $1,047.6] [added: $1,287.7] million, an increase of [removed: 6.9%.][added: 22.9%.]
(2) *Our operating results for the year ended December 31, [added: 2024 and December 31,] 2023 included [removed: $90.8] [added: $39.4] million [added: and $90.8 million, respectively,] in restructuring and other charges, as further discussed in Note 14 to our financial statements.
(3) *A reconciliation of Normalized EBITDA to net income, its most directly comparable GAAP financial measure, is set forth in "Reconciliation of NEBITDA"* [removed: below.][added: *below*.]
We have developed a stable and durable business model driven by strong brand recognition, [removed: efficient customer acquisition, high customer retention rates and increasing lifetime spend] [added: seamless technology, scale] of our [removed: customers.][added: business and customer care.]
In [removed: each of] [added: addition,] the [removed: five years ended December 31, 2023, our customer] retention rate [removed: was approximately 85%, and in 2023, our retention rate] for [added: our] customers who had been with us for over three years [added: as of December 31, 2024] was approximately [removed: 92%.][added: 90%.]
We believe the breadth and depth of our [removed: product offerings] [added: solutions, the intelligent] and [added: proactive AI-powered experiences and] the high quality and responsiveness of our customer care team [removed: build] [added: builds] strong relationships with our customers and are key to our high level of customer retention.
We generate bookings and [removed: revenue] [added: revenue, which help us measure the success of our efforts,] from [added: the] sales of [added: our] product subscriptions.
[removed: Accordingly,] [added: In addition,] we [removed: believe] [added: monitor] total bookings [added: as we believe it] is an indicator of the expected growth in our revenue and is a supplemental measure of the operating performance of our business.
[removed: *Applications] [added: Applications] and [removed: Commerce*.][added: Commerce]
[removed: Revenue] [added: Total bookings and revenue] derived from both of our product categories [removed: has] [added: have] increased in each of the last three years, with many of our non-domains products growing faster in recent periods.
[removed: In each of the five years ended December 31, 2023, greater] [added: Greater] than [removed: 85%] [added: 89%] of our total revenue was generated by customers who were also customers in the prior year.
[removed: To] [added: We] track [removed: our growth and the stability of our customer base, we monitor, among other things,] revenue and retention rates generated by our annual customer cohorts over time, as well as corresponding marketing and advertising spend.
| | | | [removed: 2023] [added: 2024] | | | | | | | | | [removed: 2022] [added: 2023] | | | | | | | | | [removed: 2021] [added: 2022] | | | | | |
| A&C | | | $ | [removed: 1,430.4] [added: 1,653.0] | | [removed: 33.6] [added: 36.1] | | % | | | | $ | [removed: 1,279.7] [added: 1,430.4] | | [removed: 31.3] [added: 33.6] | | % | | | | $ | [removed: 1,128.3] [added: 1,279.7] | | [removed: 29.6] [added: 31.3] | | % |
| Core | | | [removed: 2,823.7] [added: 2,920.2] | | | [removed: 66.4] [added: 63.9] | | % | | | | [removed: 2,811.6] [added: 2,823.7] | | | [removed: 68.7] [added: 66.4] | | % | | | | [removed: 2,687.4] [added: 2,811.6] | | | [removed: 70.4] [added: 68.7] | | % |
| Total revenue | | | [removed: 4,254.1] [added: 4,573.2] | | | 100.0 | | % | | | | [removed: 4,091.3] [added: 4,254.1] | | | 100.0 | | % | | | | [removed: 3,815.7] [added: 4,091.3] | | | 100.0 | | % |
| Cost of revenue (excluding depreciation and amortization) | | | [removed: 1,573.6] [added: 1,652.0] | | | [removed: 37.0] [added: 36.1] | | % | | | | [removed: 1,484.5] [added: 1,573.6] | | | [removed: 36.3] [added: 37.0] | | % | | | | [removed: 1,372.2] [added: 1,484.5] | | | [removed: 36.0] [added: 36.3] | | % |
| Technology and development | | | [removed: 839.6] [added: 814.4] | | | [removed: 19.7] [added: 17.8] | | % | | | | [removed: 794.0] [added: 839.6] | | | [removed: 19.4] [added: 19.7] | | % | | | | [removed: 706.3] [added: 794.0] | | | [removed: 18.5] [added: 19.4] | | % |
| Marketing and advertising | | | [removed: 352.9] [added: 356.9] | | | [removed: 8.3] [added: 7.8] | | % | | | | [removed: 412.3] [added: 352.9] | | | [removed: 10.1] [added: 8.3] | | % | | | | [removed: 503.9] [added: 412.3] | | | [removed: 13.2] [added: 10.1] | | % |
| Customer care | | | [removed: 304.5] [added: 287.5] | | | [removed: 7.2] [added: 6.3] | | % | | | | [removed: 305.9] [added: 304.5] | | | [removed: 7.5] [added: 7.2] | | % | | | | [removed: 306.1] [added: 305.9] | | | [removed: 8.0] [added: 7.5] | | % |
| General and administrative | | | [removed: 374.0] [added: 394.2] | | | [removed: 8.9] [added: 8.6] | | % | | | | [removed: 385.5] [added: 374.0] | | | [removed: 9.4] [added: 8.9] | | % | | | | [removed: 345.8] [added: 385.5] | | | [removed: 9.1] [added: 9.4] | | % |
| Restructuring and other | | | [removed: 90.8] [added: 39.4] | | | [removed: 2.1] [added: 0.9] | | % | | | | [removed: 15.7] [added: 90.8] | | | [removed: 0.4] [added: 2.1] | | % | | | | [removed: (0.3)] [added: 15.7] | | | [removed: —] [added: 0.4] | | % |
| Depreciation and amortization | | | [removed: 171.3] [added: 135.3] | | | [removed: 3.9] [added: 3.0] | | % | | | | [removed: 194.6] [added: 171.3] | | | [removed: 4.7] [added: 3.9] | | % | | | | [removed: 199.6] [added: 194.6] | | | [removed: 5.2] [added: 4.7] | | % |
| Total costs and operating expenses | | | [removed: 3,706.7] [added: 3,679.7] | | | [removed: 87.1] [added: 80.5] | | % | | | | [removed: 3,592.5] [added: 3,706.7] | | | [removed: 87.8] [added: 87.1] | | % | | | | [removed: 3,433.6] [added: 3,592.5] | | | [removed: 90.0] [added: 87.8] | | % |
| Operating income | | | [removed: 547.4] [added: 893.5] | | | [removed: 12.9] [added: 19.5] | | % | | | | [removed: 498.8] [added: 547.4] | | | [removed: 12.2] [added: 12.9] | | % | | | | [removed: 382.1] [added: 498.8] | | | [removed: 10.0] [added: 12.2] | | % |
| Interest expense | | | [removed: (179.0)] [added: (158.3)] | | | [removed: (4.2)] [added: (3.5)] | | % | | | | [removed: (146.3)] [added: (179.0)] | | | [removed: (3.6)] [added: (4.2)] | | % | | | | [removed: (126.0)] [added: (146.3)] | | | [removed: (3.3)] [added: (3.6)] | | % |
| Loss on debt extinguishment | | | [removed: (1.5)] [added: (4.6)] | | | [removed: —] [added: (0.1)] | | % | | | | [removed: (3.6)] [added: (1.5)] | | | [removed: (0.1)] [added: —] | | % | | | | [removed: —] [added: (3.6)] | | | [removed: —] [added: (0.1)] | | % |
| Other income (expense), net | | | [removed: 36.9] [added: 34.8] | | | 0.8 | | % | | | | [removed: 7.6] [added: 36.9] | | | [removed: 0.2] [added: 0.8] | | % | | | | [removed: (2.5)] [added: 7.6] | | | [removed: (0.1)] [added: 0.2] | | % |
| Income before income taxes | | | [removed: 403.8] [added: 765.4] | | | [removed: 9.5] [added: 16.7] | | % | | | | [removed: 356.5] [added: 403.8] | | | [removed: 8.7] [added: 9.5] | | % | | | | [removed: 253.6] [added: 356.5] | | | [removed: 6.6] [added: 8.7] | | % |
The primary factors driving growth in our business are pricing and bundling, seamless technology experience, commerce, cost optimization and retention of high intent customers.
Our key priorities, developments and highlights in these areas include:
*Seamless Technology and Airo*.
We continue to expand our AI-powered experiences, including Airo, and incorporate AI innovations into our products, services and throughout our operations to make use of efficiencies and increase productivity.
We remain focused on expanding our solutions and operations to stay up to date with these developments in order to maintain and grow our business.
*Cost Optimization and Profitability*.
During the year ended December 31, 2024, the Company engaged in cost optimization initiatives, including reductions in headcount, decreases in rent and utilities expenses, and reductions in costs associated with data center and systems infrastructure as we continue to migrate to a cloud-based infrastructure.
*Pricing and Bundling*.
During the year ended December 31, 2024, pricing and bundling initiatives resulted in an increase in bookings and continued strong growth in A&C revenue.
We aim to continue to experiment and utilize various pricing strategies and price points for our solutions.
In addition, as we continue to incorporate AI innovations into our solutions, monetization trends could be affected.
*Commerce.* We continue to grow our commerce offerings with tailored OmniCommerce solutions, including point-of-sale systems and SaaS plans with premium features and discounted transaction fees to merchants.
We also continue to enhance our offerings with new AI-powered features that simplify operations for our customers.
*Customer Composition.* Strong customer retention continues to drive our business.
Our marketing efforts set out to educate current and potential customers about the depth and breadth of our offerings.
We aim to attract high-intent customers that attach more at the outset of our relationship and over time.
Our onboarding paths and seamless technology are designed to help customers more easily navigate the solutions for their one-stop-shop experience through an integrated platform.
We have focused our efforts here because we know through our long history and vast amount of data that customers with a greater number of products with us retain at higher rates and produce higher lifetime value.
For the year ended December 31, 2024, our customer retention rate was approximately 84%, a slight reduction from the approximate 85% in each of the four years prior, due to divestitures, migrations and the end of life of certain products as part of our efforts to streamline brands outside the GoDaddy platform.
For the year ended December 31, 2024, customer retention for customers within the GoDaddy platform, which represents the vast majority of our customers, was approximately 87%.
To that end, we continue to monitor our customer cohorts to ensure growth and stability of our customer base.
- Net income of $936.9 million, a decrease of 31.9%.(2)
| ARPU | | | $ | 220 | | | | | $ | 203 | | | | | $ | 197 | | | | | | | | | | | | | | | | | | | | | | | | | |
| Domains under management (in thousands) | | | 81,013 | | | | | | 83,554 | | | | | | 83,857 | | | | | | | | | | | | | | | | | | | | | | | | | | |
NEBITDA should not be viewed as a substitute for comparable GAAP measures.
*A&C*.
*Core.* The 3.4% increase in Core revenue for the year ended December 31, 2024 was driven by 7.1% growth in domain registration and add-on revenues and 5.0% growth in aftermarket revenues due to increasing sales volume.
Partially offsetting these increases was an 11.6% decrease in hosting revenues primarily due to end-of-life and migration activities from certain products and disposition of certain hosting assets.
| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | 2024 to 2023 | | | | | | | | | | | | 2023 to 2022 | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | $ change | | | | | | % change | | | | | | $ change | | | | | | % change | | |
The 9.5% increase in total bookings for the year ended December 31, 2024 was primarily driven by continued customer adoption of our productivity solutions and related add-ons as well as pricing and bundling initiatives, strength in domains, and continued strong adoption of our website-building presence products and commerce solutions.
| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | 2024 to 2023 | | | | | | | | | | | | 2023 to 2022 | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | $ change | | | | | | % change | | | | | | $ change | | | | | | % change | | |
| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | 2024 to 2023 | | | | | | | | | | | | 2023 to 2022 | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | $ change | | | | | | % change | | | | | | $ change | | | | | | % change | | |
The 3.0% decrease in technology and development expenses for the year ended December 31, 2024 was attributable to a $13.0 million decrease in personnel costs driven by lower average headcount and acquisition related employee retention payments, and a $6.8 million decrease in legal, professional, and technology license costs.
Additionally, data center and systems infrastructure costs decreased by $12.4 million, offset by a $9.3 million increase in public cloud cost as we migrate to a cloud-based infrastructure.
| | | | Year Ended December 31, | | | | | | | | | | | | | | | | | | 2024 to 2023 | | | | | | | | | | | | 2023 to 2022 | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | $ change | | | | | | % change | | | | | | $ change | | | | | | % change | | |
The 1.1% increase in marketing and advertising for the year ended December 31, 2024 was primarily attributable to increased discretionary advertising spend in support of our strategic initiatives.
- Net income of $1,375.6 million, an increase of 289.8%.(2)
Our Financial Model
We have broadened our business model over the past several years to encompass a meaningful set of transactional relationships with our customers in areas such as aftermarket, commerce and payments and reseller agreements where one account may give us access to many users.
We have also observed an increase in users that have converted from owning paid to free subscriptions during this time, coinciding with our experimentation with freemium services as our customers engage in more varied types of business with us.
We grew our total customers from 20.1 million as of December 31, 2020 to 21.0 million as of December 31, 2023, through a combination of our industry leading products built on a cloud platform, brand advertising, direct marketing efforts, customer referrals, world-class customer care and acquisitions.
We offer our subscriptions on a variety of terms, which can range from monthly to multi-annual terms of up to ten years depending on the product.
We monitor total bookings as we typically collect payment at the time of sale and generally recognize revenue ratably over the term of our customer contracts.
We generated 33.6% of our 2023 total revenue from the sale of A&C products.
A&C revenue primarily consists of revenue from sales of products containing proprietary software such as Websites + Marketing and Managed WordPress and commerce products such as payment processing fees and point-of-sale (POS) hardware as well as sales of third-party email and productivity solutions such as Microsoft 365.
Total revenue from A&C products grew at a compound annual growth rate (CAGR) of 15.6% over the three years ended December 31, 2023.
*Core Platform*.
We generated 66.4% of our 2023 total revenue from our Core platform.
Core revenue primarily consists of revenue from sales of domain registrations and renewals, aftermarket domain sales, website hosting products and website security products when not included in bundled offerings of our proprietary software products.
Total revenue from Core Platform products grew at a CAGR of 5.7% over the three years ended December 31, 2023.
We define an annual customer cohort to include each customer who first became a customer during a calendar year.
For example, in 2017, we acquired approximately 5.0 million gross customers, who we collectively refer to as our 2017 cohort, and spent $253.2 million in marketing and advertising expenses.
By the end of 2023, the 2017 cohort had generated an aggregate of approximately $1.9 billion of total bookings and we expect this cohort will continue to generate bookings and revenue in the future.
For the five years ended December 31, 2023, the average annual revenue retention rate of the 2017 cohort was more than 93%, which is calculated by averaging the ratio of the cohort's annual revenue for each of the five years to its annual revenue for each respective preceding year.
We selected the 2017 cohort as an example for this analysis, which we believe helps to illustrate the long-term value of our customers.
*Annualized recurring revenue (ARR).* ARR is an operating metric defined as quarterly recurring revenue (QRR) multiplied by four.
A single user may be counted as a customer more than once if they maintain paid subscriptions or transactions in multiple accounts.
*Average revenue per user*.
(2)The year ended December 31, 2023 includes an adjustment of $6.0 million to a previously-recognized acquisition milestone liability.
*Core.* The 0.4% increase in Core revenue was primarily driven by 4.1% growth in domain-related revenues and the continued growth of our registry business, partially offset by a 7.8% decrease in hosting revenues primarily due to end-of-life migrations from certain products, and the divestiture of certain hosting assets during the year.
The 4.3% increase in total bookings was primarily driven by continued customer adoption of our productivity solutions and our Websites + Marketing product, partially offset by decreased hosting bookings following the divestiture of certain hosting assets during 2023.
Our bookings growth rate was also impacted by uneven demand patterns related to inflation and continued economic uncertainty.
Our annual refund rate has declined from 5.3% of total bookings in 2021 to 4.4% in 2023.
The 6.0% increase in cost of revenue was primarily attributable to (i) increased software licensing fees resulting from higher sales of productivity solutions, (ii) higher domain costs, which were primarily driven by the increased domain registration revenue as well as cost increases implemented by various TLD registries and (iii) increased costs associated with the growth of our payment processing business.
These increases were partially offset by a decrease in cost of revenue related to our hosting business, which is consistent with the decline in revenue for this business due to end of life migrations away from certain products, the divestiture of certain hosting assets during 2023 and lower demand amid the uncertain macroeconomic environment.
The 5.7% increase in technology and development expenses was primarily due to increased personnel costs driven by higher average headcount associated with our continued investment in product development.
This increase was partially offset by an adjustment recognized during 2023 to a previously-recognized acquisition milestone liability following reassessment of its achievement probability, cloud provider credits recognized in 2023 and decreases in professional fees and infrastructure migration costs.
The 14.4% decrease in marketing and advertising expenses was primarily attributable to a lower level of discretionary spending and headcount reductions resulting from our restructuring activities as discussed in Note 14 to our financial statements.
There were no material changes in customer care expenses.
The 3.0% decrease in general and administrative expenses was primarily due to decreases in acquisition-related costs and facilities expenses, partially offset by increases in indirect tax-related reserves and equity-based compensation expense.
Restructuring and other of $15.7 million during 2022 primarily includes the impairment and loss on disposition of certain assets.
The $23.3 million decrease in depreciation and amortization expenses was primarily due to technology and customer-related intangible asset dispositions in conjunction with the restructuring activities in 2023 and certain acquired intangibles reaching the end of their useful lives.
The 22.4% increase in interest expense was primarily driven by the higher effective interest rates on the unhedged portion of our variable-rate debt partially offset by the refinancing of the 2029 Term Loans which reduced our interest margin.
In determining the need for a valuation allowance, we consider both the positive and negative evidence including our ability to forecast future operating results, historical tax losses and our ability to utilize DTAs within the requisite carryforward periods.
In December 2023, management applied judgement and determined the positive evidence outweighed the negative evidence and released the majority of our valuation allowance due to the following factors: we have been in a three year cumulative consolidated book income position for two years, our operating results and profitability continue to improve, our projections showed sufficient utilization of tax attributes within their requisite carryforward periods and we have not had a history of expiration of tax attributes.
We continue to maintain a valuation allowance against the DTAs for which we concluded it is more-likely-than-not they will not be realized due to certain limitations on character or carryforward period.
An excerpt. Shown here: 40 of 130 rewritten, 40 of 100 added and 40 of 86 removed. The counts are complete. For every sentence, read Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations in the FY2024 filing and the FY2023 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
10 rewritten, 3 added, 4 removed, 40 unchanged
As a result, we do not believe we are exposed to any undue concentration of counterparty risk with respect to our derivative contracts as of December 31, [removed: 2023.][added: 2024.]
During [removed: 2023,] [added: 2024,] our total bookings growth in constant currency would have been approximately [removed: 40] [added: 20] basis points higher and our total revenue growth would [added: have had an insignificant impact.]
At December 31, [removed: 2023,] [added: 2024,] the realized gain and unrealized [removed: loss] [added: gain] included in AOCI were [removed: $6.3] [added: $2.0] million and [removed: $13.2] [added: $33.2] million, respectively.
The cross-currency swaps had an aggregate amortizing notional amount of [removed: €1,159.4] [added: €1,146.9] million at December 31, [removed: 2023] [added: 2024] (approximately [removed: $1,279.7] [added: $1,187.4] million).
Total borrowings under our [removed: 2027] [added: 2031] Term Loans were [removed: $723.8] [added: $995.0] million as of December 31, [removed: 2023.][added: 2024.]
Total borrowings under our 2029 Term Loans were [removed: $1,752.3] [added: $1,458.9] million as of December 31, [removed: 2023.][added: 2024.]
In [removed: January] [added: January, May, and December of] 2024, we entered into [removed: an amendment] [added: amendments] to the Credit Facility to refinance the 2029 [added: and 2031] Term Loans, as discussed in Note [removed: 20] [added: 10] to our financial statements.
These interest rate swaps, which had a notional amount of [removed: $1,235.9] [added: $1,222.7] million as of December 31, [removed: 2023,] [added: 2024,] serve to convert a portion of the variable-rate borrowings under the 2029 Term Loans to a fixed rate of 4.81%.
These interest rate swaps, which mature on August 10, 2027, had an aggregate notional amount of [removed: $723.8] [added: $716.3] million at December 31, [removed: 2023.][added: 2024.]
[removed: The objective of] [added: We manage] our [removed: interest rate swaps, all of which are designated as cash flow hedges, is] [added: exposure] to [removed: manage the variability of cash flows] [added: changes] in [removed: the] interest payments related to the portion of variable-rate debt [added: through the use of interest rate swaps, all of which are] designated as [removed: being hedged.][added: cash flow hedges.]
The amortization rate for the 2031 Term Loans is 1.00% per annum and the 2031 Term Loans were issued at an applicable margin of (i) 1.75% for the term loans that are Secured Overnight Financing Rate (SOFR) loans and (ii) 0.75% for the term loans that are ABR loans.
The amortization rate for the 2029 Term Loans is 1.00% per annum and the 2029 Term Loans were issued at an applicable margin of (i) 1.75% for the term loans that are SOFR loans and (ii) 0.75% for the term loans that are ABR loans.
In May 2023, in conjunction with the concurrent Credit Facility amendment discussed in Note 10, we terminated these swaps and entered into new SOFR-based interest rate swaps with a fixed rate of 0.672%.
have been approximately 60 basis points higher.
These borrowings bear interest at a rate equal to, at our option, either (a) Secured Overnight Financing Rate (SOFR) together with a credit spread adjustment for the applicable interest period plus a margin of 2.0% per annum or (b) a margin of 1.0% per annum plus the highest of (i) the Federal Funds Rate plus 0.5%, (ii) the Prime Rate or (iii) SOFR for an interest period of one month plus 1.0%.
These borrowings bear interest at a rate equal to, at our option, either (a) SOFR for the applicable interest period plus a margin of 2.5% per annum or (b) a margin of 1.5% per annum plus the highest of (i) the Federal Funds Rate plus 0.5%, (ii) the Prime Rate or (iii) SOFR for an interest period of one month plus 1.0%.
In May 2023, in conjunction with the concurrent Credit Facility amendment discussed in Note 10, the hedged debt index of the swaps was changed from LIBOR to SOFR.
Item 1. Business
147 rewritten, 92 added, 71 removed, 280 unchanged
GoDaddy is a global leader serving a large market of entrepreneurs, developing and delivering easy-to-use [removed: products in] [added: solutions as] a one-stop shop [removed: solution] [added: provider,] alongside personalized guidance.
Our [removed: 21.0] [added: 20.5] million customers are passionate and determined to transform their ideas into something meaningful.
[removed: They often face a complex road to success, and our] [added: Our] ability to evolve and build products to meet our customers' needs uniquely positions us to help our customers navigate their [removed: journey.][added: journey as small business owners.]
[removed: Our customers often start with the most intimate of brand considerations, their identity, which we] [added: We] provide [added: products to support their brand] through our domain services that blend [added: seamlessly] into their connected social identities and online presence.
[removed: As their entrepreneurial needs evolve, we] [added: We also] help our customers manage and grow their [removed: presence and connect] [added: Presence while connecting] with their customers through our expanded service offerings and access to relevant third-party products and [removed: platforms, including website building and hosting, marketplace syndication, social media and bio site management, security, business products and email and other services.][added: platforms.]
At GoDaddy, we believe our customers should have both great technology and great [removed: customer support.][added: support at every point on the Entrepreneur's Wheel.]
[removed: Through the] [added: In addition, we help set our customers up for success with personalized guidance from our GoDaddy Guides via phone and digital experiences,] thousands of daily conversations [removed: we have with] [added: and] our [removed: customers, we gather] [added: gathering of] valuable feedback [removed: enabling] [added: to enable] us to continually evolve our products and solutions and respond to [removed: their] [added: our customers'] changing needs.
We take [removed: responsibility for] [added: pride in] delivering successful outcomes based on [removed: data driven] [added: data-driven] decisions, which we believe is a key factor driving our [removed: customer and revenue growth.][added: financial performance.]
Our stable and durable business model is driven by strong brand recognition, efficient customer acquisition, high customer retention [removed: rates and] [added: rates,] increasing lifetime spend of our [added: customers and our ability to attract high intent] customers.
[removed: In each of the five years ended December 31, 2023, our customer retention rate was approximately 85%, and in 2023, our] [added: The] retention rate for [added: our] customers who had been with us for over three years [added: as of December 31, 2024] was approximately [removed: 92%.][added: 90%.]
[removed: Additionally,] [added: In addition,] in [removed: 2023,] [added: 2024,] we had over [removed: 1.5] [added: 1.8] million customers who each spent more than $500 a year on our product offerings.
In [removed: 2023,] [added: 2024,] we generated [removed: $4,254] [added: $4,573] million of revenue, up [removed: 4.0%] [added: 7.5%] from [removed: $4,091] [added: $4,254] million in [removed: 2022,] [added: 2023,] and we generated [removed: $4,603] [added: $5,039] million in total bookings, up [removed: 4.3%] [added: 9.5%] from [removed: $4,414] [added: $4,603] million in [removed: 2022.][added: 2023.]
GoDaddy is built to serve [removed: entrepreneurs] [added: the needs of customers] by providing easy-to-use products on [removed: a single] [added: an integrated] technology platform wrapped with personalized guidance.
We serve several customer populations: (i) Independents, (ii) WebPros, (iii) Domain [removed: Registrars and] Investors, and (iv) [added: Domain Registrars,] Third Party Registrars and Corporate Domain Portfolio owners.
While these customer populations tend to utilize many of the same GoDaddy product offerings, there are meaningful differences in their journeys, what they value, their goals and how they communicate with [removed: the rest of the world.][added: their current and potential customers.]
Our largest customer population, Independents, consists mostly of microbusinesses and [removed: noncommercial] [added: non-commercial] endeavors.
[removed: These microbusinesses] [added: Microbusiness owners] have an entrepreneurial spirit, strong work ethic and, above all, passion for their ideas, yet their specific needs vary depending on the type of their idea and the phase of their journey.
These client management applications [added: aim to] make it easier for [removed: designers and developers] [added: WebPros] to manage their clients' websites at any host, or on GoDaddy products such as Managed WordPress.
[removed: With our products and services,] [added: Our solutions are built to assist] WebPros [removed: can] [added: in more] easily [removed: manage] [added: managing] their overall business with capabilities such as client billing, administrative access and shopping features, making it easier for them to buy and manage multiple products for their clients, as well as make use of enhanced technical support and discounts for reselling GoDaddy products.
Our third largest customer population is Domain [removed: Registrars and] Investors.
We also serve [added: Domain Registrars,] Third Party Registrars and Corporate Domain Portfolio owners.
[removed: We serve third] [added: Third] party registrars [added: are served] through GoDaddy Registry which provides wholesale generic [removed: top level] [added: top-level] domains (gTLDs) and country-code top-level domains (ccTLDs) for registrars to sell to the end customer.
[removed: We manage] [added: For registry operators, we provide a fully managed registry platform, including managing] the full [added: registry] technology and operating stack at [removed: scale for over 200] [added: scale, with approximately 180] TLDs including some of the largest brands in the world.
[removed: Corporate Domain Portfolio owners] [added: We also serve corporate domain portfolio owners, which] are organizations that maintain and manage a large portfolio of domain names, including general and international domains.
Our [removed: Solutions][added: Solutions and Experiences]
We designed and developed an extensive set of easy-to-use technology [removed: products] [added: solutions and seamless experiences] to enable our [removed: customers to establish an identity, connect with their customers] [added: customers' journeys along the Entrepreneur's Wheel] across multiple platforms and online [removed: marketplaces and deliver a seamless customer experience in a connected commerce world.][added: marketplaces.]
We understand that no matter what our customers' needs are, or what stage of their idea they are focusing on, our customers want a [removed: "one-stop shop"] [added: "one-stop-shop"] solution.
Our domain name registration products enable us to engage customers at a common starting place for establishing an [removed: exclusive personally] [added: exclusive, uniquely] branded identity and [removed: often] are [added: often] an on-ramp for our other products.
Applications and Commerce products, including our proprietary website [removed: building, commerce] [added: building] and [added: commerce products as well as our] productivity solutions, significantly improve our value proposition to customers, thereby [removed: increasing] [added: improving] our [removed: revenue and margin] [added: financial performance,] growth opportunities and [removed: improving our] customer retention.
And, [removed: while not a standalone product,] our GoDaddy Guides [removed: consist of approximately 6,300 specialists worldwide who] are readily available and provide care to customers who have different levels of technical sophistication.
- Applications and Commerce (A&C), which primarily consists of sales of products containing proprietary software, notably our website building products, as well as our [added: proprietary] commerce [removed: products] [added: solutions] and third-party email and productivity solutions and sales of certain products when they are included in bundled offerings of our proprietary software products.
- Core Platform (Core), which primarily consists of sales of domain registrations and renewals, aftermarket domain sales, [added: domain protection,] website hosting products and website security products when not included in bundled offerings of our proprietary software products as well as sales of products not containing a software component.
Bringing an idea to life [removed: online] [added: online, establishing and maintaining a presence and continuing to grow] requires the right tools and [removed: products to establish a presence.][added: products.]
[removed: Our customers come to] GoDaddy to build a professional website, attract customers, sell their products and services and accept payments online and in [removed: person.][added: person by engaging with our easy-to-use tools, managed in one place.]
Our Managed WordPress sites are built with [removed: enhanced security,] automatic, regular backups and core updates, [added: enhanced security,] integrated Secure Sockets Layer (SSL), one-click migration tools, pre-installed extensions, plugins and themes, business email and backups and a staging site.
[removed: For example, our] [added: Our] mobile application, GoDaddy Studio, [removed: allows] [added: helps] our customers to grow their brands by easily creating impactful visual content for almost any online platform.
This service combines dedicated teams of branding experts – photographers, writers, designers, marketers – with proprietary technology to manage activity on Meta, X [removed: (f/k/a Twitter)] and Yelp, among others, to help our customers acquire new customers and build stronger relationships with their existing customers.
In addition to robust commerce capabilities, we offer the lowest card transaction fees in the industry when compared to [added: similar plans from] other leading providers, which allows our customers to keep more of what they make.
[removed: As part of the GoDaddy Commerce ecosystem, Managed] WooCommerce Stores, our WordPress-based online store solutions, provide our customers [added: with] everything they need to sell online, in person, and across popular marketplaces and social media platforms from one built-in experience.
*Point-of-Sale (POS) Systems.* We offer a [removed: countertop Smart Terminal] [added: line of smart POS terminals] for businesses with in-store [removed: operations.][added: operations, including our flagship countertop, Smart Terminal, and our compact Smart Terminal Flex.]
Our customers' journeys tend to be non-linear and each phase can be iterative in nature.
We design our solutions to help across all aspects of our customers’ businesses and to assist them in improving and growing across what we call the "Entrepreneur's Wheel." The Entrepreneur's Wheel represents our customers' needs within three key focuses areas: Identity, Presence and Commerce.

Our customers often start with the most intimate of brand considerations, their Identity, which includes their company name, domain name, logo and email address.
The domain name continues to be an important initial step for customers as they start and grow their business.
In addition, with the help of GoDaddy Airo® (Airo), entrepreneurs can more easily establish their identity through AI-powered domain name searches and logo creation.
We offer a suite of Presence-based solutions, most of which are enhanced by Airo, including website building and hosting, marketplace syndication, social media, search engine visibility, security, business products and email and other services.
Finally, we have built a suite of Commerce solutions that enable our customers to sell directly online, in-person and across multiple channels, such as marketplaces and social platforms, and to integrate dynamic information everywhere they engage with current and potential customers.
These solutions include GoDaddy Payments, point-of-sale systems that unify transaction management for both in-person and online sales, and an inventory and order dashboard for easier management of our customers' businesses.
With AI-powered experiences such as Airo and customer centric assistance such as our GoDaddy Guides, we can provide intelligent, proactive experiences within our GoDaddy solutions.
For example, Airo can help small businesses build and grow with domain searches, logo and image creation, website and social media posts, ad design and email marketing campaigns.
In addition, we have built customer experiences that provide our solutions in a seamless one-stop-shop environment.
Airo helps small businesses establish an online presence and grow through AI-powered tools that assist customers with domain searches, logo and image creation, website and social media posts, ad design and email marketing campaigns.
Website building solutions, e-commerce tools, digital marketing capabilities and other GoDaddy solutions are designed to help our customers start, grow and scale their presence and ultimately their businesses.
Our customers come to
For example, Airo, an AI-powered experience, allows our customers to quickly create a powerful marketing campaign, including recommended, customized social media posts, better site traffic with the Airo SEO wizard, a step-by-step guide to optimizing each website page with suggested keywords and descriptions that can lead to better traffic results, and a Customer Insights dashboard that provides insights on site traffic, sales and orders and digital marketing.
As part of the GoDaddy Commerce ecosystem, Managed
Our customers can also make use of Microsoft Copilot through chat enabled features, or can purchase Microsoft 365 Copilot as an integrated solution for Microsoft Office apps.
For example, in addition to privacy features included at no cost with every domain registered with GoDaddy, we offer more advanced full domain and ultimate domain protection products exclusively focused on protecting our customers' domains against bad actors and online risks, as well as domain ownership products, to prevent the accidental loss of a domain name.
Experiences
GoDaddy Airo®
Airo is an intelligent experience that can help proactively build and grow our customers' businesses with the power of AI.
Airo operates across the GoDaddy ecosystem and is built to activate intelligent, proactive experiences within other GoDaddy solutions.
Airo aims to help our customers by anticipating their needs and providing solutions through informed interactions across the GoDaddy suite of products and services, small business industry expertise, knowledge queries and best practices.
Airo can help our customers build their identity with domain searching, personalized logos, email inboxes and email templates.
It also aims to help our customers grow their business with proactive email and text messages, proposed product descriptions and social media posts, conversational UI landing pages and auto-generated product catalogs.
GoDaddy Guides
Our GoDaddy Guides consist of approximately 5,900 specialists worldwide who are readily available to provide care to and build strong relationships with our customers throughout their lifetime.
Our customers deeply value expertise and know-how that is individualized and unique to their ventures and our Guides are trained and supported to provide the high-quality, responsive and personalized guidance that our customers need.
In addition, our GoDaddy Guides market our brand through their recommendations of our solutions to specifically meet the needs of our customers to support their growth.
Our mission is to empower entrepreneurs everywhere, making opportunity more inclusive for all.
According to the U.S.
These small businesses are estimated to represent approximately 43.5% of total U.S. gross domestic product (GDP).
In addition to our standalone products, Airo helps small businesses establish their online presence and grow through AI-powered tools that assist with domain searches, logo and image creation, website and social media posts, ad design and email marketing campaigns.
customers who utilize Airo-enabled solutions get access to personalized support for website content, logos, ready-to-use social media posts and more.
For the year ended December 31, 2024, our customer retention rate was approximately 84%, a slight reduction from the approximate 85% in each of the four years prior, due to divestitures, migrations and the end of life of certain products as part of our efforts to streamline brands outside the GoDaddy platform.
For the year ended December 31, 2024, retention for customers within the GoDaddy platform, which represents the vast majority of our customers, was approximately 87%.
Greater than 89% of our total revenue was generated by customers who were also customers in the prior year.
Based on information reported in VeriSign's most recent Domain Name Industry Brief, this represented approximately 22% of the approximately 362 million domain names registered worldwide as of December 31, 2024.
Our solutions aim to simplify this complexity with seamlessly intuitive experiences.
Our customers' journeys are non-linear and we design our services to help across all aspects of their business.
Each phase in the journey can be iterative in nature; customers are constantly revisiting different stages of their entrepreneurial experience to improve and grow across what we call the "Entrepreneurs' Wheel." The Entrepreneurs' Wheel focuses on three areas: identity, presence and commerce solutions.
As the needs of our customers changed and expanded, we evolved our products and services to meet them where they are on the Entrepreneurs' Wheel.
In 2023, we introduced multiple customer-facing capabilities in generative AI to further enhance the customer experience.
In the fourth quarter of 2023, we introduced GoDaddy Airo in the U.S. GoDaddy Airo is an AI-powered solution designed to build and help grow businesses online by delivering personalized website content, a logo, domain-based email, ready-to-use social media posts, a marketing calendar, email communications and more.
Within commerce, our customers need to integrate dynamic information everywhere they engage with their audiences, including customer touchpoints such as appointment availability, retail inventory, digital subscriptions and social media.
GoDaddy's product and service offerings provide a high-performance back-end registry technology platform and an integrated suite of payment systems and point-of-sale hardware and software to seamlessly manage online and offline commerce.
We believe engaging with our customers in a proactive, consultative way through personalized guidance via phone and/or digital experiences sets them up to succeed.
We also believe we have one of the most recognized Internet brands in the U.S., and our international awareness remains high in our top markets.
We also provide a fully managed registry platform for other registry operators.
Our omni-commerce payments platform and GoDaddy Payments recognize our customers' needs and provide for cost-effective solutions.
We believe our payments solutions enable our customers to quickly and easily participate in the digital economy with a seamless transition to sell in-store or on marketplaces and social platforms.
We have also made significant investments in the localization of many of our product and service offerings, as 48% of our customers are located in international markets (notably the United Kingdom (UK), Canada, India and Australia).
In 2023, we launched GoDaddy Airo in the U.S. GoDaddy Airo is an AI-powered solution designed to save our customers time.
Airo enables our customers to build and help grow businesses online by delivering personalized website content, a logo, domain-based email, ready-to-use social media posts, a marketing calendar, email communications and more.
GoDaddy Websites + Marketing, Managed WordPress, GoDaddy Studio and other GoDaddy offerings are a part of a customer's presence that enable anyone to start, grow and scale their businesses.
GoDaddy's easy-to-use tools help microbusiness owners manage everything in one place.
opportunity to build their brand.
such as .co, .ca, .in and .jp., were available for purchase through GoDaddy.
In addition, where permissible, privacy features are included at no cost with every domain registered with GoDaddy.
Domain names with privacy features are registered on an "unlisted" basis to help protect personal information, deter domain-related spam and allow our customers to confidentially secure a domain for an unannounced product, service or idea.
During 2023, we have taken proactive steps to rationalize our hosting business and integrate or divest certain underperforming acquired hosting assets and brands.
These efforts were undertaken to improve operational efficiency as we progress toward unifying our hosting platform under a single technology stack.
*Managed WordPress Hosting*.
With our managed hosting products, we set up, monitor, maintain, secure and patch software and servers for our customers.
We offer a variety of managed hosting plans to support our customers' needs including multiple tiers of Managed WordPress hosting on a platform optimized for WordPress.
We also offer other managed environments that span across our VPS products like Joomla, Drupal and Magento and apps like Gallery.
The International Labour Organization, an agency of the United Nations, estimated in an October 2019 report that more than 90% of enterprises in many countries were small and medium size businesses (defined as having fewer than 250 employees).
function.
In 2023, we launched GoDaddy Airo in the U.S. GoDaddy Airo is an AI-powered solution that is designed to build and help grow businesses online by delivering personalized website content, a logo, domain-based email, ready-to-use social media posts, a marketing calendar, email communications and more.
We believe the solution to this complexity is to radically simplify our solutions and services into seamlessly intuitive experiences like GoDaddy Airo.
With Websites + Marketing, our
- Diversity, Equity, Inclusion and Belonging. Not only are we committed to increasing workforce diversity, but we launched various initiatives to further our goal of being a more diverse, inclusive and equitable workplace.
We support several Employee Resource Groups (ERGs), which are employee-driven and led groups focused around common topics, identities, affinities, or interests.
Our ERGs play a critical role in fostering diversity, equity, inclusion and belonging within GoDaddy.
They help drive GoDaddy's vision, mission, values and strategic direction in the areas of recruitment and retention, learning and development and business/community development outreach.
In addition, we actively work to eliminate unconscious bias in our company by providing training and recognizing and combating unconscious bias in our hiring, performance review and promotion processes.
We also scored highly on the 2019, 2020, 2021, 2022 and 2023 Corporate Equality Index administered by the Human Rights Campaign Foundation.
Additionally, in April 2023, our Chief Executive Officer (CEO) Aman Bhutani signed the CEO Action for Diversity & Inclusion pledge, joining a coalition of more than 2,500 CEOs across the U.S. who have committed to advancing diversity, equity and inclusion in the workplace.
- Employee Engagement. We conduct an annual anonymous employee engagement survey, GoDaddy Voice.
An excerpt. Shown here: 40 of 147 rewritten, 40 of 92 added and 40 of 71 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2024 filing and the FY2023 filing.
Item 3. Legal Proceedings
4 rewritten, 5 added, 3 removed, 7 unchanged
The complaint seeks [removed: awards of] monetary damages and restitution from the defendants on behalf of the company, an order directing the company to implement changes to its corporate governance and internal procedures, and an award of attorneys’ fees and costs.
[added: The] Plaintiff filed an amended complaint in lieu of opposing the company's initial motion on November 4, 2022.
On September 21, 2023, the company's [removed: Board] [added: board] of [removed: Directors] [added: directors] resolved to form a Special Litigation Committee (the SLC) [removed: that is] vested with the full authority of the [removed: Board] [added: board of directors,] to take any such action with respect to [removed: this] [added: the] litigation that the [removed: SLC] [added: SLC,] in its sole [removed: discretion] [added: discretion,] deems to be in the best interests of the company.
[added: Although the results of any such current or future Proceedings, regardless of the underlying nature of the] claims or facts, cannot be predicted with certainty, the final outcome of any current or future Proceedings we face could adversely affect our business, financial condition and results of operations.
The complaint asserts claims of breach of fiduciary duty and
corporate waste relating to the approval of certain settlement and release agreements we entered into with respect to certain Tax Receivable Agreements (TRAs) entered into with our pre-IPO owners.
The SLC completed its investigation and concluded, in the exercise of its business judgment, that dismissal of the action with prejudice would be in the best interests of the company and its shareholders.
On December 13, 2024, the SLC moved to terminate the action.
The motion is pending further proceedings before the court.
The complaint asserts claims of breach of fiduciary duty and corporate waste relating to the approval of the TRA Settlement Agreements (defined above) described in the section titled "Risk Factors" above.
The matter is currently stayed pending the SLC's investigation of the allegations.
Although the results of any such current or future Proceedings, regardless of the underlying nature of the
Cover and table of contents
39 rewritten, 9 added, 9 removed, 107 unchanged
For the fiscal year ended December 31, [removed: 2023][added: 2024]
Tempe, Arizona [removed: 85284][added: 85281]
As of June 30, [removed: 2023,] [added: 2024,] the aggregate market value of the registrant's Class A common stock held by non-affiliates, based upon the closing sales price for the registrant's Class A common stock as reported by the New York Stock Exchange, was approximately [removed: $11.1] [added: $19.7] billion.
As of February [removed: 23, 2024,] [added: 14, 2025,] there were [removed: 142,478,402] [added: 141,355,906] shares of GoDaddy Inc.'s Class A common stock, $0.001 par value per share, [removed: outstanding and 25 shares of GoDaddy Inc.'s Class B common stock, $0.001 par value per share,] outstanding.
Such Definitive Proxy Statement will be filed with the Securities and Exchange Commission within 120 days after the end of the registrant's fiscal year ended December 31, [removed: 2023.][added: 2024.]
Year Ended December 31, [removed: 2023][added: 2024]
| [Note about Forward-Looking [removed: Statements](#i6b45693788744c81b5dd5b6773ad29c9_10)] [added: Statements](#ifa05b447841d448b94946a57388a003f_10)] | | | | | | [removed: [3](#i6b45693788744c81b5dd5b6773ad29c9_10)] [added: [3](#ifa05b447841d448b94946a57388a003f_10)] | | |
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| [Item [removed: 7A.](#i6b45693788744c81b5dd5b6773ad29c9_67)] [added: 7A.](#ifa05b447841d448b94946a57388a003f_70)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i6b45693788744c81b5dd5b6773ad29c9_67)] [added: Risk](#ifa05b447841d448b94946a57388a003f_70)] | | | [removed: [78](#i6b45693788744c81b5dd5b6773ad29c9_67)] [added: [71](#ifa05b447841d448b94946a57388a003f_70)] | | |
| [Item [removed: 8.](#i6b45693788744c81b5dd5b6773ad29c9_70)] [added: 8.](#ifa05b447841d448b94946a57388a003f_73)] | | | [Financial Statements and Supplementary [removed: Data](#i6b45693788744c81b5dd5b6773ad29c9_70)] [added: Data](#ifa05b447841d448b94946a57388a003f_73)] | | | [removed: [81](#i6b45693788744c81b5dd5b6773ad29c9_70)] [added: [73](#ifa05b447841d448b94946a57388a003f_73)] | | |
| [Item [removed: 9.](#i6b45693788744c81b5dd5b6773ad29c9_169)] [added: 9.](#ifa05b447841d448b94946a57388a003f_175)] | | | [Changes in and [removed: Disagreements With] [added: Disagreements](#ifa05b447841d448b94946a57388a003f_175) [w](#ifa05b447841d448b94946a57388a003f_175)[ith] Accountants on Accounting and Financial [removed: Disclosure](#i6b45693788744c81b5dd5b6773ad29c9_169)] [added: Disclosure](#ifa05b447841d448b94946a57388a003f_175)] | | | [removed: [127](#i6b45693788744c81b5dd5b6773ad29c9_169)] [added: [116](#ifa05b447841d448b94946a57388a003f_175)] | | |
| [Item [removed: 9A.](#i6b45693788744c81b5dd5b6773ad29c9_172)] [added: 9A.](#ifa05b447841d448b94946a57388a003f_178)] | | | [Controls and [removed: Procedures](#i6b45693788744c81b5dd5b6773ad29c9_172)] [added: Procedures](#ifa05b447841d448b94946a57388a003f_178)] | | | [removed: [127](#i6b45693788744c81b5dd5b6773ad29c9_172)] [added: [116](#ifa05b447841d448b94946a57388a003f_178)] | | |
| [Item [removed: 9B.](#i6b45693788744c81b5dd5b6773ad29c9_178)] [added: 9B.](#ifa05b447841d448b94946a57388a003f_187)] | | | [Other [removed: Information](#i6b45693788744c81b5dd5b6773ad29c9_178)] [added: Information](#ifa05b447841d448b94946a57388a003f_187)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_178)] [added: [119](#ifa05b447841d448b94946a57388a003f_187)] | | |
| [Item [removed: 9](#i6b45693788744c81b5dd5b6773ad29c9_2032)[C](#i6b45693788744c81b5dd5b6773ad29c9_2032)[.](#i6b45693788744c81b5dd5b6773ad29c9_2032)] [added: 9C.](#ifa05b447841d448b94946a57388a003f_193)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i6b45693788744c81b5dd5b6773ad29c9_2032)] [added: Inspections](#ifa05b447841d448b94946a57388a003f_193)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_2032)] [added: [119](#ifa05b447841d448b94946a57388a003f_193)] | | |
| [Item [removed: 10.](#i6b45693788744c81b5dd5b6773ad29c9_184)] [added: 10.](#ifa05b447841d448b94946a57388a003f_199)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i6b45693788744c81b5dd5b6773ad29c9_184)] [added: Governance](#ifa05b447841d448b94946a57388a003f_199)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_184)] [added: [119](#ifa05b447841d448b94946a57388a003f_199)] | | |
| [Item [removed: 11.](#i6b45693788744c81b5dd5b6773ad29c9_187)] [added: 11.](#ifa05b447841d448b94946a57388a003f_202)] | | | [Executive [removed: Compensation](#i6b45693788744c81b5dd5b6773ad29c9_187)] [added: Compensation](#ifa05b447841d448b94946a57388a003f_202)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_187)] [added: [119](#ifa05b447841d448b94946a57388a003f_202)] | | |
| [Item [removed: 12.](#i6b45693788744c81b5dd5b6773ad29c9_190)] [added: 12.](#ifa05b447841d448b94946a57388a003f_205)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i6b45693788744c81b5dd5b6773ad29c9_190)] [added: Matters](#ifa05b447841d448b94946a57388a003f_205)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_190)] [added: [119](#ifa05b447841d448b94946a57388a003f_205)] | | |
| [Item [removed: 13.](#i6b45693788744c81b5dd5b6773ad29c9_193)] [added: 13.](#ifa05b447841d448b94946a57388a003f_208)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i6b45693788744c81b5dd5b6773ad29c9_193)] [added: Independence](#ifa05b447841d448b94946a57388a003f_208)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_193)] [added: [119](#ifa05b447841d448b94946a57388a003f_208)] | | |
| [Item [removed: 14.](#i6b45693788744c81b5dd5b6773ad29c9_196)] [added: 14.](#ifa05b447841d448b94946a57388a003f_211)] | | | [Principal Accountant Fees and [removed: Services](#i6b45693788744c81b5dd5b6773ad29c9_196)] [added: Services](#ifa05b447841d448b94946a57388a003f_211)] | | | [removed: [130](#i6b45693788744c81b5dd5b6773ad29c9_196)] [added: [119](#ifa05b447841d448b94946a57388a003f_211)] | | |
| [Item [removed: 15.](#i6b45693788744c81b5dd5b6773ad29c9_202)] [added: 15.](#ifa05b447841d448b94946a57388a003f_217)] | | | [removed: [Exhibits](#i6b45693788744c81b5dd5b6773ad29c9_202) [and](#i6b45693788744c81b5dd5b6773ad29c9_202) [Financial] [added: [Exhibits and Financial] Statement [removed: Schedules](#i6b45693788744c81b5dd5b6773ad29c9_202)] [added: Schedules](#ifa05b447841d448b94946a57388a003f_217)] | | | [removed: [131](#i6b45693788744c81b5dd5b6773ad29c9_202)] [added: [119](#ifa05b447841d448b94946a57388a003f_217)] | | |
| [Item [removed: 16.](#i6b45693788744c81b5dd5b6773ad29c9_205)] [added: 16.](#ifa05b447841d448b94946a57388a003f_220)] | | | [Form 10-K [removed: Summary](#i6b45693788744c81b5dd5b6773ad29c9_205)] [added: Summary](#ifa05b447841d448b94946a57388a003f_220)] | | | [removed: [133](#i6b45693788744c81b5dd5b6773ad29c9_205)] [added: [122](#ifa05b447841d448b94946a57388a003f_220)] | | |
When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements discussed under the heading "Risk Factors" [added: in Part I, Item 1A,] and in our publicly available filings and press releases.
- our ability to continue to [removed: add new customers and] increase sales to [removed: our] [added: new and] existing customers;
- our ability to deploy new and evolving technologies, such as artificial intelligence, [added: generative artificial intelligence, agentic artificial intelligence,] machine learning, [removed: data analytics] and similar tools (collectively, [removed: AI),] [added: AI)] in our offerings;
- the occurrence of service interruptions and security or privacy [removed: breaches] [added: incidents] and related remediation efforts and fines;
- our ability to [removed: continue to efficiently acquire customers,] maintain our high customer retention rates and grow the level of our customers' lifetime spend;
- our ability to stay in compliance with [removed: laws] [added: laws, rules] and regulations currently applicable to, or which may become applicable to, our business both in the United States (U.S.) and internationally;
- the amount and timing of future repurchases of our Class A common stock under any share repurchase program; [added: and]
- the potential impact of shareholder activism on our business and [removed: operations;][added: operations.]
We operate in very competitive and [removed: rapidly-changing] [added: rapidly changing] environments, and new risks emerge from time-to-time.
100 S.
Mill Ave, Suite 1600
| [PART I.](#ifa05b447841d448b94946a57388a003f_13) | | | | | | | | |
| [Item 1C.](#ifa05b447841d448b94946a57388a003f_25) | | | [Cybersecurity](#ifa05b447841d448b94946a57388a003f_25) | | | [54](#ifa05b447841d448b94946a57388a003f_25) | | |
| [PART III.](#ifa05b447841d448b94946a57388a003f_196) | | | | | | | | |
| [PART IV.](#ifa05b447841d448b94946a57388a003f_214) | | | | | | | | |
| [Signatures](#ifa05b447841d448b94946a57388a003f_223) | | | | | | [123](#ifa05b447841d448b94946a57388a003f_223) | | |
Investors and others should note that we use our Investor Relations website (https://investors.godaddy.net) as a means of disclosing material financial information.
Accordingly, investors should monitor our Investor Relations website, in addition to following press releases, Securities and Exchange Commission filings, public conference calls and webcasts.
2155 E.
GoDaddy Way
| [PART I.](#i6b45693788744c81b5dd5b6773ad29c9_13) | | | | | | | | |
| [Item 1](#i6b45693788744c81b5dd5b6773ad29c9_2019)[C](#i6b45693788744c81b5dd5b6773ad29c9_2019)[.](#i6b45693788744c81b5dd5b6773ad29c9_2019) | | | [Cybersecurity](#i6b45693788744c81b5dd5b6773ad29c9_2019) | | | [60](#i6b45693788744c81b5dd5b6773ad29c9_2019) | | |
| [PART III.](#i6b45693788744c81b5dd5b6773ad29c9_181) | | | | | | | | |
| [PART IV.](#i6b45693788744c81b5dd5b6773ad29c9_199) | | | | | | | | |
| [Signatures](#i6b45693788744c81b5dd5b6773ad29c9_208) | | | | | | [134](#i6b45693788744c81b5dd5b6773ad29c9_208) | | |
- our expectations regarding the effectiveness of our 2023 restructuring efforts;
- our ability to remediate the identified material weakness in our internal control over financial reporting and to maintain effective internal control over financial reporting;
Item 1C. Cybersecurity
30 rewritten, 4 added, 12 removed, 10 unchanged
GoDaddy maintains an enterprise-wide cybersecurity program designed to manage [removed: risks to the company's information systems from] cybersecurity [removed: threats and cybersecurity incidents.][added: risk.]
Our board of directors (the Board) [removed: is committed to managing data privacy and] [added: manages] cybersecurity risks as part of the company's overall risk management framework.
The Audit Committee receives verbal and written reports at least quarterly from GoDaddy's Chief Information Security Officer (CISO) regarding [removed: the state of the] [added: our] company's cybersecurity risk management [removed: program, the company's current material cybersecurity risks,] [added: program] and [removed: general] cybersecurity-related risks.
The Audit Committee consists of Board members with [removed: a diversity of] [added: diverse] expertise in risk management, technology, finance and cybersecurity, including oversight of security teams.
[removed: In addition, the company's] [added: Our] CISO [removed: and Chief Technology Officer (CTO) provide] [added: provides] the full Board with written quarterly and annual reports on [removed: the state of the company's] [added: our] cybersecurity program and material cybersecurity-related risks, and the chair of the Audit Committee provides a quarterly summary of the Audit Committee's cybersecurity discussion to the full Board.
[removed: GoDaddy's] [added: Our] CISO [removed: has primary responsibility for overseeing the company's] [added: oversees our] programs for identifying, assessing, and managing [removed: the company's] [added: our] cybersecurity risks.
[removed: The] [added: Our] CISO reports [removed: directly] to [removed: the company's CTO] [added: our Chief Operating Officer (COO)] and [removed: also] regularly provides [removed: reports and] updates to [removed: the company's] [added: our] CEO on significant cybersecurity-related [removed: matters relevant to the company's cybersecurity risk.][added: matters.]
[removed: The company's] [added: Our] CISO has more than [removed: 18] [added: 19] years' experience in cybersecurity, networking, and related technologies.
[removed: The company's CTO] [added: Our CEO] has more than [removed: 25] [added: 28] years' experience in [removed: network security] [added: e-commerce technology, engineering,] and other related [removed: technologies.][added: areas.]
[removed: The] [added: Our] CISO [removed: is responsible for day-to-day operations working] [added: works] with an enterprise-wide cybersecurity team that provides 24/7/365 support.
[removed: The] [added: Our] CISO also provides written monthly and quarterly reports on [removed: the state of the company's] [added: our] cybersecurity program and [removed: cybersecurity] risks to the [removed: CTO,] CEO, [added: Chief Technology Officer,] and other key executives.
[removed: The company's] [added: Our] cybersecurity policies, procedures, and strategies primarily are implemented by [removed: the company's] [added: our] information security [removed: department, which reports directly to the CISO.][added: department.]
Other personnel and departments in the company also assist with cybersecurity risk management, including but not limited to [removed: the company's] [added: our] technology organization and [removed: the company's] [added: our] privacy, legal, [removed: third-party] [added: vendor] risk management, and corporate audit services teams.
[removed: The company] [added: We have] also [removed: has] developed processes to integrate cybersecurity risk management within the company's product and software development processes.
In addition, product teams and business unit leaders are involved in [added: product-related] cybersecurity risk [removed: management during product development with support from our enterprise-wide security team supervised by the CISO.][added: management.]
We use [added: uses] third-party auditors and consultants in connection with obtaining and maintaining [removed: our] [added: industry] certifications for certain products and services.
We also have engaged third-party consultants in the past and may engage third-party consultants in [removed: the future for specific projects and engagements, such as responding to cybersecurity incidents.]
When engaging a third-party vendor or service provider, we use a variety of processes and controls to identify and oversee risks relating to that engagement, which may include one or more of the [removed: following depending on the scope and nature of the engagement:][added: following:]
- installing monitoring software [removed: and other tools] to detect malicious software and activities in [removed: systems operated by] third [removed: parties;][added: party systems;]
- [removed: maintaining processes for] monitoring for and applying [removed: updates and] patches to third-party hardware and software to address vulnerabilities; and
- performing security [removed: and data privacy] assessments before engaging new vendors or acquiring new hardware and software.
[removed: Our] [added: Despite our efforts, our] control over and ability to monitor the security [removed: posture] of third parties [removed: with whom we do business remains] [added: is] limited and there can be no assurance that we can prevent, mitigate or remediate the risk of any compromise or failure in the security infrastructure owned or controlled by [removed: such] third parties.
Additionally, any contractual protections with such third [removed: parties,][added: parties may be limited or insufficient to prevent a negative impact on our business from such compromise or failure.]
[removed: GoDaddy monitors] [added: We monitor] for threats to our information systems [removed: on an ongoing basis] through a combination of automated intrusion detection monitoring solutions, review of log data, and other [removed: related] activities.
We [removed: also] require security training for all [removed: GoDaddy] [added: company] personnel, including instructions regarding the proper methods for reporting potential cybersecurity [removed: incidents that are not captured through our monitoring solutions.][added: incidents.]
We also provide mechanisms for interested third parties, including security researchers and law [removed: enforcement] [added: enforcement,] to provide [removed: us] notice of potential cybersecurity threats.
Potential and actual cybersecurity incidents [removed: primarily] are [added: primarily] handled by our internal incident response team, which is supervised by our CISO.
Depending on the severity and scope of the incident, we [removed: may] also [added: may] engage external consultants.
Security personnel and consultants retained by our service providers [removed: may] also [added: may] be involved in cases where our vendors experience a cybersecurity incident.
[removed: In the event of a potentially material cybersecurity incident, we] [added: We] have [removed: defined] processes for escalating [removed: the] [added: an] incident [removed: for determination of] [added: to determine] whether [removed: the incident] [added: it] is material and requires [removed: filing of a] notification [removed: on Form 8-K or other notification] required under applicable [removed: laws] [added: laws, rules] and regulations.
Our senior management is responsible for identifying, assessing, and managing the company's material cybersecurity risks.
the future for specific projects and engagements, such as responding to cybersecurity incidents.
- including provisions in vendor contracts that set minimum cybersecurity requirements;
In addition, we monitor third-party sources for notice of cybersecurity incidents that may affect company vendors and other parties with whom we do business.
The Audit Committee is responsible for overseeing and reviewing with management GoDaddy's cybersecurity matters.
GoDaddy management is responsible for identifying, assessing, and managing the company's material cybersecurity risks on an ongoing basis, establishing processes designed to ensure that potential cybersecurity risk exposures are monitored, putting in place appropriate mitigation and remediation measures and maintaining the company's cybersecurity programs.
The company's CEO has more than 27 years' experience in ecommerce technology, engineering, and other related areas.
The CISO, CTO, and CEO work together to assess and manage cybersecurity-related risks.
The CISO regularly confers with the CTO and CEO on cybersecurity matters, including providing notice of cybersecurity threats and incidents, including those that have the potential to have material effects.
As noted above, the CISO and CTO also provide regular reports to the Audit Committee and the Board.
The company's information security department performs functions that include but are not limited to general security operations, event monitoring, incident response, vulnerability management, policy and procedure development, security compliance, product development support, product security readiness testing, third-party vendor security assessments, and penetration testing.
GoDaddy maintains industry certifications for some of the services we provide, including certifications relating to our GoDaddy Registrar, Registry, Domains, and Commerce businesses.
In particular, we host a substantial portion of our IT infrastructure and data on services maintained by Amazon Web Services.
- incorporating provisions in vendor contracts that require third parties meet certain minimum cybersecurity standards based on the nature of the product or service provided;
We apply similar controls to third-party providers of cybersecurity services that we apply to other IT hardware, software, and services described above.
including our right to indemnification, if any at all, may be limited or insufficient to prevent a negative impact on our business from such compromise or failure.
Item 2. Properties.
4 rewritten, 0 added, 0 removed, 2 unchanged
Our corporate headquarters, which we lease, [removed: is] [added: are] located in Tempe, Arizona.
We lease [removed: additional] customer care centers and offices located throughout the U.S. as well as internationally, most significantly in Bulgaria, Germany, Romania, Serbia and the UK.
We provide our cloud-based products via a network of data centers including (i) [removed: an approximately 320,000 square foot] [added: a] data center we own and operate in Phoenix, Arizona; (ii) co-location data centers located throughout the U.S., most significantly in Virginia; and (iii) co-location international data centers, most significantly in France, Germany, the Netherlands and Singapore.
Our data center leases expire on various dates through [removed: 2033.][added: 2028.]
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
4 rewritten, 0 added, 11 removed, 15 unchanged
The following graph compares, for the five year period ending December 31, [removed: 2023,] [added: 2024,] the cumulative total return to stockholders on our Class A common stock relative to the cumulative total returns of the Standard & Poor's 500 Index (S&P 500) and the NASDAQ Internet Index.
[removed: ][added: ]
As of December 31, [removed: 2023,] [added: 2024,] there were [removed: 20] [added: 16] holders of record of our Class A common stock, although we believe there are a significantly larger number of beneficial owners because many shares are held by brokers and other institutions on behalf of stockholders.
[removed: Share] [added: There was no share] repurchase activity during the three months ended December 31, [removed: 2023] [added: 2024] pursuant to our share repurchase [removed: programs was as follows:][added: programs.]
Each of our subsidiaries is a distinct legal entity and may be subject to legal or contractual restrictions limiting their ability to make distributions to us.
For example, Desert Newco is generally prohibited under Delaware law from making a distribution to us to the extent that, at the time of the distribution, after giving effect to the
distribution, liabilities of Desert Newco (with certain exceptions) exceed the fair value of its assets.
Desert Newco's subsidiaries are generally subject to similar legal limitations on their ability to make distributions to Desert Newco.
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Period | | | | | | Total Number of Shares Purchased (in thousands) | | | | | | Average Price Paid Per Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Programs (in thousands) | | | | | | Approximate Dollar Value of Shares that May Yet be Purchased under the Programs (in millions) | | |
| October 1 - October 31 | | | | | | 1,601 | | | | | | $ | 73.66 | | | | | 1,601 | | | | | | | | |
| November 1 - November 30 | | | | | | 16 | | | | | | $ | 73.19 | | | | | 16 | | | | | | | | |
| December 1 - December 31 | | | | | | — | | | | | | | | | | | | — | | | | | | | | |
| Total | | | | | | 1,617 | | | | | | | | | | | | 1,617 | | | | | | $ | 1,435.5 | |
Item 8. Financial Statements and Supplementary Data
441 rewritten, 208 added, 224 removed, 861 unchanged
| [removed: [Report] [added: Report] of Independent Registered Public Accounting [removed: Firm](#i6b45693788744c81b5dd5b6773ad29c9_73)] [added: Firm] (PCAOB ID: [removed: 42[)](#i6b45693788744c81b5dd5b6773ad29c9_73)] [added: 42)] | | | [removed: [82](#i6b45693788744c81b5dd5b6773ad29c9_73)] [added: [74](#ifa05b447841d448b94946a57388a003f_2078)] | | |
| [Consolidated Balance [removed: Sheets](#i6b45693788744c81b5dd5b6773ad29c9_79)] [added: Sheets](#ifa05b447841d448b94946a57388a003f_85)] | | | [removed: [85](#i6b45693788744c81b5dd5b6773ad29c9_79)] [added: [76](#ifa05b447841d448b94946a57388a003f_85)] | | |
| [Consolidated Statements of [removed: Operations](#i6b45693788744c81b5dd5b6773ad29c9_82)] [added: Operations](#ifa05b447841d448b94946a57388a003f_88)] | | | [removed: [86](#i6b45693788744c81b5dd5b6773ad29c9_82)] [added: [77](#ifa05b447841d448b94946a57388a003f_88)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#i6b45693788744c81b5dd5b6773ad29c9_88)] [added: Income](#ifa05b447841d448b94946a57388a003f_94)] | | | [removed: [87](#i6b45693788744c81b5dd5b6773ad29c9_88)] [added: [78](#ifa05b447841d448b94946a57388a003f_94)] | | |
| [Consolidated Statements of Stockholders' Equity [removed: (Deficit)](#i6b45693788744c81b5dd5b6773ad29c9_94)] [added: (Deficit)](#ifa05b447841d448b94946a57388a003f_100)] | | | [removed: [88](#i6b45693788744c81b5dd5b6773ad29c9_94)] [added: [79](#ifa05b447841d448b94946a57388a003f_100)] | | |
| [Consolidated Statements of Cash [removed: Flows](#i6b45693788744c81b5dd5b6773ad29c9_97)] [added: Flows](#ifa05b447841d448b94946a57388a003f_103)] | | | [removed: [90](#i6b45693788744c81b5dd5b6773ad29c9_97)] [added: [81](#ifa05b447841d448b94946a57388a003f_103)] | | |
| [Notes to Consolidated Financial [removed: Statements](#i6b45693788744c81b5dd5b6773ad29c9_100)] [added: Statements](#ifa05b447841d448b94946a57388a003f_106)] | | | [removed: [92](#i6b45693788744c81b5dd5b6773ad29c9_100)] [added: [82](#ifa05b447841d448b94946a57388a003f_106)] | | |
We have audited the accompanying consolidated balance sheets of GoDaddy Inc. (the Company) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income, [removed: stockholders’] [added: stockholders'] equity [removed: (deficit)] [added: (deficit),] and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (collectively referred to as the [removed: “consolidated] [added: "consolidated] financial [removed: statements”).][added: statements").]
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [removed: Company’s] [added: Company's] internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 [removed: framework),] [added: framework)] and our report dated February [removed: 29, 2024] [added: 20, 2025] expressed an [removed: adverse] [added: unqualified] opinion thereon.
These [added: consolidated] financial statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on the Company’s [added: consolidated] financial statements based on our audits.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the [added: consolidated] financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the [added: consolidated] financial statements, whether due to error or fraud, and performing procedures that respond to those risks.
Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the [added: consolidated] financial statements.
Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the [added: consolidated] financial statements.
Critical Audit [removed: Matters][added: Matter]
The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the [added: consolidated] financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the [added: consolidated] financial statements and (2) involved our especially challenging, [removed: subjective] [added: subjective,] or complex judgments.
The communication of [added: the] critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]
| Description of the Matter | | | | | | As more fully described in Note 2 to the consolidated financial statements, the Company [removed: derives] [added: generates] its revenue primarily from [removed: subscription] fees for domain registrations, website hosting, website security, and applications and commerce products, which [removed: it] [added: are] generally [removed: recognizes] [added: recognized] ratably over the related contractual terms. The [removed: revenue stream accounting for the] majority of the Company's revenue [added: recognition process] involves the use of [removed: several IT applications] [added: numerous systems] responsible for the [removed: initiation, processing,] [added: processing] and recording of [removed: transactions originating from the Company's ecommerce websites based on] [added: significant volumes of data and transactions, as well as] the calculation of revenue in accordance with the Company's accounting policies. [removed: The processing and recognition of revenue are highly automated and involve capturing and processing significant volumes] [added: Auditing certain portions] of [removed: data. We identified] the [removed: evaluation of sufficiency of audit evidence over this] [added: Company's] revenue [removed: as a critical audit matter] [added: recognition process was challenging and complex] due to the [removed: large] [added: high] volume of [removed: data] [added: transactions] and the [removed: number of revenue accounting IT applications. While this revenue consists of a large number of similar, individually low value transactions, the IT applications required a high degree of auditor judgment to evaluate] [added: dependency on] the design [removed: of our audit procedures to ensure sufficiency of audit evidence obtained. Subjective auditor judgment was required to evaluate that revenue data was captured] and [removed: aggregated accurately and completely throughout these various IT applications. Additionally, IT professionals with specialized skills and knowledge were required to evaluate the nature and extent] [added: operation] of [removed: evidence obtained over this revenue stream.] [added: multiple proprietary information technology systems.] | | |
| How We Addressed the Matter in Our Audit | | | | | | We obtained an understanding, evaluated the design, and tested the operating effectiveness of internal controls over [added: certain portions of] the Company's [removed: accounting for this] revenue [removed: stream, including IT general controls and application controls,] [added: recognition process. We tested] controls over [removed: data interfaces,] [added: the initiation] and [removed: procedures used to initiate, process,] [added: billing of sales, the recognition of revenue] and [removed: record transactions. For this] [added: deferred] revenue [removed: stream, we involved IT professionals with specialized skills] and [removed: knowledge, who assisted in determining that] the [removed: design of] [added: Company's cash to billings reconciliation process. We also tested, with involvement from information technology professionals, application] controls [removed: over the IT applications used by the Company in this] [added: related to appropriate] revenue recognition [removed: process] and [added: application controls related to] the [removed: transfer of relevant revenue data] [added: interfaces] between [removed: certain systems used in] [added: key systems, which included controls related to access, data and] the [removed: revenue recognition process was appropriate.] [added: configuration of the key systems.] Our audit procedures [removed: also] included, among others, testing [added: on a sample basis] the completeness and accuracy of the underlying data within the [removed: Company's] [added: Company’s] billing [removed: systems, performing data analytics to evaluate the completeness] and [removed: accuracy of recorded] revenue [removed: and deferred revenue amounts,] [added: systems,] testing samples of sales transactions to [removed: third-party] [added: source] documentation, [added: performing substantive analytical procedures] and [removed: reviewing] [added: testing] the Company's cash to billings reconciliations. We also evaluated the [added: appropriateness of the] Company's [added: related] disclosures [removed: included] in [removed: Note 2 to] the consolidated financial statements. [removed: We evaluated the sufficiency of audit evidence obtained by assessing the results of procedures performed.] | | |
| | | | December [removed: 31,] [added: 31, 2024] | | | | | | | | | [added: | | | | | | | | | | | |]
| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |
| Cash and cash equivalents | | | $ | [removed: 458.8] [added: 1,089.0] | | | | | $ | [removed: 774.0] [added: 458.8] | |
| Short-term investments | | | [removed: 40.0] [added: —] | | | | | | [removed: —] [added: 40.0] | | |
| Accounts and other receivables | | | [removed: 76.6] [added: 91.1] | | | | | | [removed: 60.1] [added: 76.6] | | |
| Registry deposits | | | [removed: 37.3] [added: 34.5] | | | | | | [removed: 41.0] [added: 37.3] | | |
| Prepaid domain name registry fees | | | [removed: 466.0] [added: 492.0] | | | | | | [removed: 435.7] [added: 466.0] | | |
| Prepaid expenses and other current assets | | | [removed: 177.2] [added: 245.2] | | | | | | [removed: 271.8] [added: 177.2] | | |
| Total current assets | | | [removed: 1,255.9] [added: 1,951.8] | | | | | | [removed: 1,582.6] [added: 1,255.9] | | |
| Property and equipment, net | | | [removed: 185.3] [added: 156.4] | | | | | | [removed: 225.6] [added: 185.3] | | |
| Operating lease assets | | | [removed: 60.8] [added: 49.4] | | | | | | [removed: 84.1] [added: 60.8] | | |
| Prepaid domain name registry fees, net of current portion | | | [removed: 209.0] [added: 224.8] | | | | | | [removed: 197.1] [added: 209.0] | | |
| Goodwill | | | [removed: 3,569.3] [added: 3,518.9] | | | | | | [removed: 3,536.9] [added: 3,569.3] | | |
| Intangible assets, net | | | [removed: 1,158.6] [added: 1,055.8] | | | | | | [removed: 1,252.2] [added: 1,158.6] | | |
| Deferred tax assets | | | [removed: 1,020.4] [added: 1,181.5] | | | | | | [removed: 5.4] [added: 1,020.4] | | |
| Other assets | | | [removed: 105.6] [added: 96.8] | | | | | | [removed: 89.6] [added: 105.6] | | |
| Total assets | | | $ | [removed: 7,564.9] [added: 8,235.4] | | | | | $ | [removed: 6,973.5] [added: 7,564.9] | |
| Liabilities and stockholders' [removed: equity (deficit)] [added: equity] | | | | | | | | | | | |
| Accounts payable | | | $ | [removed: 148.1] [added: 81.6] | | | | | $ | [removed: 130.9] [added: 148.1] | |
February 20, 2025
| | | | 2024 | | | | | | 2023 | | |
| Net income | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 936.9 | | | | | | — | | | | | | — | | | | | | 936.9 | | |
| Stock option exercises | | | | | | | | | 199 | | | | | | — | | | | | | — | | | | | | — | | | | | | 6.9 | | | | | | — | | | | | | — | | | | | | — | | | | | | 6.9 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance at December 31, 2024 | | | | | | | | | 141,208 | | | | | | $ | 0.1 | | | | | — | | | | | | $ | — | | | | | $ | 2,611.8 | | | | | $ | (2,052.3) | | | | | $ | 132.5 | | | | | $ | — | | | | | $ | 692.1 | |
| Other | | | 49.0 | | | | | | 79.1 | | | | | | 77.2 | | |
| Other financing obligations | | | (17.3) | | | | | | (14.7) | | | | | | (17.5) | | |
| [Note 3](#ifa05b447841d448b94946a57388a003f_115) | | | [Business Acquisitions](#ifa05b447841d448b94946a57388a003f_115) | | | [93](#ifa05b447841d448b94946a57388a003f_115) | | |
| [Note 5](#ifa05b447841d448b94946a57388a003f_121) | | | [Stockholders' Equity](#ifa05b447841d448b94946a57388a003f_121) | | | [95](#ifa05b447841d448b94946a57388a003f_121) | | |
| [Note 8](#ifa05b447841d448b94946a57388a003f_130) | | | [Deferred Revenue](#ifa05b447841d448b94946a57388a003f_130) | | | [99](#ifa05b447841d448b94946a57388a003f_130) | | |
| [Note 12](#ifa05b447841d448b94946a57388a003f_145) | | | [Leases](#ifa05b447841d448b94946a57388a003f_145) | | | [105](#ifa05b447841d448b94946a57388a003f_145) | | |
| [Note 16](#ifa05b447841d448b94946a57388a003f_157) | | | [Income Taxes](#ifa05b447841d448b94946a57388a003f_157) | | | [109](#ifa05b447841d448b94946a57388a003f_157) | | |
| [Note 18](#ifa05b447841d448b94946a57388a003f_163) | | | [Segment Information](#ifa05b447841d448b94946a57388a003f_163) | | | [113](#ifa05b447841d448b94946a57388a003f_163) | | |
| [Note 20](#ifa05b447841d448b94946a57388a003f_172) | | | [Subsequent Events](#ifa05b447841d448b94946a57388a003f_172) | | | [115](#ifa05b447841d448b94946a57388a003f_172) | | |
On December 11, 2023, we completed a series of transactions (the DNC Restructure) designed to simplify our then-existing capital structure, commonly referred to as an "Up-C" structure, and provide us with additional strategic flexibility.
Subsequent to the DNC Restructure, on January 1, 2024, Desert Newco was converted from a partnership to a disregarded entity and as a result we are now treated as a consolidated C corporation group for U.S. income tax purposes.
The preparation of financial statements in conformity with GAAP requires estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent liabilities in the consolidated financial statements and accompanying notes.
Estimates are used for, but not limited to, revenue recognition, valuation of business combinations, valuation of acquired indefinite-lived intangibles and income taxes.
| | | | | | | 2024 | | | | | | 2023 | | | | | | | | |
| | | | 2024 | | | | | | 2023 | | |
| | | | $ | 156.4 | | | | | $ | 185.3 | |
Costs related to the design or
In addition, we formally assess,
liabilities and operating lease liabilities.
| Impairment losses(1) | | | — | | |
| Additional investments | | | — | | |
Foreign currency-based revenue and expenses are translated at average exchange rates prevailing throughout the period.
Translation adjustments are included in equity in the CTA component of AOCI.
Refunds are estimated at contract inception using the expected value method based on
Payment processing fee revenue is recognized at the time of the transaction.
Our products with multiple performance obligations often have observable SSP in the form of contractually stated list prices as we commonly sell our products or services separately to similar customers.
Revenue from aftermarket domain sales, excluding certain immaterial reseller arrangements, is recorded on a gross basis as we have determined that we take control of the domain before transferring it to the end customer.
No other contract costs were capitalized as they were not material.
| Time deposits | | | 144.9 | | | | | | — | | | | | | — | | | | | | 144.9 | | |
| Notice deposits | | | 140.0 | | | | | | — | | | | | | — | | | | | | 140.0 | | |
| Total assets | | | $ | 284.9 | | | | | $ | 307.2 | | | | | $ | — | | | | | $ | 592.1 | |
This update is effective for our 2024 fiscal year and interim periods in fiscal year 2025.
See Note 18 for additional disclosures including the amount and composition of other segmented expenses.
In November 2024, the FASB issued guidance requiring public business entities to disaggregate disclosure of income statement expenses.
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Valuation Allowance – Realizability of Deferred Tax Assets | | |
| Description of the Matter | | | | | | As more fully described in Note 16 to the consolidated financial statements, at December 31, 2023, the Company had deferred tax assets related to deductible temporary differences and carryforwards of $1.03 billion, net of a $378 million valuation allowance. Deferred tax assets are reduced by a valuation allowance if, based on the weight of all available evidence, in management’s judgment it is more likely than not that some portion, or all, of the deferred tax assets will not be realized based on the available sources of income. Auditing management’s assessment of the realizability of its deferred tax assets involved complex auditor judgment because management’s estimate is highly subjective and based on significant assumptions that may be affected by future market or economic conditions, as well as management’s ability to execute against its forecasted plan. | | |
| How We Addressed the Matter in Our Audit | | | | | | Our audit procedures performed, among others, included evaluation of the assumptions used by the Company to develop the projections of future taxable income by tax-paying component and jurisdiction, and testing of the completeness and accuracy of the underlying data used in its projections as the primary source of income, as well as testing the Company’s analysis of the limitation related to tax character (capital vs. ordinary), ordering rules and/or limited carryforward periods of the expiring deferred tax assets, and uncertain tax positions as a source of income, where applicable. For example, we compared the projections of future taxable income with the actual results of prior periods, and we evaluated management’s consideration of current industry and economic trends. We also assessed the historical accuracy of management’s projections and compared the projections of future taxable income with other forecasted financial information prepared by the Company. We evaluated the Company’s disclosures included in Note 16 to the consolidated financial statements. | | |
| | | | | | | Sufficiency of audit evidence over revenue | | |
February 29, 2024
GoDaddy Inc.
| Non-controlling interests | | | — | | | | | | 2.5 | | |
| Total stockholders' equity (deficit) | | | 62.2 | | | | | | (329.3) | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
(In millions)
| Balance at December 31, 2020 | | | | | | | | | 169,157 | | | | | | 0.2 | | | | | | 688 | | | | | | — | | | | | | 1,308.8 | | | | | | (1,190.9) | | | | | | (131.0) | | | | | | 1.1 | | | | | | (11.8) | | |
| Net income | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 242.3 | | | | | | — | | | | | | 0.5 | | | | | | 242.8 | | |
| Stock option exercises | | | | | | | | | 1,167 | | | | | | — | | | | | | — | | | | | | — | | | | | | 43.4 | | | | | | — | | | | | | — | | | | | | (0.7) | | | | | | 42.7 | | |
| Non-cash restructuring and other charges | | | 6.1 | | | | | | 10.4 | | | | | | 15.1 | | |
| Loss on dispositions | | | 16.5 | | | | | | — | | | | | | — | | |
| Other | | | 56.5 | | | | | | 66.8 | | | | | | 30.7 | | |
| Net proceeds received from dispositions | | | 12.7 | | | | | | — | | | | | | — | | |
| Purchases of equity investments | | | (0.5) | | | | | | — | | | | | | (40.0) | | |
| Issuance of Senior Notes | | | — | | | | | | — | | | | | | 800.0 | | |
| Financing-related costs | | | — | | | | | | (4.2) | | | | | | (9.6) | | |
| Contingent consideration for business acquisitions | | | (7.5) | | | | | | (9.3) | | | | | | (4.7) | | |
| Other financing obligations | | | (7.2) | | | | | | (4.0) | | | | | | (2.6) | | |
Table of Contents
Consolidated Statements of Cash Flows (continued)
| Acquisition date fair value of contingent consideration | | | $ | — | | | | | $ | — | | | | | $ | 18.5 | |
| Share repurchases not yet settled | | | $ | — | | | | | $ | 5.8 | | | | | $ | — | |
| [Note 3](#i6b45693788744c81b5dd5b6773ad29c9_109) | | | [Business Acquisitions](#i6b45693788744c81b5dd5b6773ad29c9_109) | | | [103](#i6b45693788744c81b5dd5b6773ad29c9_109) | | |
| [Note 5](#i6b45693788744c81b5dd5b6773ad29c9_115) | | | [Stockholders' Equity](#i6b45693788744c81b5dd5b6773ad29c9_115) | | | [106](#i6b45693788744c81b5dd5b6773ad29c9_115) | | |
| [Note 8](#i6b45693788744c81b5dd5b6773ad29c9_124) | | | [Deferred Revenue](#i6b45693788744c81b5dd5b6773ad29c9_124) | | | [110](#i6b45693788744c81b5dd5b6773ad29c9_124) | | |
| [Note 12](#i6b45693788744c81b5dd5b6773ad29c9_139) | | | [Leases](#i6b45693788744c81b5dd5b6773ad29c9_139) | | | [116](#i6b45693788744c81b5dd5b6773ad29c9_139) | | |
| [Note 16](#i6b45693788744c81b5dd5b6773ad29c9_151) | | | [Income Taxes](#i6b45693788744c81b5dd5b6773ad29c9_151) | | | [120](#i6b45693788744c81b5dd5b6773ad29c9_151) | | |
| [Note 18](#i6b45693788744c81b5dd5b6773ad29c9_157) | | | [Segment Information](#i6b45693788744c81b5dd5b6773ad29c9_157) | | | [124](#i6b45693788744c81b5dd5b6773ad29c9_157) | | |
| [Note 20](#i6b45693788744c81b5dd5b6773ad29c9_166) | | | [Subsequent Events](#i6b45693788744c81b5dd5b6773ad29c9_166) | | | [126](#i6b45693788744c81b5dd5b6773ad29c9_166) | | |
We are the sole managing member of Desert Newco, LLC (Desert Newco), and as a result, we consolidate its financial results and report non-controlling interests representing the economic interests held by other members.
The calculation of non-controlling interests excludes any net income attributable directly to GoDaddy Inc. As of December 31, 2023, we owned 100.0% of Desert Newco.
Each LLC Unit formerly held by such other unitholders was paired with one share of our Class B common stock, which shares of Class B common stock remained outstanding immediately following the DNC Restructure.
To the extent the shares of Class B common stock remain outstanding, the holders are entitled to one vote for each share held of record on all matters submitted to a vote of our stockholders, but such shares have no economic rights and are non-transferrable.
GAAP requires us to make estimates and assumptions affecting amounts reported in our financial statements.
An excerpt. Shown here: 40 of 441 rewritten, 40 of 208 added and 40 of 224 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2024 filing and the FY2023 filing.
Item 9A. Controls and Procedures
9 rewritten, 7 added, 7 removed, 31 unchanged
Based on this evaluation, our CEO and CFO concluded that, as of December 31, [removed: 2023,] [added: 2024,] our disclosure controls and procedures were [removed: not effective as a result of a material weakness in our internal control over financial reporting discussed below.][added: effective.]
Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013 framework).
Based on our assessment under this framework, our management concluded that our internal control over financial reporting was [removed: not] effective as of December 31, [removed: 2023 due to the material weakness described below.][added: 2024.]
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has been audited by Ernst & Young LLP (EY) (PCAOB ID: 42), an independent registered public accounting firm, as stated in their report included herein.
[removed: Our] [added: As part of our assessment of the effectiveness of our internal control over financial reporting as of December 31, 2024,] management [removed: identified a] [added: has performed adequate testing to conclude that the] material weakness in the design of our controls related to the accounting for income taxes and related disclosures with regard to management review controls and the completeness and accuracy of information used in the execution of those [removed: controls.][added: controls identified in the prior fiscal year has been remediated as of December 31, 2024.]
Except for the [removed: material weakness and] remediation efforts described above, there were no changes in our internal control over financial reporting during the quarter ended December 31, [removed: 2023] [added: 2024] that materially affected, or which are reasonably likely to materially affect, our internal control over financial reporting.
We have audited GoDaddy [removed: Inc.’s] [added: Inc.'s] internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal [removed: Control—Integrated] [added: Control-Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).
In our opinion, [removed: because of the effect of the material weakness described below on the achievement of the objectives of the control criteria,] GoDaddy Inc. (the Company) [removed: has not maintained] [added: maintained, in all material respects,] effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income, [removed: stockholders’] [added: stockholders'] equity [removed: (deficit)] [added: (deficit),] and cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024] and the related [removed: notes.][added: notes and our report dated February 20, 2025 expressed an unqualified opinion thereon.]
Management has taken the following actions to remediate the material weakness described above.
- Completed our review of and rationalized the number of key reports used in the operation of controls related to the calculation of the tax provision to increase efficiency and lower the complexity of how data is being utilized in the operation of controls;
- Enhanced the design of existing controls relating to key reports and implemented new controls to ensure that the information contained within the reports related to the tax provision is complete and accurate;
- Expanded and enhanced existing documentation to demonstrate the level of precision and procedures performed in the operation of management review controls; and
- Enhanced the design and operating effectiveness of management review controls designed to validate the completeness and accuracy of key reports and other data used in the computation of the tax provision.
These remediation actions have been in place for a sufficient period of time, and management has performed adequate testing to conclude that the material weakness has been remediated as of December 31, 2024.
February 20, 2025
Notwithstanding the identified material weakness described below, our management, including our CEO and CFO, does not believe that this deficiency had an adverse effect on our reported operating results or financial condition, and has concluded that our financial statements and other financial information included in this Annual Report and other periodic filings present fairly, in all material respects, our financial condition, results of operations, and cash flows for the periods presented in accordance with GAAP.
We have drafted documentation to respond to, and are developing a comprehensive plan to remediate as soon as possible, this material weakness.
A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis.
The following material weakness has been identified and included in management’s assessment.
Management has identified a material weakness in controls related to the accounting for income taxes and related disclosures with regard to management review controls and the completeness and accuracy of information used in the execution of those controls.
This material weakness was considered in determining the nature, timing and extent of audit tests applied in our audit of the 2023 consolidated financial statements, and this report does not affect our report dated February 29, 2024, which expressed an unqualified opinion thereon.
February 29, 2024
Item 9B. Other Information
0 rewritten, 1 added, 6 removed, 0 unchanged
None.
On December 8, 2023, Aman Bhutani, Chief Executive Officer, modified his previously adopted 10b5-1 trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
As modified, the 10b5-1 trading plan provides for the sale of an aggregate of 17,700 shares of the company's Class A common stock between March 2024 and June 2024.
On December 7, 2023, Mark McCaffrey, Chief Financial Officer, modified his previously adopted 10b5-1 trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
As modified, the 10b5-1 trading plan provides for the sale of an aggregate of 8,000 shares of the company's Class A common stock between March 2024 and May 2024.
On November 27, 2023, Nick Daddario, Chief Accounting Officer, adopted a 10b5-1 trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
The 10b5-1 trading plan provides for the sale of an aggregate of 3,078 shares of the company's Class A common stock between February 2024 and February 2025.
Item 10. Directors, Executive Officers and Corporate Governance
2 rewritten, 0 added, 0 removed, 4 unchanged
The information required by this item will be included in our Proxy Statement for the [removed: 2024] [added: 2025] Annual Meeting of Stockholders (the [removed: 2024] [added: 2025] Proxy Statement) to be filed with the SEC within 120 days of the year ended December 31, [removed: 2023] [added: 2024] and is incorporated herein by reference.
The information required by this item regarding delinquent filers pursuant to Item 405 of Regulation S-K will be included under the caption "Delinquent Section 16(a) Reports" in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item will be included in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item will be included in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this item will be included in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this item will be included in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.
Item 15. Exhibits and Financial Statement Schedules
50 rewritten, 23 added, 15 removed, 12 unchanged
| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | [removed: | | |]
| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | [removed: File No. | | |] Exhibit | | | Filing Date | | |
| 3.1 | | | | | | [Restated Certificate of Incorporation of GoDaddy Inc., dated June 1, 2022](https://www.sec.gov/Archives/edgar/data/1609711/000160971122000068/exhibit31-gddyrestatedcert.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 3.1 | | | 6/3/2022 | | |
| 3.2 | | | | | | [Second Amended and Restated Bylaws of GoDaddy Inc., dated July 7, 2022](https://www.sec.gov/Archives/edgar/data/1609711/000160971122000092/exhibit31-gddysecondamende.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 3.1 | | | 7/8/2022 | | |
| 4.1 | | | | | | [Specimen common stock certificate of GoDaddy Inc.](http://www.sec.gov/Archives/edgar/data/1609711/000119312515097553/d728713dex41.htm) | | | | | | S-1/A | | | [removed: 333-196615 | | |] 4.1 | | | 3/19/2015 | | |
| [removed: 4.2+] [added: 10.2+] | | | | | | [GoDaddy Inc. 2015 Equity Incentive Plan, and form of agreements thereunder](http://www.sec.gov/Archives/edgar/data/1609711/000119312515115179/d899447dex42.htm) | | | | | | S-8 | | | [removed: 333-203166 | | |] 4.2 | | | 4/1/2015 | | |
| [removed: 4.3+] [added: 10.6+] | | | | | | [GoDaddy Inc. 2015 Employee Stock Purchase Plan, as amended on June 27, 2016, and form of agreements thereunder](http://www.sec.gov/Archives/edgar/data/1609711/000160971116000295/gddy10qexhibit41-amendedes.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 4.1 | | | 11/3/2016 | | |
| [removed: 4.4+] [added: 10.1+] | | | | | | [Desert Newco, LLC 2011 Unit Incentive Plan, as amended, and form of agreements thereunder](http://www.sec.gov/Archives/edgar/data/1609711/000119312515115179/d899447dex44.htm) | | | | | | S-8 | | | [removed: 333-203166 | | |] 4.4 | | | 4/1/2015 | | |
| [removed: 4.6*] [added: 4.2] | | | | | | [Description of Capital Stock](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000022/descriptionofcapitalstock-.htm) | | | | | | [removed: | | |] [added: 10-K] | | | [added: 4.6] | | | [added: 2/29/2024] | | |
| [removed: 4.7] [added: 4.3] | | | | | | [Indenture, dated as of June 4, 2019, among Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto and Wells Fargo Bank, National Association, as trustee](https://www.sec.gov/Archives/edgar/data/0001609711/000160971119000131/ex41-indenture.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 4.1 | | | 6/7/2019 | | |
| [removed: 4.8] [added: 4.4] | | | | | | [Form of 5.250% Senior Note due 2027 (included in Exhibit [removed: 4.7)](https://www.sec.gov/Archives/edgar/data/0001609711/000160971119000131/ex41-indenture.htm)] [added: 4.3)](https://www.sec.gov/Archives/edgar/data/0001609711/000160971119000131/ex41-indenture.htm)] | | | | | | 8-K | | | [removed: 001-36904 | | |] 4.2 | | | 6/7/2019 | | |
| [removed: 4.9] [added: 4.5] | | | | | | [Indenture, dated as of February 25, 2021, among Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto and Wells Fargo Bank, National Association, as trustee](https://www.sec.gov/Archives/edgar/data/0001609711/000160971121000026/ex41-srnotesofferingxinden.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 4.1 | | | 2/26/2021 | | |
| [removed: 4.10] [added: 4.6] | | | | | | [Form of 3.500% Senior Note due 2029 (included in Exhibit [removed: 4.9)](https://www.sec.gov/Archives/edgar/data/0001609711/000160971121000026/ex41-srnotesofferingxinden.htm)] [added: 4.5)](https://www.sec.gov/Archives/edgar/data/0001609711/000160971121000026/ex41-srnotesofferingxinden.htm)] | | | | | | 8-K | | | [removed: 001-36904 | | |] 4.2 | | | 2/26/2021 | | |
| [removed: 4.11] [added: 4.7] | | | | | | [First Supplemental Indenture to the Indenture dated as of June 4, 2019, among Go Daddy Operating Company, LLC, GD Finance Co, LLC, Poynt, LLC, Registry Services, LLC and Computershare Trust Company, National Association, dated as of January 4, 2023](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000031/ex415-firstsupplementalind.htm) | | | | | | 10-K | | | [removed: 001-36904 | | |] 4.15 | | | 2/16/2023 | | |
| [removed: 4.12] [added: 4.8] | | | | | | [First Supplemental Indenture to the Indenture dated as of February 25, 2021, among Go Daddy Operating Company, LLC, GD Finance Co, LLC, Poynt, LLC, Registry Services, LLC and Computershare Trust Company, National Association, dated as of January 4, 2023](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000031/ex416-firstsupplementalind.htm) | | | | | | 10-K | | | [removed: 001-36904 | | |] 4.16 | | | 2/16/2023 | | |
| [removed: 4.13+] [added: 10.3+] | | | | | | [Amendment to GoDaddy Inc. 2015 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000082/exh41-amendmenttoequitypla.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 4.1 | | | 5/5/2023 | | |
| [removed: 4.14+] [added: 10.7+] | | | | | | [Amendment to GoDaddy Inc. 2015 Employee Stock Purchase Plan](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000082/exh42-amendmenttoesppeverg.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 4.2 | | | 5/5/2023 | | |
| 10.12 | | | | | | [Amendment No. 5 to Credit Agreement, including as Annex A, the Second Amended and Restated Credit Agreement, dated as of February 15, [removed: 2017,](http://www.sec.gov/Archives/edgar/data/1609711/000160971117000029/ex101-creditagreement.htm) [among] [added: 2017, among] Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lenders party thereto and Barclays Bank PLC](http://www.sec.gov/Archives/edgar/data/1609711/000160971117000029/ex101-creditagreement.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 2/16/2017 | | |
| 10.13 | | | | | | [Technical Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions from time to time party thereto and Barclays Bank PLC, dated as of May 24, 2017](https://www.sec.gov/Archives/edgar/data/1609711/000160971117000113/a101technicalamendment-cre.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 5/26/2017 | | |
| 10.14 | | | | | | [Amendment No. 1 to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions from time to time party thereto and Barclays Bank PLC, dated as of November 22, 2017](http://www.sec.gov/Archives/edgar/data/1609711/000160971117000265/ex101-godaddyrepricingamen.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 11/22/2017 | | |
| 10.15 | | | | | | [Joinder and Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto, the lenders party thereto and Barclays Bank PLC, dated as of June 4, 2019](https://www.sec.gov/Archives/edgar/data/0001609711/000160971119000131/ex101-revolveramendment2.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 6/7/2019 | | |
| 10.16 | | | | | | [Amendment No. 3 to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions from time to time party thereto and Barclays Bank PLC, effective as of October 3, 2019](http://www.sec.gov/Archives/edgar/data/1609711/000160971119000222/ex101-godaddy2019repri.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 10/4/2019 | | |
| 10.17 | | | | | | [Joinder and Fourth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the guarantors party thereto, the lenders party thereto and Barclays Bank PLC, effective as of August 10, 2020](http://www.sec.gov/Archives/edgar/data/1609711/000160971120000115/godaddy-joinderandfour.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 8/13/2020 | | |
| 10.18 | | | | | | [Fifth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, Inc., the lending institutions from time to time party thereto and Barclays Bank PLC, effective as of March 8, 2021](https://www.sec.gov/Archives/edgar/data/0001609711/000160971121000040/ex101-godaddyxamendmentno5.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 3/11/2021 | | |
| [removed: 10.19+] [added: 10.26+] | | | | | | [Form of Indemnification Agreement between GoDaddy Inc. and its directors and [removed: officers](http://www.sec.gov/Archives/edgar/data/1609711/000119312515060244/d728713dex1020.htm) | | |] [added: officers](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000119/ex101-62724.htm)] | | | [removed: S-1/A] | | | [removed: 333-196615] [added: 8-K] | | | [removed: 10.20] [added: 10.1] | | | [removed: 2/24/2015] [added: 6/27/2024] | | |
| [removed: 10.20+] [added: 10.28+] | | | | | | [Executive Incentive Compensation Plan](http://www.sec.gov/Archives/edgar/data/1609711/000119312515060244/d728713dex1022.htm) | | | | | | S-1/A | | | [removed: 333-196615 | | |] 10.22 | | | 2/24/2015 | | |
| [removed: 10.21+] [added: 10.29+] | | | | | | [Employment Agreement, dated as of September 4, 2019, by and among GoDaddy.com, LLC, GoDaddy Inc., Desert Newco, LLC and Aman Bhutani](http://www.sec.gov/Archives/edgar/data/1609711/000160971119000228/exhibit102-bhutaniempl.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 10.2 | | | 11/7/2019 | | |
| [removed: 10.22+] [added: 10.30+] | | | | | | [Offer Letter between GoDaddy.com, LLC and Mark McCaffrey, dated May 1, 2021](http://www.sec.gov/Archives/edgar/data/1609711/000160971121000059/godaddy-cfoofferletter.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 5/5/2021 | | |
| [removed: 10.23+] [added: 10.27+] | | | | | | [Form of Change in Control and Severance Agreement](http://www.sec.gov/Archives/edgar/data/1609711/000160971121000059/gddyformofchangeincontrola.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.3 | | | 5/5/2021 | | |
| [removed: 10.24+*] [added: 10.31+*] | | | | | | [Employment Agreement between Go Daddy Singapore Pte. Ltd. and Roger Chen, dated July 1, 2022](https://www.sec.gov/Archives/edgar/data/1609711/000160971122000092/exhibit101-rcsingaporeempl.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 7/8/2022 | | |
| [removed: 10.25+] [added: 10.4+] | | | | | | [Form of Restricted Stock Unit Award Agreement under the GoDaddy Inc. 2015 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/1609711/000160971122000061/exhibit104-rsuagreement2022.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 10.4 | | | 5/5/2022 | | |
| [removed: 10.26+] [added: 10.5+] | | | | | | [Form of Performance Restricted Stock Unit Award Agreement under the GoDaddy Inc. 2015 Equity Incentive Plan](https://www.sec.gov/Archives/edgar/data/1609711/000160971122000061/exhibit105-prsuagreement20.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 10.5 | | | 5/5/2022 | | |
| [removed: 10.27] [added: 10.19] | | | | | | [Joinder and Sixth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto, Barclays Bank PLC and Royal Bank of Canada, effective as of November 10, 2022](https://www.sec.gov/Archives/edgar/data/1609711/000160971122000141/godaddy-amendmentno6.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 11/10/2022 | | |
| [removed: 10.28] [added: 10.20] | | | | | | [Seventh Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto and Royal Bank of Canada, effective as of May 5, 2023](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000092/ex101-conformedcreditagree.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 5/5/2023 | | |
| [removed: 10.30] [added: 10.21] | | | | | | [Eighth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto and Royal Bank of Canada, effective as of July 19, 2023](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000122/ex101-amendmentno8andcredi.htm) | | | | | | 8-K | | | [removed: 001-36904 | | |] 10.1 | | | 7/19/2023 | | |
| [removed: 10.31] [added: 10.22] | | | | | | [Ninth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto and Royal Bank of Canada, effective as of August 15, 2023](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000167/ex102-amendmentno9.htm) | | | | | | 10-Q | | | [removed: 001-36904 | | |] 10.2 | | | 11/3/2023 | | |
| 21.1* | | | | | | [Subsidiaries of GoDaddy [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000022/a2023xex211xsubsidiaries.htm) | | |] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1609711/000160971125000023/a2024xex211xsubsidiaries.htm)] | | | | | | | | | | | | | | |
| 23.1* | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000022/a202310-kx231eyconsent.htm) | | |] [added: Firm](https://www.sec.gov/Archives/edgar/data/1609711/000160971125000023/a202410-kx231eyconsent.htm)] | | | | | | | | | | | | | | |
| 24.1* | | | | | | [Power of Attorney (incorporated by reference to the signature page of this Annual Report on Form [removed: 10-K)](#i6b45693788744c81b5dd5b6773ad29c9_208) | | |] [added: 10-K)](#ifa05b447841d448b94946a57388a003f_223)] | | | | | | | | | | | | | | |
| 31.1* | | | | | | [Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000022/a202310-kxexhibit311.htm) | | |] [added: 2002](https://www.sec.gov/Archives/edgar/data/1609711/000160971125000023/a202410-kxexhibit311.htm)] | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 10.8+ | | | | | | [GoDaddy Inc. 2024 Omnibus Incentive Plan](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000095/ex101-godaddyinc2024omnibu.htm) | | | | | | 8-K | | | 10.1 | | | 6/7/2024 | | |
| 10.9+ | | | | | | [Form of GoDaddy Inc. 2024 Omnibus Incentive Plan PSU Grant Notice and PSU Agreement](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000133/exhibit102-formofpsuawarda.htm) | | | | | | 10-Q | | | 10.2 | | | 8/2/2024 | | |
| 10.10+ | | | | | | [Form of GoDaddy Inc. 2024 Omnibus Incentive Plan RSU Grant Notice and RSU Agreement](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000133/exhibit103-formofrsuawarda.htm) | | | | | | 10-Q | | | 10.3 | | | 8/2/2024 | | |
| 10.11+ | | | | | | [GoDaddy Inc. 2024 Employee Stock Purchase Plan](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000095/ex102-godaddyinc2024employ.htm) | | | | | | 8-K | | | 10.2 | | | 6/7/2024 | | |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | |
| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | Exhibit | | | Filing Date | | |
| 10.23 | | | | | | [Tenth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto and Royal Bank of Canada, effective as of January 22, 2024](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000009/ex101-1222024.htm) | | | | | | 8-K | | | 10.1 | | | 1/23/2024 | | |
| 10.24 | | | | | | [Eleventh Amendment to Second Amended and Restated Credit Agreement by and among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto and Royal Bank of Canada, effective as of May 31, 2024](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000082/ex101-53124.htm) | | | | | | 8-K | | | 10.1 | | | 5/31/2024 | | |
| 10.25 | | | | | | [Twelfth Amendment to Second Amended and Restated Credit Agreement, among Desert Newco, LLC, Go Daddy Operating Company, LLC, GD Finance Co, LLC, the lending institutions from time to time party thereto and Royal Bank of Canada, effective as of December 16, 2024](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000205/ex101-121624.htm) | | | | | | 8-K | | | 10.1 | | | 12/16/2024 | | |
| 10.32+ | | | | | | [Offer Letter between GoDaddy.com, LLC, GoDaddy Inc. and Jared Sine, dated February 8, 2024](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000013/offerletterbetweengodaddyc.htm) | | | | | | 8-K | | | 10.1 | | | 2/8/2024 | | |
| 10.33+ | | | | | | [Change in Control and Severance Agreement between GoDaddy.com, LLC, GoDaddy Inc. and Jared Sine](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000013/changeincontrolandseveranc.htm) | | | | | | 8-K | | | 10.2 | | | 2/8/2024 | | |
| 10.34+ | | | | | | [Offer Letter between GoDaddy.com, LLC, GoDaddy, Inc. and Phontip Palitwanon, dated November 6, 2024](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000172/exhibit101offerletter-caon.htm) | | | | | | 8-K | | | 10.1 | | | 11/8/2024 | | |
| 10.35 | | | | | | [Form of GoDaddy California Onboarding Agreement](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000172/exhibit102formofgodaddycao.htm) | | | | | | 8-K | | | 10.2 | | | 11/8/2024 | | |
| 10.36+ | | | | | | [Separation Agreement and Release, dated November 14, 2024 and effective November 22, 2024](https://www.sec.gov/Archives/edgar/data/1609711/000160971124000188/exhibit101-ndseparationagr.htm) | | | | | | 8-K/A | | | 10.1 | | | 11/22/2024 | | |
| 19.1* | | | | | | [GoDaddy Inc. Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/1609711/000160971125000023/ex191-insidertradingpolicy.htm) | | | | | | | | | | | | | | |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | |
| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | Exhibit | | | Filing Date | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 4.5+ | | | | | | [The Go Daddy Group, Inc. 2006 Equity Incentive Plan](http://www.sec.gov/Archives/edgar/data/1609711/000119312515097553/d728713dex1028.htm) | | | | | | S-1/A | | | 333-196615 | | | 10.28 | | | 3/19/2015 | | |
| 10.1 | | | | | | [Tax Receivable Agreement (Exchanges) dated as of March 31, 2015, by and among GoDaddy Inc. and the persons named therein](http://www.sec.gov/Archives/edgar/data/1609711/000119312515120133/d903539dex105.htm) | | | | | | 8-K | | | 001-36904 | | | 10.5 | | | 4/6/2015 | | |
| 10.2 | | | | | | [Tax Receivable Agreement (KKR Co-Invest Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and GDG Co-Invest Blocker L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000119312515120133/d903539dex106.htm) | | | | | | 8-K | | | 001-36904 | | | 10.6 | | | 4/6/2015 | | |
| 10.3 | | | | | | [Tax Receivable Agreement (KKR Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and KKR 2006 GDG Blocker L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000119312515120133/d903539dex107.htm) | | | | | | 8-K | | | 001-36904 | | | 10.7 | | | 4/6/2015 | | |
| 10.4 | | | | | | [Tax Receivable Agreement (SLP Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and SLP III Kingdom Feeder I, L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000119312515120133/d903539dex108.htm) | | | | | | 8-K | | | 001-36904 | | | 10.8 | | | 4/6/2015 | | |
| 10.5 | | | | | | [Tax Receivable Agreement (TCV Reorganization) dated as of March 31, 2015, by and among GoDaddy Inc. and TCV VII (A) L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000119312515120133/d903539dex109.htm) | | | | | | 8-K | | | 001-36904 | | | 10.9 | | | 4/6/2015 | | |
| 10.6 | | | | | | [Amendment No. 1 to the Tax Receivable Agreement (Exchanges), dated July 31, 2020, by and among GoDaddy Inc. and the parties named therein.](http://www.sec.gov/Archives/edgar/data/1609711/000160971120000105/exhibit101-traexchange.htm) | | | | | | 8-K | | | 001-36904 | | | 10.1 | | | 8/5/2020 | | |
| 10.7 | | | | | | [TRA (Exchanges) Termination and Release Agreement, dated July 31, 2020, by and among GoDaddy Inc. and the parties named therein or subsequently becoming parties thereto](http://www.sec.gov/Archives/edgar/data/1609711/000160971120000105/exhibit102-traexchange.htm) | | | | | | 8-K | | | 001-36904 | | | 10.2 | | | 8/5/2020 | | |
| 10.8 | | | | | | [TRA (KKR Reorganization) Termination and Release Agreement, dated July 31, 2020, by and among GoDaddy Inc. and KKR 2006 GDG Blocker L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000160971120000105/exhibit103-trakkrreorg.htm) | | | | | | 8-K | | | 001-36904 | | | 10.3 | | | 8/5/2020 | | |
| 10.9 | | | | | | [TRA (KKR Co-Invest Reorganization) Termination and Release Agreement, dated July 31, 2020, by and among GoDaddy Inc. and GDG Co-Invest Blocker L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000160971120000105/exhibit104-trakkrcoxin.htm) | | | | | | 8-K | | | 001-36904 | | | 10.4 | | | 8/5/2020 | | |
| 10.10 | | | | | | [TRA (SLP Reorganization) Termination and Release Agreement, dated July 31, 2020, by and among GoDaddy Inc. and SLP III Kingdom Feeder I, L.P.](http://www.sec.gov/Archives/edgar/data/1609711/000160971120000105/exhibit105-traslpreorg.htm) | | | | | | 8-K | | | 001-36904 | | | 10.5 | | | 8/5/2020 | | |
| 10.11 | | | | | | [TRA (TCV Reorganization) Termination and Release Agreement, by and among GoDaddy Inc. and TCV VII (A) L.P.](https://www.sec.gov/Archives/edgar/data/1609711/000160971120000105/exhibit106-tratcvreorg.htm) | | | | | | 8-K | | | 001-36904 | | | 10.6 | | | 8/5/2020 | | |
| 10.29+ | | | | | | [Consulting Agreement, by and between GoDaddy Inc. and Chuck Robel, dated June 6, 2023](https://www.sec.gov/Archives/edgar/data/1609711/000160971123000129/gddyex-consultingagreement.htm) | | | | | | 10-Q | | | 001-36904 | | | 10.2 | | | 8/4/2023 | | |
An excerpt. Shown here: 40 of 50 rewritten, all 23 added and all 15 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2024 filing and the FY2023 filing.
Item 16. Form 10-K Summary
11 rewritten, 3 added, 1 removed, 23 unchanged
| Date: | | | February [removed: 29, 2024] [added: 20, 2025] | | | /s/ Aman Bhutani | | |
| /s/ Aman Bhutani | | | | | | | | | Chief Executive Officer and Director (Principal Executive Officer) | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Mark McCaffrey | | | | | | | | | Chief Financial Officer (Principal Financial Officer) | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ [removed: Nick Daddario] [added: Phontip Palitwanon] | | | | | | | | | Chief Accounting Officer (Principal Accounting Officer) | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Brian H. Sharples | | | | | | | | | Chairman of the Board of Directors | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Herald Y. Chen | | | | | | | | | Director | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Caroline F. Donahue | | | | | | | | | Director | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Mark Garrett | | | | | | | | | Director | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Leah Sweet | | | | | | | | | Director | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Srini Tallapragada | | | | | | | | | Director | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| /s/ Sigal Zarmi | | | | | | | | | Director | | | | | | February [removed: 29, 2024] [added: 20, 2025] | | |
| Phontip Palitwanon | | | | | | | | | | | | | | | | | |
| /s/ Graham Smith | | | | | | | | | Director | | | | | | February 20, 2025 | | |
| Graham Smith | | | | | | | | | | | | | | | | | |
| Nick Daddario | | | | | | | | | | | | | | | | | |