Item 1. FINANCIAL STATEMENTS

Workday, Inc.

Condensed Consolidated Balance Sheets

(in millions)

(unaudited)

			July 31, 2025						January 31, 2025
Assets
Current assets:
Cash and cash equivalents			$	1,264					$	1,543
Marketable securities			6,922						6,474
Trade and other receivables, net			1,609						1,950
Deferred costs			278						267
Prepaid expenses and other current assets			334						311
Total current assets			10,407						10,545
Property and equipment, net			1,121						1,239
Operating lease right-of-use assets			719						336
Deferred costs, noncurrent			562						561
Acquisition-related intangible assets, net			320						361
Deferred tax assets			959						1,039
Goodwill			3,478						3,478
Other assets			395						418
Total assets			$	17,961					$	17,977
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable			$	100					$	108
Accrued expenses and other current liabilities			346						296
Accrued compensation			537						578
Unearned revenue			3,852						4,467
Operating lease liabilities			110						99
Total current liabilities			4,945						5,548
Debt, noncurrent			2,985						2,984
Unearned revenue, noncurrent			65						80
Operating lease liabilities, noncurrent			681						279
Other liabilities			113						52
Total liabilities			8,789						8,943
Stockholders’ equity:
Common stock			0						0
Additional paid-in capital			12,055						11,463
Treasury stock			(1,900)						(1,308)
Accumulated other comprehensive income (loss)			(74)						84
Accumulated deficit			(909)						(1,205)
Total stockholders’ equity			9,172						9,034
Total liabilities and stockholders’ equity			$	17,961					$	17,977

See Notes to Condensed Consolidated Financial Statements

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Workday, Inc.

Condensed Consolidated Statements of Operations

(in millions, except number of shares which are reflected in thousands and per share data)

(unaudited)

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Revenues:
Subscription services			$	2,169					$	1,903					$	4,228					$	3,719
Professional services			179						182						360						356
Total revenues			2,348						2,085						4,588						4,075
Costs and expenses (1)****:
Costs of subscription services			370						304						720						594
Costs of professional services			212						207						399						406
Product development			660						649						1,322						1,305
Sales and marketing			641						611						1,264						1,184
General and administrative			216						202						429						403
Restructuring			1						1						167						8
Total costs and expenses			2,100						1,974						4,301						3,900
Operating income			248						111						287						175
Other income, net			56						57						120						116
Income before provision for income taxes			304						168						407						291
Provision for income taxes			76						36						111						52
Net income			$	228					$	132					$	296					$	239
Net income per share, basic			$	0.86					$	0.50					$	1.11					$	0.90
Net income per share, diluted			$	0.84					$	0.49					$	1.09					$	0.89
Weighted-average shares used to compute net income per share, basic			266,777						265,317						266,649						264,885
Weighted-average shares used to compute net income per share, diluted			270,180						267,949						270,240						269,128

(1) Costs and expenses include share-based compensation expense as follows:
			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Costs of subscription services			$	39					$	35					$	81					$	73
Costs of professional services			28						28						58						59
Product development			170						163						353						336
Sales and marketing			84						77						177						149
General and administrative			70						67						140						138
Restructuring			0						0						42						0
Total share-based compensation expense			$	391					$	370					$	851					$	755

See Notes to Condensed Consolidated Financial Statements

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Workday, Inc.

Condensed Consolidated Statements of Comprehensive Income

(in millions)

(unaudited)

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Net income			$	228					$	132					$	296					$	239
Other comprehensive income (loss), net of tax:
Net change in foreign currency translation adjustment			1						(1)						3						(3)
Net change in unrealized gains (losses) on available-for-sale debt securities, net of tax provision (benefit) of $(5), $10, $5, and $1, respectively			(16)						27						14						2
Net change in unrealized losses on cash flow hedges, net of tax provision (benefit) of $(1), $(1), $(5), and $0, respectively			(15)						(24)						(175)						(1)
Other comprehensive income (loss), net of tax			(30)						2						(158)						(2)
Comprehensive income			$	198					$	134					$	138					$	237

See Notes to Condensed Consolidated Financial Statements

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Workday, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(in millions, except number of shares which are reflected in thousands)

(unaudited)

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Common stock:
Balance, beginning of period			$	0					$	0					$	0					$	0
Issuance of common stock under employee equity plans			0						0						0						0
Shares withheld related to net share settlement of equity awards			0						0						0						0
Balance, end of period			0						0						0						0
Additional paid-in capital:
Balance, beginning of period			11,701						10,512						11,463						10,400
Issuance of common stock under employee equity plans			111						106						111						106
Shares withheld related to net share settlement of equity awards			(151)						(121)						(374)						(395)
Share-based compensation			394						372						855						758
Balance, end of period			12,055						10,869						12,055						10,869
Treasury stock:
Balance, beginning of period			(1,601)						(742)						(1,308)						(608)
Common stock repurchases under share repurchase programs			(299)						(309)						(592)						(443)
Balance, end of period			(1,900)						(1,051)						(1,900)						(1,051)
Accumulated other comprehensive income (loss):
Balance, beginning of period			(44)						17						84						21
Other comprehensive income (loss)			(30)						2						(158)						(2)
Balance, end of period			(74)						19						(74)						19
Accumulated deficit:
Balance, beginning of period			(1,137)						(1,624)						(1,205)						(1,731)
Net income			228						132						296						239
Balance, end of period			(909)						(1,492)						(909)						(1,492)
Total stockholders’ equity			$	9,172					$	8,345					$	9,172					$	8,345

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Common stock shares:
Balance, beginning of period			266,596						265,218						266,352						263,862
Issuance of common stock under employee equity plans			2,142						1,959						4,679						4,835
Shares withheld related to net share settlement of equity awards			(618)						(530)						(1,621)						(1,548)
Common stock repurchased			(1,216)						(1,387)						(2,506)						(1,889)
Balance, end of period			266,904						265,260						266,904						265,260

See Notes to Condensed Consolidated Financial Statements

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Workday, Inc.

Condensed Consolidated Statements of Cash Flows

(in millions)

(unaudited)

									Six Months Ended July 31,
															2025						2024
Cash flows from operating activities:
Net income															$	296					$	239
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization															165						154
Share-based compensation expense															851						755
Amortization of deferred costs															140						121
Non-cash lease expense															54						51
Losses on investments, net															2						10
Accretion of discounts on marketable debt securities, net															(38)						(62)
Deferred income taxes															84						33
Other															47						11
Changes in operating assets and liabilities, net of business combinations:
Trade and other receivables, net															337						351
Deferred costs															(152)						(104)
Prepaid expenses and other assets															15						24
Accounts payable															0						12
Accrued expenses and other liabilities															(99)						(124)
Unearned revenue															(629)						(528)
Net cash provided by operating activities															1,073						943
Cash flows from investing activities:
Purchases of marketable securities															(2,211)						(2,143)
Maturities of marketable securities															1,515						2,132
Sales of marketable securities															265						68
Capital expenditures															(64)						(136)
Business combinations, net of cash acquired															0						(522)
Purchases of non-marketable equity and other investments															(15)						(7)
Sales of non-marketable equity and other investments															0						5
Net cash used in investing activities															(510)						(603)
Cash flows from financing activities:
Repurchases of common stock															(589)						(440)
Proceeds from issuance of common stock from employee equity plans															111						106
Taxes paid related to net share settlement of equity awards															(372)						(381)
Net cash used in financing activities															(850)						(715)
Effect of exchange rate changes															2						0
Net decrease in cash, cash equivalents, and restricted cash															(285)						(375)
Cash, cash equivalents, and restricted cash at the beginning of period															1,554						2,024
Cash, cash equivalents, and restricted cash at the end of period															$	1,269					$	1,649

See Notes to Condensed Consolidated Financial Statements

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									Six Months Ended July 31,
															2025						2024
Supplemental cash flow data:
Cash paid for interest															$	55					$	55
Cash paid for income taxes, net of refunds															58						35
Non-cash investing and financing activities:
Purchases of property and equipment, accrued but not paid															18						56
Taxes related to net share settlement of equity awards, accrued but not paid															15						14

			As of July 31,
			2025						2024
Reconciliation of cash, cash equivalents, and restricted cash as shown in the Condensed Consolidated Statements of Cash Flows:
Cash and cash equivalents			$	1,264					$	1,635
Restricted cash included in Prepaid expenses and other current assets			5						14
Total cash, cash equivalents, and restricted cash			$	1,269					$	1,649

See Notes to Condensed Consolidated Financial Statements

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Workday, Inc.

Notes to Condensed Consolidated Financial Statements

As used in this report, the terms “Workday,” “registrant,” “we,” “us,” and “our” mean Workday, Inc. and its subsidiaries unless the context indicates otherwise.

Amounts in this report may not recalculate due to rounding. Year-over-year comparisons, operating margin, and net income per share are calculated using unrounded data.

Note 1. Overview and Basis of Presentation

Description of the Business

Workday is a leading enterprise platform that provides organizations with solutions for financial management, human capital management (“HCM”), planning, spend management, and analytics. With Workday, our customers have an artificial intelligence (“AI”)-powered cloud platform to help manage their people, money, and agents.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the results of Workday, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of our management, the information contained herein reflects all adjustments necessary for a fair presentation of Workday’s financial position, results of operations, stockholders’ equity, and cash flows. All such adjustments are of a normal, recurring nature. The results of operations for the three and six months ended July 31, 2025, shown in this report are not necessarily indicative of the results to be expected for the full fiscal year ending January 31, 2026. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended January 31, 2025, filed with the SEC on March 11, 2025.

Certain prior period amounts reported in our unaudited condensed consolidated financial statements and notes thereto have been reclassified to conform to current period presentation.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant estimates, judgments, and assumptions include, but are not limited to, the identification of distinct performance obligations for revenue recognition, the determination of the period of benefit for deferred commissions, the realizability of deferred tax assets, the measurement of uncertain tax positions, the fair value and useful lives of assets acquired and liabilities assumed through business combinations, and the valuation of non-marketable equity investments. Actual results could differ from those estimates, judgments, and assumptions, and such differences could be material to our condensed consolidated financial statements.

Segment Information

We operate as a single operating and reportable segment: cloud applications. Although we offer a variety of enterprise cloud solutions to a diverse global customer base, we operate in one operating segment because our business activities are managed on a consolidated basis, our service offerings all operate on the Workday platform and are deployed in a similar manner, and our Chief Operating Decision Maker (“CODM”), who is our Chief Executive Officer, allocates resources and assesses performance based upon discrete financial information at the consolidated level.

Our CODM assesses performance and decides how to allocate resources based on Net income, as reported on the Consolidated Statements of Operations. Net income is used to evaluate the overall profitability of the business and to guide decisions on how to invest in and grow the business. Our CODM also reviews Total assets, as reported on the Consolidated Balance Sheets, and Capital expenditures, as reported on the Consolidated Statements of Cash Flows. Significant segment expenses include the costs and expenses presented on the Consolidated Statements of Operations. Other segment items include Other income, net and Provision for income taxes.

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Note 2. Significant Accounting Policies and Accounting Standards

Significant Accounting Policies

There have been no material changes in our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended January 31, 2025.

Concentrations of Risk and Significant Customers

Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, debt securities, derivative instruments, and trade and other receivables. Our deposits exceed federally insured limits.

No customer individually accounted for more than 10% of trade and other receivables, net as of July 31, 2025, or January 31, 2025. No customer individually accounted for more than 10% of total revenues during the three and six months ended July 31, 2025, or 2024.

Other than the United States, no country individually accounted for more than 10% of total revenues during the three and six months ended July 31, 2025, or 2024.

In order to reduce the risk of disruption of our cloud applications, we host our applications in data centers operated by third parties located in the United States, Europe, Canada, and the Asia-Pacific region. These data centers include third-party hosted infrastructure, including Amazon Web Services and Google Cloud, and co-location data centers. Procedures are in place to restore services in the event of disruption at one of these data center facilities. Even with these procedures for disaster recovery in place, our cloud applications could be significantly interrupted during the implementation of the procedures to restore services.

Recently Issued Accounting Pronouncements

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2023-09, Income Taxes (Topic 740): Improvements to Income Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. This ASU is effective for annual periods beginning in our fiscal 2026. The updated standard allows for adoption on a prospective basis, with a retrospective option. We are currently evaluating the effect the updated standard will have on our financial statement disclosures.

In July 2025, the FASB issued ASU No. 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, which introduces a practical expedient for the application of the current expected credit loss model to current accounts receivable and contract assets. This ASU is effective for interim and annual reporting periods beginning in the first quarter of our fiscal 2027, with early adoption permitted. The updated standard provides for adoption on a prospective basis. We are currently evaluating the impacts of the updated standard.

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires the disclosure of additional information about specific expense categories in the notes to the financial statements. This ASU is effective for annual periods beginning in our fiscal 2028, and interim periods beginning in the first quarter of our fiscal 2029, with early adoption permitted. The updated standard allows for adoption on a prospective or retrospective basis. We are currently evaluating the effect the updated standard will have on our financial statement disclosures.

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Note 3. Investments

Debt Securities

As of July 31, 2025, debt securities consisted of the following (in millions):

			Amortized Cost						Unrealized Gains						Unrealized Losses						Aggregate Fair Value
U.S. treasury securities			$	2,050					$	6					$	0					$	2,056
U.S. agency obligations			537						1						0						538
Corporate bonds			3,943						25						(1)						3,967
Commercial paper			215						0						0						215
Asset-backed securities			305						1						0						306
Other debt securities			42						0						0						42
Total debt securities			$	7,092					$	33					$	(1)					$	7,124
Included in Cash and cash equivalents			$	202					$	0					$	0					$	202
Included in Marketable securities			$	6,890					$	33					$	(1)					$	6,922

As of January 31, 2025, debt securities consisted of the following (in millions):

			Amortized Cost						Unrealized Gains						Unrealized Losses						Aggregate Fair Value
U.S. treasury securities			$	2,069					$	4					$	(1)					$	2,072
U.S. agency obligations			634						2						0						636
Corporate bonds			3,532						11						(3)						3,540
Commercial paper			294						0						0						294
Asset-backed securities			104						0						0						104
Other debt securities			5						0						0						5
Total debt securities			$	6,638					$	17					$	(4)					$	6,651
Included in Cash and cash equivalents			$	177					$	0					$	0					$	177
Included in Marketable securities			$	6,461					$	17					$	(4)					$	6,474

The following table presents the fair values of debt securities as of July 31, 2025, by remaining contractual maturity (in millions). Actual maturities may differ from contractual maturities because borrowers may have certain prepayment conditions.

Due within 1 year			$	2,313
Due 1 year through 5 years			4,650
Due 5 years through 10 years			91
Due after 10 years			70
Total debt securities			$	7,124

We classify our debt securities as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. We consider all debt securities as funds available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities as current assets on the Condensed Consolidated Balance Sheets. Debt securities included in Marketable securities on the Condensed Consolidated Balance Sheets consist of securities with original maturities at the time of purchase greater than three months, and the remaining securities are included in Cash and cash equivalents.

Interest receivable of $62 million and $53 million was included in Prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets as of July 31, 2025, and January 31, 2025, respectively.

As of July 31, 2025, and January 31, 2025, unrealized losses on our debt securities were not material. We did not recognize any credit losses related to our debt securities during the periods presented.

We sold $265 million and $68 million of debt securities during the six months ended July 31, 2025, and 2024, respectively. The realized gains and losses from the sales were not material for the periods presented.

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Equity Investments

Equity investments consisted of the following (in millions):

			Condensed Consolidated Balance Sheets Location												July 31, 2025						January 31, 2025
Money market funds			Cash and cash equivalents												$	802					$	988
Non-marketable equity investments measured using the measurement alternative			Other assets												251						244
Total equity investments															$	1,053					$	1,232

Non-Marketable Equity Investments Measured Using the Measurement Alternative

Non-marketable equity investments measured using the measurement alternative include investments in privately held companies without readily determinable fair values in which we do not own a controlling interest or exercise significant influence. These investments are recorded at cost and are adjusted for observable transactions for same or similar securities of the same issuer or impairment events. The carrying values for our non-marketable equity investments are summarized below (in millions):

			July 31, 2025						January 31, 2025
Total initial cost			$	223					$	217
Cumulative net unrealized gains (losses)			28						27
Carrying value			$	251					$	244

We recognized net losses on non-marketable equity investments of $2 million and $3 million for the three months ended July 31, 2025, and 2024, respectively, and $3 million and $10 million for the six months ended July 31, 2025, and 2024, respectively.

Note 4. Fair Value Measurements

We use a fair value hierarchy that requires that we maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value:

Level 1 — Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 — Other inputs that are directly or indirectly observable in the marketplace.

Level 3 — Unobservable inputs that are supported by little or no market activity.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table presents information about our assets and liabilities that are measured at fair value on a recurring basis and their assigned levels within the valuation hierarchy as of July 31, 2025 (in millions):

			Level 1						Level 2						Level 3						Total
U.S. treasury securities			$	2,056					$	0					$	0					$	2,056
U.S. agency obligations			0						538						0						538
Corporate bonds			0						3,967						0						3,967
Commercial paper			0						215						0						215
Asset-backed securities			0						306						0						306
Other debt securities			0						42						0						42
Money market funds			802						0						0						802
Foreign currency derivative assets			0						30						0						30
Total assets			$	2,858					$	5,098					$	0					$	7,956
Foreign currency derivative liabilities			$	0					$	121					$	0					$	121
Total liabilities			$	0					$	121					$	0					$	121

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The following table presents information about our assets and liabilities that are measured at fair value on a recurring basis and their assigned levels within the valuation hierarchy as of January 31, 2025 (in millions):

			Level 1						Level 2						Level 3						Total
U.S. treasury securities			$	2,072					$	0					$	0					$	2,072
U.S. agency obligations			0						636						0						636
Corporate bonds			0						3,540						0						3,540
Commercial paper			0						294						0						294
Asset-backed securities			0						104						0						104
Other debt securities			0						5						0						5
Money market funds			988						0						0						988
Foreign currency derivative assets			0						112						0						112
Total assets			$	3,060					$	4,691					$	0					$	7,751
Foreign currency derivative liabilities			$	0					$	26					$	0					$	26
Total liabilities			$	0					$	26					$	0					$	26

Non-Marketable Equity Investments Measured at Fair Value on a Non-Recurring Basis

Non-marketable equity investments that have been remeasured due to an observable event or impairment are classified within Level 3 in the fair value hierarchy because we estimate the value based on valuation methods which may include a combination of the observable transaction price at the transaction date and other unobservable inputs including volatility, rights, and obligations of the investments we hold. For further information, see Note 3, Investments.

Fair Value Measurements of Other Financial Instruments

We carry our debt at face value less unamortized debt discount and issuance costs on our Condensed Consolidated Balance Sheets and present the fair value for disclosure purposes only. The fair values of all of our debt obligations are categorized as Level 2 financial instruments. For further information on the fair values of our debt and the inputs used in the calculations, see Note 10, Debt.

Note 5. Deferred Costs

Deferred costs, which consist of deferred sales commissions, were $840 million and $828 million as of July 31, 2025, and January 31, 2025, respectively. Amortization expense for the deferred costs was $72 million and $62 million for the three months ended July 31, 2025, and 2024, respectively, and $140 million and $121 million for the six months ended July 31, 2025, and 2024, respectively. There was no impairment loss in relation to the costs capitalized for the periods presented.

Note 6. Property and Equipment, Net

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

			July 31, 2025						January 31, 2025
Computers, equipment, and software			$	1,298					$	1,370
Buildings			685						752
Leasehold improvements			259						252
Furniture, fixtures, and transportation equipment			109						108
Land and land improvements			77						81
Property and equipment, gross			2,428						2,563
Less accumulated depreciation and amortization			(1,307)						(1,324)
Property and equipment, net			$	1,121					$	1,239

Depreciation expense totaled $59 million and $58 million for the three months ended July 31, 2025, and 2024, respectively, and $121 million and $115 million for the six months ended July 31, 2025, and 2024, respectively.

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Note 7. Acquisition-Related Intangible Assets, Net

Acquisition-related intangible assets, net consisted of the following as of July 31, 2025 (in millions):

			Gross Carrying Amount						Accumulated Amortization						Net Book Value
Developed technology			$	473					$	(327)					$	146
Customer relationships			362						(188)						174
Backlog			15						(15)						0
Trade name			14						(14)						0
Total			$	864					$	(544)					$	320

Acquisition-related intangible assets, net consisted of the following as of January 31, 2025 (in millions):

			Gross Carrying Amount						Accumulated Amortization						Net Book Value
Developed technology			$	473					$	(303)					$	170
Customer relationships			362						(171)						191
Backlog			15						(15)						0
Trade name			14						(14)						0
Total			$	864					$	(503)					$	361

Amortization expense related to acquisition-related intangible assets was $21 million and $20 million for the three months ended July 31, 2025, and 2024, respectively, and $42 million and $37 million for the six months ended July 31, 2025, and 2024, respectively.

As of July 31, 2025, our future estimated amortization expense related to acquisition-related intangible assets was as follows (in millions):

Fiscal Period:
Remainder of 2026			$	41
2027			57
2028			53
2029			43
2030			35
Thereafter			91
Total			$	320

Note 8. Other Assets

Other assets consisted of the following (in millions):

			July 31, 2025						January 31, 2025
Non-marketable equity and other investments			$	254					$	247
Contract assets			45						44
Technology patents and other intangible assets, net			23						25
Prepayments for goods and services			12						16
Deposits			11						10
Derivative assets			6						52
Other			44						24
Total other assets			$	395					$	418

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Technology patents and other intangible assets with estimable useful lives are amortized on a straight-line basis. As of July 31, 2025, our future estimated amortization expense was as follows (in millions):

Fiscal Period:
Remainder of 2026			$	2
2027			3
2028			3
2029			3
2030			2
Thereafter			10
Total			$	23

Note 9. Derivative Instruments

We conduct business on a global basis in multiple foreign currencies, subjecting Workday to foreign currency exchange risk. To mitigate this risk, we utilize derivative hedging contracts as described below. We do not enter into any derivatives for trading or speculative purposes.

Our foreign currency contracts are classified within Level 2 of the fair value hierarchy because the valuation inputs are based on quoted prices and market observable data of similar instruments in active markets, such as currency spot and forward rates.

Cash Flow Hedges

We enter into foreign currency forward contracts to hedge a portion of our forecasted revenue and expense transactions (“cash flow hedges”). We designate these forward contracts as cash flow hedging instruments since the accounting criteria for such designation has been met.

Cash flow hedges are recorded on the Condensed Consolidated Balance Sheets at fair value. Cash flows from the settlement of these forward contracts are classified as operating activities on the Condensed Consolidated Statements of Cash Flows. Gains or losses resulting from changes in the fair value of these hedges are recorded in Accumulated other comprehensive income (loss) (“AOCI”) on the Condensed Consolidated Balance Sheets and are subsequently reclassified to the same line item as the hedged transaction on the Condensed Consolidated Statements of Operations in the same period that the hedged transaction affects earnings. As of July 31, 2025, we estimate that $6 million of net losses recorded in AOCI related to our cash flow hedges will be reclassified into earnings within the next 12 months.

As of July 31, 2025, and January 31, 2025, the notional values of the cash flow hedges that we held to buy U.S. dollars in exchange for other currencies were $3.0 billion and $2.8 billion, respectively, and the notional values of the cash flow hedges that we held to sell U.S. dollars in exchange for other currencies were $428 million and $420 million, respectively. All contracts had maturities of less than 55 months.

Non-Designated Hedges

We also enter into foreign currency forward contracts to hedge a portion of our net outstanding monetary assets and liabilities (“non-designated hedges”). These forward contracts are intended to offset foreign currency gains or losses associated with the underlying monetary assets and liabilities and are recorded on the Condensed Consolidated Balance Sheets at fair value. These forward contracts are not designated as hedging instruments under applicable accounting guidance, and therefore all changes in the fair value of these forward contracts are recorded in Other income, net on the Condensed Consolidated Statements of Operations. Cash flows from the settlement of these forward contracts are classified as operating activities on the Condensed Consolidated Statements of Cash Flows.

As of July 31, 2025, and January 31, 2025, the notional values of the non-designated hedges that we held to buy U.S. dollars in exchange for other currencies were $212 million and $242 million, respectively, and the notional values of the non-designated hedges that we held to sell U.S. dollars in exchange for other currencies were $538 million and $91 million, respectively.

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The fair values of outstanding derivative instruments were as follows (in millions):

			Condensed Consolidated Balance Sheets Location						July 31, 2025						January 31, 2025
Derivative assets:
Cash flow hedges			Prepaid expenses and other current assets						$	19					$	59
Cash flow hedges			Other assets						6						52
Non-designated hedges			Prepaid expenses and other current assets						5						1
Total derivative assets									$	30					$	112
Derivative liabilities:
Cash flow hedges			Accrued expenses and other current liabilities						$	48					$	22
Cash flow hedges			Other liabilities						58						3
Non-designated hedges			Accrued expenses and other current liabilities						14						1
Non-designated hedges			Other liabilities						1						0
Total derivative liabilities									$	121					$	26

The effect of cash flow hedges on the Condensed Consolidated Statements of Operations was as follows (in millions):

						Three Months Ended July 31,
Condensed Consolidated Statements of Operations Location						2025												2024
						Total						Gains (losses) related to cash flow hedges						Total						Gains (losses) related to cash flow hedges
Revenues						$	2,348					$	8					$	2,085					$	8
Costs and expenses						2,100						6						1,974						(3)

						Six Months Ended July 31,
Condensed Consolidated Statements of Operations Location						2025												2024
						Total						Gains (losses) related to cash flow hedges						Total						Gains (losses) related to cash flow hedges
Revenues						$	4,588					$	16					$	4,075					$	16
Costs and expenses						4,301						0						3,900						(4)

Pre-tax gains (losses) associated with cash flow hedges were as follows (in millions):

			Condensed Consolidated Statements of Operations and Statements of Comprehensive Income Locations						Three Months Ended July 31,												Six Months Ended July 31,
						2025						2024						2025						2024
Gains (losses) recognized in OCI			Net change in unrealized gains (losses) on cash flow hedges						$	(2)					$	(20)					$	(164)					$	11
Gains (losses) reclassified from AOCI into income (effective portion)			Revenues						8						8						16						16
Gains (losses) reclassified from AOCI into income (effective portion)			Costs and expenses						6						(3)						0						(4)

Gains (losses) associated with non-designated hedges were as follows (in millions):

			Condensed Consolidated Statements of Operations Location						Three Months Ended July 31,												Six Months Ended July 31,
						2025						2024						2025						2024
Gains (losses) related to non-designated hedges			Other income, net						$	(12)					$	(3)					$	(12)					$	(1)

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We manage our exposure to counterparty risk by entering into foreign currency forward contracts with a diversified group of eight major financial institutions and by actively monitoring outstanding positions. We are subject to netting agreements with all of these counterparties, under which we are permitted to net settle transactions of the same currency with a single net amount payable by one party to the other. After consideration of these netting arrangements, the total net settlement amount related to our foreign currency forward contracts is an asset position of $1 million and a liability position of $92 million as of July 31, 2025, and an asset position of $86 million as of January 31, 2025.

Although legally enforceable master netting arrangements exist between Workday and each counterparty, it is our policy to present the derivatives gross on the Condensed Consolidated Balance Sheets. Our foreign currency forward contracts are not subject to any credit contingent features or collateral requirements.

Note 10. Debt

Outstanding debt consisted of the following (in millions):

			July 31, 2025						January 31, 2025
2027 Notes			$	1,000					$	1,000
2029 Notes			750						750
2032 Notes			1,250						1,250
Total principal amount			3,000						3,000
Less: unamortized debt discount and issuance costs			(15)						(16)
Debt, noncurrent			$	2,985					$	2,984

As of July 31, 2025, our future principal payments for the outstanding debt were as follows (in millions):

Fiscal Period:
Remainder of 2026			$	0
2027			0
2028			1,000
2029			0
2030			750
Thereafter			1,250
Total principal amount			$	3,000

Senior Notes

In fiscal 2023, we issued $3.0 billion aggregate principal amount of senior notes, consisting of $1.0 billion aggregate principal amount of 3.500% notes due April 1, 2027 (“2027 Notes”), $750 million aggregate principal amount of 3.700% notes due April 1, 2029 (“2029 Notes”), and $1.25 billion aggregate principal amount of 3.800% notes due April 1, 2032 (“2032 Notes,” and together with the 2027 Notes and the 2029 Notes, “Senior Notes”). Interest is payable semi-annually in arrears on April 1 and October 1 of each year.

The Senior Notes are unsecured obligations and rank equally with all existing and future unsecured and unsubordinated indebtedness of Workday. We may redeem the Senior Notes in whole or in part at any time or from time to time, at specified redemption dates and prices. In addition, upon the occurrence of certain change of control triggering events, we may be required to repurchase the Senior Notes under specified terms. The indenture governing the Senior Notes also includes covenants (including certain limited covenants restricting our ability to incur certain liens and enter into certain sale and leaseback transactions), events of default, and other customary provisions. As of July 31, 2025, and January 31, 2025, we were in compliance with all covenants associated with the Senior Notes.

We incurred debt discount and issuance costs of approximately $27 million in connection with the Senior Notes offering, which were allocated on a pro rata basis to the 2027 Notes, 2029 Notes, and 2032 Notes. The debt discount and issuance costs are amortized on a straight-line basis, which approximates the effective interest rate method, to interest expense over the contractual term of each arrangement. The effective interest rates on the 2027 Notes, 2029 Notes, and 2032 Notes, which are calculated as the contractual interest rates adjusted for the debt discount and issuance costs, are 3.67%, 3.82%, and 3.90%, respectively.

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As of July 31, 2025, and January 31, 2025, the total estimated fair value of the Senior Notes was $2.9 billion and $2.8 billion, respectively. The estimated fair values of the Senior Notes, which we have classified as Level 2 financial instruments, were determined based on quoted bid prices in an over-the-counter market on the last trading day of the reporting period.

Credit Agreement

In fiscal 2023, we entered into a credit agreement (“2022 Credit Agreement”) which provides for a revolving credit facility in an aggregate principal amount of $1.0 billion. As of July 31, 2025, and January 31, 2025 we had no outstanding revolving loans under the 2022 Credit Agreement. The revolving loans under the 2022 Credit Agreement may be borrowed, repaid, and reborrowed until April 6, 2027, at which time all amounts borrowed must be repaid. The revolving loans under the 2022 Credit Agreement will bear interest, at our option, at a base rate plus a margin of 0.000% to 0.500% or a secured overnight financing rate (“SOFR”) plus 10 basis points, plus a margin of 0.750% to 1.500%, with such margin being determined based on our consolidated leverage ratio or debt rating. We are also obligated to pay an ongoing commitment fee on undrawn amounts.

The 2022 Credit Agreement contains customary representations, warranties, and affirmative and negative covenants, including a financial covenant, events of default, and indemnification provisions in favor of the lenders. The negative covenants include restrictions on the incurrence of liens and indebtedness, certain merger transactions, and other matters, all subject to certain exceptions. The financial covenant, based on a quarterly financial test, requires that we do not exceed a maximum leverage ratio of 3.50:1.00, subject to a step-up to 4.50:1.00 at our election for a certain period following an acquisition. As of July 31, 2025, and January 31, 2025, we were in compliance with all covenants included in the 2022 Credit Agreement.

Interest Expense on Debt

The following table sets forth total interest expense recognized related to our debt (in millions):

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Contractual interest expense			$	28					$	28					$	55					$	55
Interest cost related to amortization of debt discount and issuance costs			1						1						2						2
Total interest expense			$	29					$	29					$	57					$	57

Note 11. Leases

We have entered into operating lease agreements for our office space, data centers, and other property and equipment. Operating lease right-of-use assets were $719 million and $336 million as of July 31, 2025, and January 31, 2025, respectively, and operating lease liabilities were $791 million and $378 million as of July 31, 2025, and January 31, 2025, respectively.

In July 2025, the 20-year lease for our new European headquarters in Dublin, Ireland commenced, following its execution in the first quarter of fiscal 2026. This resulted in the recognition of an operating lease right-of-use asset of $313 million, and a corresponding operating lease liability of $333 million.

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The components of operating lease expense were as follows (in millions):

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Operating lease cost			$	34					$	29					$	65					$	58
Short-term lease cost			0						0						1						1
Variable lease cost			13						15						24						24
Total operating lease cost			$	47					$	44					$	90					$	83

Supplemental cash flow information related to our operating leases was as follows (in millions):

									Six Months Ended July 31,
															2025						2024
Cash paid for operating lease liabilities															$	64					$	51
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities															434						101

Other information related to our operating leases was as follows:

			July 31, 2025						January 31, 2025
Weighted average remaining lease term (in years)			11						5
Weighted average discount rate			4.16		%				4.20		%

As of July 31, 2025, maturities of operating lease liabilities were as follows (in millions):

Fiscal Period:
Remainder of 2026			$	65
2027			125
2028			133
2029			106
2030			75
Thereafter			518
Total lease payments			1,022
Less imputed interest			(231)
Total operating lease liabilities			$	791

As of July 31, 2025, we had operating leases for office space and data centers that had not yet commenced with total undiscounted lease payments of $35 million. These operating leases will commence in fiscal 2026, with lease terms ranging from approximately five to ten years.

Note 12. Commitments and Contingencies

Purchase Obligations

Our purchase obligations are primarily related to agreements for third-party hosted infrastructure platforms, data center equipment and software, business technology software and support, and sales and marketing activities. During the six months ended July 31, 2025, there were no material changes outside the ordinary course of business to our non-cancelable purchase obligations disclosed in our Annual Report on Form 10-K for the fiscal year ended January 31, 2025.

Legal Matters

We are a party to various legal proceedings and claims that arise in the ordinary course of business. We make a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular matter. In our opinion, as of July 31, 2025, there was not at least a reasonable possibility that we had incurred a material loss, or a material loss in excess of a recorded accrual, with respect to such loss contingencies.

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Note 13. Stockholders’ Equity

Common Stock

As of July 31, 2025, there were 217 million shares of Class A common stock, net of treasury stock, and 50 million shares of Class B common stock outstanding. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to 10 votes per share. Each share of Class B common stock can be converted into a share of Class A common stock at any time at the option of the holder.

Share Repurchase Programs

In August 2024, our Board of Directors authorized the repurchase of up to $1.0 billion of our outstanding shares of Class A common stock (“August 2024 Share Repurchase Program”), and in May 2025, our Board of Directors authorized the repurchase of up to an additional $1.0 billion of our outstanding shares of Class A common stock (“May 2025 Share Repurchase Program”). Under both programs, in accordance with applicable securities laws and other restrictions, we may repurchase shares of our Class A common stock through open market purchases, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act, in privately negotiated transactions, or by other means. The timing and total amount of share repurchases will depend upon business, economic, and market conditions, corporate and regulatory requirements, prevailing stock prices, and other considerations. Both programs have no expiration date, may be suspended or discontinued at any time, and do not obligate us to acquire any amount of Class A common stock.

Prior to the August 2024 and May 2025 Share Repurchase Programs, our Board of Directors authorized a $500 million share repurchase program in February 2024, which we completed in the third quarter of fiscal 2025, and a $500 million share repurchase program in November 2022, which we completed in the first quarter of fiscal 2025.

The table below sets forth information regarding our share repurchase programs (in millions, except number of shares which are reflected in thousands, and per share data):

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Total number of shares repurchased			1,216						1,387						2,506						1,889
Average price paid per share			$	245.57					$	223.10					$	236.11					$	234.78
Amount repurchased			$	299					$	309					$	592					$	443

All repurchases were made in open market transactions. As of July 31, 2025, we were authorized to repurchase a remaining $1.2 billion of our outstanding shares of Class A common stock under our share repurchase programs.

Employee Equity Plans

In fiscal 2023, our stockholders approved the 2022 Equity Incentive Plan (“2022 Plan”), with a reserve of 30 million shares for issuance. The 2022 Plan serves as the successor to our 2012 Equity Incentive Plan (“2012 Plan” and, together with the 2022 Plan, “Stock Plans”). Awards that are granted on or after the effective date of the 2022 Plan will be granted pursuant to and subject to the terms and provisions of the 2022 Plan. Prior awards granted under the 2012 Plan continue to be subject to the terms and provisions of the 2012 Plan. Shares that are forfeited or withheld in connection with the net share settlement of restricted stock units (“RSUs”) are added to the reserves of the 2022 Plan. As of July 31, 2025, 13 million shares of Class A common stock were available for future grants under the 2022 Plan.

In fiscal 2023, our stockholders approved the Amended and Restated 2012 Employee Stock Purchase Plan (“2012 ESPP”). Under the 2012 ESPP, eligible employees are granted options to purchase shares at the lower of 85% of the fair market value of the stock at the time of grant or 85% of the fair market value at the time of exercise. Options to purchase shares are granted twice yearly on or about June 1 and December 1, and are exercisable on or about the succeeding November 30 and May 31, respectively. As of July 31, 2025, 2 million shares of Class A common stock were available for issuance under the 2012 ESPP.

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Restricted Stock Units and Performance-Based Restricted Stock Units

The Stock Plans provide for the issuance of RSUs and performance-based restricted stock units (“PSUs”) to employees and non-employees. RSUs generally vest over four years. Activity during the six months ended July 31, 2025, was as follows (in thousands, except per share data):

			Number of Shares						Weighted-Average Grant Date Fair Value
Outstanding balance as of January 31, 2025			14,361						$	226.52
Granted- restricted stock units			6,408						217.57
Granted- performance-based restricted stock units (1)			72						214.10
Vested			(2,504)						230.02
Forfeited and canceled (2)			(2,832)						224.77
Outstanding balance as of July 31, 2025			15,505						222.52

(1)Includes approximately 42 thousand PSUs granted to executives in April 2025. The PSUs are subject to vesting based on the achievement of annual performance-based conditions determined at the beginning of each fiscal year and a three-year service-based condition. The PSUs will vest at the end of the three-year service period, with the number of shares vesting ranging from 0% to 150% of the target, based on the average attainment of the annual performance conditions.

(2)Includes shares withheld in connection with the net share settlement of RSUs.

As of July 31, 2025, there was a total of $2.9 billion in unrecognized compensation cost, adjusted for estimated forfeitures, related to unvested RSUs and PSUs, which is expected to be recognized over a weighted-average period of approximately three years.

Market-Based Restricted Stock Units

In fiscal 2023, 0.3 million shares of market-based RSUs were granted to Mr. Eschenbach in connection with his appointment as Co-CEO that vest based on appreciation of the price of our Class A common stock over a multi-year period and upon continued service (“PVU Award”). We estimated the fair value of the PVU Award on the grant date using the Monte Carlo simulation model with the following assumptions: (i) expected volatility of 40%, (ii) risk-free interest rate of 4%, and (iii) total performance period of six years. The weighted-average grant date fair value of the PVU Award was $124.80 per share. We recognize expense for the PVU Award over the requisite service period of five years using the accelerated attribution method. Provided that the requisite service is rendered, the total fair value of the PVU Award at the date of grant is recognized as compensation expense even if the market condition is not achieved. However, the number of shares that ultimately vest can vary significantly with the achievement of the specified market criteria.

As of July 31, 2025, there was a total of $5 million in unrecognized compensation cost related to the PVU Award, which is expected to be recognized over approximately two years.

Note 14. Contract Balances and Performance Obligations

Contract Balances

Contract assets and unearned revenue balances were as follows (in millions):

			Condensed Consolidated Balance Sheets Location						July 31, 2025						January 31, 2025
Contract assets:
Contract assets, current			Trade and other receivables, net						$	460					$	373
Contract assets, noncurrent			Other assets						45						44
Total contract assets									$	505					$	417
Unearned revenue (1):
Unearned revenue, current			Unearned revenue						$	3,852					$	4,467
Unearned revenue, noncurrent			Unearned revenue, noncurrent						65						80
Total unearned revenue									$	3,917					$	4,547

(1)Included in this balance are amounts related to professional services that are subject to cancellation and pro-rated refund rights of $73 million and $83 million as of July 31, 2025, and January 31, 2025, respectively.

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Revenues of $1.7 billion and $1.6 billion were recognized during the three months ended July 31, 2025, and 2024, respectively, that were included in the unearned revenue balances as of April 30, 2025, and 2024, respectively. Revenues of $3.1 billion and $2.8 billion were recognized during the six months ended July 31, 2025, and 2024, respectively, that were included in the unearned revenue balances as of January 31, 2025, and 2024, respectively.

Transaction Price Allocated to the Remaining Performance Obligations

As of July 31, 2025, approximately $25.4 billion of revenues are expected to be recognized from remaining performance obligations for subscription contracts. We expect to recognize revenues on approximately $7.9 billion and $14.1 billion of these remaining performance obligations over the next 12 and 24 months, respectively, with the balance recognized thereafter. Revenues from remaining performance obligations for professional services contracts as of July 31, 2025, were not material.

Note 15. Other Income, Net

Other income, net consisted of the following (in millions):

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Interest income			$	88					$	88					$	180					$	181
Interest expense (1)			(29)						(28)						(57)						(57)
Other (2)			(3)						(3)						(3)						(8)
Total other income, net			$	56					$	57					$	120					$	116

(1)Interest expense primarily includes the contractual interest expense of our debt obligations, and the related non-cash interest expense attributable to amortization of the debt discount and issuance costs. For further information, see Note 10, Debt.

(2)Other primarily includes the net gains (losses) from our equity investments. For further information, see Note 3, Investments.

Note 16. Income Taxes

We reported an income tax provision of $111 million and $52 million for the six months ended July 31, 2025, and 2024, respectively. The income tax provision for the six months ended July 31, 2025, was primarily attributable to earnings in the U.S. and profitable foreign jurisdictions. The income tax provision for the six months ended July 31, 2024, was primarily attributable to earnings in the U.S. and profitable foreign jurisdictions, offset by the excess tax benefit from share-based compensation.

We are subject to income tax audits in the U.S. and foreign jurisdictions. We record liabilities related to uncertain tax positions and believe that we have provided adequate reserves for income tax uncertainties in all open tax years. Due to our history of tax losses, all years remain open to tax audit.

We periodically evaluate the realizability of our deferred tax assets based on all available evidence, both positive and negative, such as historic results, future reversals of existing deferred tax liabilities, and projected future taxable income, as well as prudent and feasible tax-planning strategies. The assessment requires significant judgment and is performed in each of the applicable jurisdictions. As of July 31, 2025, we continue to maintain valuation allowances related to tax credits in certain state jurisdictions and net operating loss in certain foreign jurisdictions. We will continue to evaluate the need for valuation allowances for our deferred tax assets.

On July 4, 2025, the One Big Beautiful Bill Act (“The 2025 Tax Act”) was signed into law. The 2025 Tax Act makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and modifications to the international tax framework. The 2025 Tax Act did not have a material impact on our annual effective tax rate, and is expected to reduce our domestic cash tax outflows for the remainder of fiscal 2026. Due to the complexity and various upcoming effective dates of the 2025 Tax Act, we are still in the process of assessing its impact on our consolidated financial statements. The final impact may differ from our current estimates based on further analysis, regulatory guidance, and any legislative changes.

Note 17. Net Income Per Share

Basic net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period, net of treasury stock. Diluted net income per share is computed by giving effect to all potentially dilutive shares of common stock, including outstanding share-based awards consisting primarily of unvested RSUs and ESPP obligations. We determine the dilutive effect of outstanding share-based awards using the treasury stock method.

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The net income per share is allocated based on the contractual participation rights of the Class A common shares and Class B common shares as if the income for the period had been distributed. As the liquidation and dividend rights are identical, the net income is allocated on a proportionate basis. The computation of the diluted net income per share of Class A common stock assumes the conversion of our Class B common stock to Class A common stock, while the diluted net income per share of Class B common stock does not assume the conversion of those shares.

The following table presents the calculation of basic and diluted net income per share (in millions, except number of shares, which are reflected in thousands, and per share data):

			Three Months Ended July 31,																								Six Months Ended July 31,
			2025												2024												2025												2024
			Class A						Class B						Class A						Class B						Class A						Class B						Class A						Class B
Net income per share, basic:
Numerator:
Net income			$	185					$	43					$	106					$	26					$	239					$	57					$	191					$	48
Denominator:
Weighted-average shares outstanding, basic			216,167						50,610						212,612						52,705						215,794						50,855						211,998						52,887
Net income per share, basic			$	0.86					$	0.86					$	0.50					$	0.50					$	1.11					$	1.11					$	0.90					$	0.90
Net income per share, diluted:
Numerator:
Net income			$	185					$	43					$	106					$	26					$	239					$	57					$	191					$	48
Reallocation of net income as a result of conversion of Class B to Class A common stock			43						0						26						0						57						0						48						0
Reallocation of net income to Class B common stock			0						0						0						0						0						(1)						0						(1)
Net income for diluted calculation			$	228					$	43					$	132					$	26					$	296					$	56					$	239					$	47
Denominator:
Weighted-average shares outstanding, basic			216,167						50,610						212,612						52,705						215,794						50,855						211,998						52,887
Conversion of Class B to Class A common stock			50,610						0						52,705						0						50,855						0						52,887						0
Dilutive effect of share-based awards			3,403						0						2,632						0						3,591						0						4,243						0
Weighted-average shares outstanding, diluted			270,180						50,610						267,949						52,705						270,240						50,855						269,128						52,887
Net income per share, diluted			$	0.84					$	0.84					$	0.49					$	0.49					$	1.09					$	1.09					$	0.89					$	0.89

The computation of diluted net income per share does not include the effect of the following potentially outstanding weighted-average shares of common stock because their effect would have been anti-dilutive (in thousands):

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
Total weighted-average shares related to outstanding share-based awards			227						6,321						214						3,196

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Note 18. Geographic Information

Revenues

We sell our subscription contracts and related services in two primary geographical markets: to customers located in the United States and to customers located outside of the United States. Revenues by geography are generally based on the address of the customer as specified in our customer subscription agreement. The following table sets forth revenues by geographic area (in millions):

			Three Months Ended July 31,												Six Months Ended July 31,
			2025						2024						2025						2024
United States			$	1,764					$	1,561					$	3,445					$	3,054
Other countries			584						524						1,143						1,021
Total revenues			$	2,348					$	2,085					$	4,588					$	4,075

Long-Lived Assets

Our long-lived assets are attributed to a country based on the physical location of the assets. We define long-lived assets as property and equipment and operating lease right-of-use assets because many of these assets cannot be readily moved and are relatively illiquid, subjecting them to geographic risk. None of our other assets are subject to significant geographic risk. Aggregate Property and equipment, net and Operating lease right-of-use assets by geographic area was as follows (in millions):

			July 31, 2025						January 31, 2025
United States			$	1,144					$	1,197
Ireland			517						215
Other countries			179						163
Total long-lived assets			$	1,840					$	1,575

Note 19. Restructuring

In February 2025, we announced a restructuring plan (“Fiscal 2026 Restructuring Plan”) intended to prioritize our investments and continue advancing our ongoing focus on durable growth. This plan resulted in the elimination of approximately 7.5% of our workforce. In connection with this plan, we have exited certain owned office space. The activities associated with this plan were substantially completed in the second quarter of fiscal 2026.

We incurred $232 million in charges in connection with this plan, of which $65 million was recognized in the fourth quarter of fiscal 2025, $166 million was recognized in the first quarter of fiscal 2026, and $1 million was recognized in the second quarter of fiscal 2026. The total charges consisted of $198 million related to employee transition, severance payments, employee benefits, and share-based compensation, and $34 million related to an impairment of office space.

Fiscal 2026 Restructuring Plan activity was as follows (in millions):

			Three Months Ended July 31, 2025																		Six Months Ended July 31, 2025
			Workforce Reduction						Office Space Reduction						Total						Workforce Reduction						Office Space Reduction						Total
Restructuring liability, beginning of the period			$	86					$	0					$	86					$	57					$	0					$	57
Charges			1						0						1						133						34						167
Payments			(81)						0						(81)						(144)						0						(144)
Non-cash items			0						0						0						(40)						(34)						(74)
Restructuring liability, end of the period			$	6					$	0					$	6					$	6					$	0					$	6

Additionally, we recorded exit charges of $1 million and $8 million associated with office space reductions under a separate restructuring plan during the three and six months ended July 31, 2024.

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Note 20. Subsequent Event

In August 2025, we entered into a definitive agreement to acquire Paradox, Inc., a candidate experience agent that uses conversational AI to simplify the job application journey, for approximately $1.0 billion in cash, subject to customary purchase price adjustments. The acquisition is expected to close during the third quarter of fiscal 2026, subject to the satisfaction of closing conditions, including required regulatory approvals.

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements, which are subject to safe harbor protection under the Private Securities Litigation Reform Act of 1995. All statements contained in this report other than statements of historical fact, including statements regarding our future financial condition and operating results, business strategy and plans, and objectives for future operations, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “seek,” “plan,” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations, beliefs, and projections about future events, conditions, and trends that we believe may affect our financial condition, operating results, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties, assumptions, and changes in circumstances that are difficult to predict and many of which are outside of our control, such as those arising from the impact of recent macroeconomic events, including geopolitical instability, increased tariffs, elevated inflation, and fluctuating interest rates and foreign currency exchange rates, as well as those described in the “Risk Factors” section, which we encourage you to read carefully. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make.

In light of these risks, uncertainties, assumptions, and potential changes in circumstances, the future events, conditions, and trends discussed in this report may not occur and actual results could differ materially and adversely from those anticipated or implied by the forward-looking statements. Accordingly, you should not rely upon any forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activities, performance, or achievements. We are under no duty to update any of these forward-looking statements after the date of this report or to conform these statements to actual results or revised expectations, except as required by applicable law. If we do update any forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.