ZS · Zscaler

96 filings

ZS SEC Filings

Zscaler - 96 total filings

Filing record · 2018–202610-K910-Q258-K62

Showing 1–50 of 96 filings

Zscaler 8-K Report, Regulation FD Disclosure (Oct 6, 2026)

Zscaler, Inc. (Nasdaq: ZS) filed a Form 8-K under Item 7.01 (Regulation FD Disclosure) on October 6, 2026, to announce its 2026 Investor Day, held that day in New York City with a presentation at 8:30 a.m. Eastern Time. Management, including CEO Jay Chaudhry, CFO Kevin Rubin, Chief Product Officer Adam Geller, Chief Revenue Officer Ross Tackett, and EVP of AI & Data Security Dhawal Sharma, was slated to discuss strategy, platform innovation, go-to-market priorities, and long-term growth drivers. The event was available as a live webcast with a replay on the investor relations website. The filing's press release (Exhibit 99.1) states that the company reaffirmed its first quarter and full fiscal 2027 guidance, previously provided on September 3, 2026. The reaffirmed guidance calls for first quarter fiscal 2027 revenue of $935 million to $939 million, approximately 19% year-over-year growth, and non-GAAP income from operations of $215 million to $217 million. For the full fiscal year, the company expects revenue of approximately $3.908 billion to $3.938 billion, ARR of $4.396 billion to $4.426 billion, non-GAAP income from operations of $924 million to $932 million, and a free cash flow margin of approximately 23.0% to 23.5%. The CEO tied the company's outlook to agentic AI and reiterated a $10 billion ARR target. The guidance was reaffirmed rather than revised, so the filing contains no change to prior expectations. The press release also notes that the company did not reconcile non-GAAP guidance to GAAP measures, citing items that cannot be reasonably predicted. The information in Exhibit 99.1 is furnished and not deemed filed under Section 18 of the Exchange Act.

Oct 6, 2026 8-K

Zscaler 8-K Report, Executive Changes (Sep 24, 2026)

Zscaler, Inc. (NASDAQ: ZS) filed an 8-K on September 24, 2026 to report a senior leadership change in its revenue organization. The company is promoting Ross Tackett, its Head of Worldwide Sales, to Chief Revenue Officer effective October 1, 2026. He succeeds Mike Rich, who is stepping down as an officer effective the same date for personal reasons. Rich will remain with the company as a strategic advisor through December 31, 2026. Under the company's Change of Control and Severance Policy, the company expects Mr. Rich to receive certain severance benefits in connection with his departure. The filing references that policy as previously filed with an 8-K dated December 2, 2024. Tackett will lead global revenue operations, the sales organization, the strategic partner ecosystem, and go-to-market execution. The press release describes him as having been with the company for three years and having prior sales leadership roles at ServiceNow and Dell. The announcement is framed around the company's Zero Trust Exchange platform and its continued focus on enterprise modernization.

Sep 24, 2026 10-K

Zscaler Annual Report, Year Ended Jul 31, 2026

Zscaler, Inc. (ZS) reported fiscal 2026 (year ended July 31, 2026) revenue of $3,352.5 million, up from $2,673.1 million in fiscal 2025 and $2,167.8 million in fiscal 2024, with a net loss of $63.2 million compared with $41.5 million in fiscal 2025 and $57.7 million in fiscal 2024. Revenue growth was 25% in fiscal 2026, driven primarily by additional subscriptions from existing customers ($474.6 million of the increase) and new customers ($204.8 million). GAAP gross margin was 77%, and GAAP operating margin was (4)%, while non-GAAP operating margin was 23%. Free cash flow was $779.1 million, or 23% of revenue, and net cash from operating activities was $1,129.7 million. Annual recurring revenue was $3,771 million as of July 31, 2026, versus $3,015 million a year earlier, and the company had approximately 11,000 customers. The company spent heavily on growth and acquisitions during the year. It acquired Red Canary, Symmetry Systems, SquareX and SPLXAI, with payments for business acquisitions of $918.1 million in fiscal 2026. Stock-based compensation expense was $821.9 million, and research and development expense rose to $903.4 million. Cash, cash equivalents and short-term investments totaled $3,474.2 million at year end, against $1,725.0 million of 0.0% convertible senior notes due July 2028 with a fair value of $1,601.8 million. The company disclosed that on September 1, 2026 it committed to a workforce reduction of approximately 3%, with non-recurring charges of about $30.0 million to $33.0 million, mostly in the first half of fiscal 2027. Remaining performance obligations were $7,365.4 million, with 45% expected to be recognized over the next 12 months. Channel partners generated 85% of revenue in fiscal 2026. The company also noted a full valuation allowance against U.S. federal and state deferred tax assets, with a reasonable possibility of releasing a significant portion within the next 12 months, which could reduce income tax expense.

Sep 3, 2026 8-K

Zscaler 8-K Report, Financial Results (Sep 3, 2026)

Zscaler, Inc. (ZS) reported fourth quarter and fiscal 2026 results for the period ended July 31, 2026, in a press release furnished as Exhibit 99.1. Revenue grew 25% year over year to $898.2 million in the fourth quarter and 25% to $3,353 million for the full year. Excluding the acquisition of Red Canary, which contributed ARR of $141 million, ARR grew 20% to $3,630 million, and net new ARR grew 17%. Fourth-quarter GAAP loss from operations narrowed to $15.5 million from $32.2 million a year earlier, while non-GAAP operating margin reached a record 24%. Free cash flow fell to $60.8 million from $171.9 million, reflecting capital expenditures and capitalized internal-use software of $218.5 million, compared with $78.7 million in the prior-year quarter. The company also announced on September 1, 2026 a restructuring plan to reduce worldwide headcount by approximately 3%, reallocating resources to support its AI and growth initiatives. Management expects aggregate non-recurring charges of approximately $30.0 million to $33.0 million, primarily employee severance and benefit costs, with most recognized in the first half of fiscal 2027. For fiscal 2027, Zscaler guided to revenue of approximately $3.908 billion to $3.938 billion, ARR of $4.396 billion to $4.426 billion, and non-GAAP income from operations of $924 million to $932 million, with free cash flow margin of approximately 23.0% to 23.5%. The company also adopted a long-term non-GAAP tax rate of 21%, down from 23%, applied prospectively, which supports its non-GAAP net income per share guidance of $4.86 to $4.90.

Sep 3, 2026 10-Q

Zscaler Quarterly Report for Q3 Ended Apr 30, 2026

Zscaler, Inc. reported revenue of $850.5 million for the three months ended April 30, 2026, up from $678.0 million a year earlier, and $2,454.3 million for the nine months, up from $1,953.9 million. Gross margin held at 77% in both periods. The company posted a net loss of $13.9 million for the quarter, compared with a net loss of $4.1 million a year earlier, and a net loss of $59.8 million for the nine months, compared with $23.9 million. Operating expenses rose sharply, led by research and development (up 37% in the quarter) and sales and marketing (up 18%). Non-GAAP income from operations was $195.8 million for the quarter, or 23% of revenue, per the filing's reconciliation. Cash, cash equivalents and short-term investments totaled $3,539.1 million as of April 30, 2026. Net cash provided by operating activities was $850.4 million for the nine months, and free cash flow was $718.4 million. Acquisitions drove a large share of the balance sheet change: goodwill rose to $1,094.4 million from $417.7 million, mainly from the Red Canary, SquareX and SPLX acquisitions. Deferred revenue was $2,477.2 million, and remaining performance obligations totaled $6,459.3 million, with 46% expected to be recognized over the next 12 months. The company's convertible senior notes due 2028, with a principal of $1,725.0 million, are classified as noncurrent. Annualized recurring revenue (ARR) was $3,525 million as of April 30, 2026, compared with $2,817 million a year earlier. On May 19, 2026, the company agreed to acquire Symmetry Systems, Inc. for total consideration of $175.0 million, with closing expected in the fourth quarter of fiscal 2026.

May 26, 2026 8-K

Zscaler 8-K Report, Financial Results (May 26, 2026)

Zscaler, Inc. reported third-quarter fiscal 2026 results for the quarter ended April 30, 2026. Revenue grew 25% year-over-year to $850.5 million, and Annual Recurring Revenue (ARR) grew 25% to $3,525 million. Excluding the Red Canary acquisition, which contributed ARR of $127 million, ARR grew 21% to $3,398 million and net new ARR grew 14%. GAAP loss from operations was $29.6 million, compared to $25.4 million a year earlier, while non-GAAP income from operations was $195.8 million, or 23% of revenue. GAAP net loss widened to $13.9 million from $4.1 million, and non-GAAP net income per diluted share was $1.08, compared to $0.84. Operating cash flow was $198.0 million, compared to $211.1 million, and free cash flow was $136.0 million, compared to $119.5 million. The company raised its full-year fiscal 2026 guidance for ARR, revenue, non-GAAP income from operations and non-GAAP net income per share. Full-year ARR is now expected at $3.740 billion to $3.749 billion, revenue at approximately $3.3295 billion to $3.3325 billion, and non-GAAP net income per share at $4.10 to $4.11. The free cash flow margin outlook was lowered to approximately 22.8% to 23.3% from 26.5% to 27%, which the company attributes to capital expenditures in the high single-digits as a percent of revenue. Effective August 1, 2025, the company adopted a long-term projected non-GAAP tax rate of 21%, down from 23%, applied prospectively. This change affects the comparability of non-GAAP per-share results with prior periods. On the balance sheet, goodwill rose to $1,094.4 million from $417.7 million at fiscal year-end 2025, and acquired intangible assets rose to $191.7 million from $47.3 million. Cash and cash equivalents fell to $982.1 million from $2,389.0 million, while short-term investments increased to $2,557.0 million from $1,183.4 million. Nine-month payments for business acquisitions totaled $770.0 million. The filing also announces the intent to acquire Symmetry Systems and lists several partnerships and government certifications, including Provisional Authorization at Impact Level 5 for Zscaler Internet Access.

May 26, 2026 8-K

Zscaler 8-K Report, Executive Changes (Apr 16, 2026)

Zscaler, Inc. (ZS) filed a Form 8-K on April 16, 2026 under Item 5.02 to report the departure of Raj Judge, its EVP of Corporate Strategy. Mr. Judge informed the Company of his resignation on April 15, 2026. He resigned as an officer of the Company effective April 15, 2026, and his departure from the company itself is effective July 31, 2026. In addition, Mr. Judge resigned as a member of the Board of Directors effective April 15, 2026. The filing states that his board resignation is not the result of any disagreements with the Company on any matter, including relating to its operations, policies or practices. In connection with his departure, the Company expects Mr. Judge to receive certain severance benefits under its Change of Control and Severance Policy, which was previously filed as an exhibit to a Form 8-K filed on December 2, 2024. The filing does not quantify these severance benefits.

Apr 16, 2026 10-Q

Zscaler Quarterly Report for Q2 Ended Jan 31, 2026

Zscaler, Inc. reported revenue of $815.8 million for the three months ended January 31, 2026, up from $647.9 million a year earlier, and $1,603.9 million for the six months, up from $1,275.9 million. Gross profit was $624.5 million for the quarter, with GAAP gross margin of 77% in both periods. Loss from operations widened to $51.8 million from $40.1 million, and net loss was $34.3 million, or $0.21 per share, compared with a net loss of $7.7 million, or $0.05 per share, in the prior-year quarter. Non-GAAP income from operations was $181.0 million, versus $140.5 million a year earlier, and free cash flow for the six months was $582.4 million, versus $435.3 million. Annual recurring revenue was $3,359 million as of January 31, 2026, compared with $2,683 million a year earlier. The balance sheet shifted materially during the period. Cash, cash equivalents and short-term investments totaled $3,512.8 million, and goodwill rose to $1,001.4 million from $417.7 million following the acquisitions of Red Canary and SPLX. Cash used in investing activities was $1,863.1 million for the six months, driven by $672.8 million of business acquisition payments and $1,401.5 million of short-term investment purchases. Deferred revenue totaled $2,355.4 million, and remaining performance obligations were $6,050.8 million, with 47% expected to be recognized over the next 12 months. The $1,725.0 million of 0.0% convertible senior notes due 2028 remain outstanding, and the company states its existing cash is sufficient to fund operations for at least the next 12 months. A subsequent event disclosed in the filing is the February 5, 2026 acquisition of SquareX Holdings, Inc. for approximately $113.0 million in cash. The filing also notes that the company expects to continue incurring net losses for the foreseeable future as it invests in sales and marketing and research and development, and that there is no pending legal proceeding that it believes is likely to have a material adverse effect.

Feb 26, 2026 8-K

Zscaler 8-K Report, Financial Results (Feb 26, 2026)

Zscaler, Inc. (Nasdaq: ZS) reported second-quarter fiscal 2026 results for the quarter ended January 31, 2026, in a press release furnished as Exhibit 99.1 to this Form 8-K. Revenue grew 26% year-over-year to $815.8 million, and Annual Recurring Revenue (ARR) grew 25% to $3,359 million. The company stated that ARR grew 21% excluding the contribution from the Red Canary acquisition. GAAP net loss was $34.3 million, or $0.21 per diluted share, compared with a net loss of $7.7 million, or $0.05 per share, a year earlier. Non-GAAP net income per share was $1.01, compared with $0.78 in the prior-year quarter, and non-GAAP operating margin was 22%. Management raised full-year fiscal 2026 guidance. ARR is now expected at $3.730 billion to $3.745 billion (growth of 24%), up from $3.698 billion to $3.718 billion. Revenue guidance is approximately $3.309 billion to $3.322 billion, up from $3.282 billion to $3.301 billion. Non-GAAP income from operations is now $742 million to $748 million, and non-GAAP net income per share is $3.99 to $4.02, up from $3.78 to $3.82. For the third quarter, the company guided to revenue of $834 million to $836 million and non-GAAP net income per share of approximately $1.00 to $1.01. The company also adopted a long-term projected non-GAAP tax rate of 21%, down from 23%, effective August 1, 2025. During the first quarter of fiscal 2026, Zscaler closed the acquisitions of Red Canary and SPLX for an aggregate purchase price of $692.0 million. Cash, cash equivalents and short-term investments totaled $3,512.8 million at January 31, 2026, a decrease of $59.7 million from July 31, 2025. Operating cash flow for the quarter was $204.1 million and free cash flow was $169.1 million.

Feb 26, 2026 8-K

Zscaler 8-K Report, Shareholder Vote Results (Jan 15, 2026)

Zscaler, Inc. filed a Form 8-K under Item 5.07 to report the final voting results from its annual meeting of stockholders, held January 12, 2026. Stockholders elected Andrew Brown, Scott Darling, and David Schneider as Class II directors, each to serve until the 2028 annual meeting. Brown received 117,498,429 votes for and 13,245,344 withheld, Darling received 95,048,836 for and 35,694,937 withheld, and Schneider received 106,925,494 for and 23,818,279 withheld, with 10,889,277 broker non-votes recorded for each nominee. Stockholders also ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2026, with 139,804,688 votes for, 1,394,486 against, and 433,876 abstaining. On a non-binding advisory basis, stockholders approved the compensation of the named executive officers, with 121,495,313 votes for, 8,828,704 against, and 419,756 abstaining. For the frequency of future say-on-pay votes, 128,651,727 votes favored every one year, and the Company will hold these advisory votes annually, consistent with the Board's recommendation. This policy remains in effect until the next frequency vote, which must occur no later than the 2031 annual meeting. A non-binding stockholder proposal to declassify the Board was approved, with 67,004,992 votes for, 63,181,797 against, and 556,984 abstaining, and 10,889,277 broker non-votes.

Jan 15, 2026 10-Q

Zscaler Quarterly Report for Q1 Ended Oct 31, 2025

Zscaler, Inc. reported revenue of $788.1 million for the three months ended October 31, 2025, up from $628.0 million a year earlier, with a net loss of $11.6 million compared with $12.1 million in the prior-year quarter. Gross profit was $603.4 million versus $486.5 million, and loss from operations was $36.4 million versus $30.7 million. Operating expenses rose to $639.7 million from $517.2 million, led by sales and marketing and research and development. Stock-based compensation expense was $188.6 million in the quarter, and the company recorded $4.7 million of restructuring charges. Cash flow from operations was $448.3 million, compared with $331.3 million a year earlier, and free cash flow was $413.3 million. Cash, cash equivalents and short-term investments totaled $3,321.3 million at October 31, 2025. The company completed two acquisitions in the period: Red Canary Inc. (August 1, 2025) for a total purchase price of $651.4 million, and SPLXAI Inc. (October 31, 2025) for $40.6 million in cash. Goodwill rose to $994.5 million from $417.7 million at July 31, 2025, and business acquisitions used $672.8 million in cash during the quarter. The balance sheet includes $1,725.0 million principal of 0.0% convertible senior notes due 2028 and total remaining performance obligations of $5,932.6 million, of which 47% is expected to be recognized over the next 12 months. The company reported ARR of $3,204 million, up from $2,553 million, and a dollar-based net retention rate of 115%, which it will stop reporting beginning with its fiscal 2026 second-quarter report.

Nov 25, 2025 8-K

Zscaler 8-K Report, Financial Results (Nov 25, 2025)

Zscaler, Inc. (Nasdaq: ZS) reported financial results for its first fiscal quarter of 2026, ended October 31, 2025, in a press release furnished as Exhibit 99.1 to this Form 8-K dated November 25, 2025. Revenue rose 26% year-over-year to $788.1 million, Annual Recurring Revenue grew 26% to $3,204 million, and deferred revenue grew 32% to $2,351.3 million. The company posted a GAAP net loss of $11.6 million, compared with $12.1 million a year earlier, while non-GAAP net income rose to $159.5 million from $124.3 million. Cash provided by operations was $448.3 million and free cash flow was $413.3 million, or 52% of revenue. During the quarter Zscaler closed its acquisitions of Red Canary Inc. and SPLXAI Inc. for an aggregate purchase price of $692.0 million. Cash, cash equivalents and short-term investments totaled $3,321.3 million at October 31, 2025, a decrease of $251.1 million from July 31, 2025. Goodwill rose to $994.5 million from $417.7 million, and acquired intangible assets rose to $215.3 million from $47.3 million, reflecting the acquisitions. For the second quarter of fiscal 2026, the company guided to revenue of $797 million to $799 million and non-GAAP income from operations of $172 million to $174 million. For full-year fiscal 2026, it expects ARR of $3.698 billion to $3.718 billion, revenue of approximately $3.282 billion to $3.301 billion, and non-GAAP income from operations of $732 million to $740 million. The company also adopted a long-term non-GAAP tax rate of 21%, down from 23%, effective August 1, 2025.

Nov 25, 2025 10-K

Zscaler Annual Report, Year Ended Jul 31, 2025

Zscaler, Inc. (ZS) reported fiscal 2025 (year ended July 31, 2025) revenue of $2,673.1 million, up 23% from $2,167.8 million in fiscal 2024, with a net loss of $41.5 million, narrowing from $57.7 million. Gross margin was 77% and GAAP operating margin was (5)%, while non-GAAP operating margin was 22%. Free cash flow was $726.7 million, or a 27% margin. Calculated billings rose 24% to $3,246.2 million, and the company says it will stop reporting calculated billings starting in fiscal 2026 in favor of ARR. Dollar-based net retention was 114%, down from 116%. The company had over 9,400 customers, including approximately 40% of the Forbes Global 2000 and over 45% of Fortune 500 companies. The company issued $1,725.0 million of 0.0% Convertible Senior Notes due 2028 in July 2025 and used the proceeds, along with cash, to repay $1,150.0 million of 2025 Notes at maturity. It ended the year with cash, cash equivalents and short-term investments of $3,572.4 million and an accumulated deficit of $1,189.6 million. The filing also describes an August 1, 2025 acquisition of Red Canary, Inc. for $675.0 million in cash, which adds managed detection and response capabilities to its Security Operations offerings. The company states it expects to continue incurring net losses, and risk factors cover channel partner concentration (top five partners were 28% of revenue), competition, and a 41.4% insider ownership concentration.

Sep 11, 2025 8-K

Zscaler 8-K Report, Financial Results (Sep 2, 2025)

Zscaler, Inc. reported financial results for its fourth fiscal quarter and fiscal year ended July 31, 2025, in a press release dated September 2, 2025 (Exhibit 99.1). For the quarter, revenue was $719.2 million, up 21% year-over-year, and Annual Recurring Revenue reached $3,015 million, up 22%. Calculated billings grew 32% to $1,202.3 million and deferred revenue grew 30% to $2,468.0 million. GAAP net loss was $17.6 million versus $14.9 million a year earlier, while non-GAAP net income rose to $146.7 million from $115.8 million. For fiscal 2025, revenue was $2,673.1 million, up 23%, with GAAP net loss of $41.5 million (versus $57.7 million) and non-GAAP net income of $534.8 million (versus $414.6 million). Operating cash flow for the year was $972.5 million and free cash flow was $726.7 million. The company highlighted its July 2025 issuance of $1,725.0 million of 2028 convertible senior notes (net cash proceeds of $1,700.0 million), which it used alongside cash to fully repay $1,150.0 million of 2025 notes. Cash, cash equivalents and short-term investments were $3,572.4 million at July 31, 2025. Business highlights included the acquisition of Red Canary and the launch of AI security offerings such as Zscaler AI Guard. For fiscal 2026, management guided to first-quarter revenue of $772 million to $774 million and full-year revenue of approximately $3.265 billion to $3.284 billion, with full-year ARR of $3.676 billion to $3.698 billion and non-GAAP net income per share of $3.64 to $3.68.

Sep 2, 2025 8-K

Zscaler 8-K Report, Material Agreement (Jul 3, 2025)

On July 3, 2025, Zscaler, Inc. issued $1.725 billion aggregate principal amount of 0.00% Convertible Senior Notes due July 15, 2028 under an Indenture with U.S. Bank Trust Company, National Association, as trustee. The offering was sold to qualified institutional buyers under Rule 144A and included the initial purchasers' exercised option for an additional $225.0 million of notes. The Notes carry no regular interest, do not accrete, and are senior unsecured obligations. Zscaler may not redeem them before maturity, and holders have a put right at 100% of principal plus accrued special interest upon a fundamental change. The initial conversion rate is 2.2752 shares of common stock per $1,000 principal amount, equivalent to an initial conversion price of approximately $439.52 per share. Zscaler may settle conversions in cash, shares, or a combination, at its election. Holders may convert before April 15, 2028 only under specified circumstances, including stock price conditions tied to 130% of the conversion price and trading price conditions, and may convert freely from April 15, 2028 until the second scheduled trading day before maturity. Zscaler estimates net proceeds of approximately $1.70 billion and used about $197.0 million to pay for capped call transactions, which cover the shares underlying the Notes and carry a cap price of $784.85 per share. The remaining proceeds are intended for general corporate purposes, including working capital, capital expenditures, and potential acquisitions and strategic transactions.

Jul 3, 2025 8-K

Zscaler 8-K Report, Executive Changes (Jun 23, 2025)

Zscaler, Inc. (ZS) filed a Current Report on Form 8-K on June 23, 2025, under Item 5.02 to disclose the departure of Syam Nair, the Company's Chief Technology Officer. The departure is effective July 4, 2025. The filing states that, in connection with Mr. Nair's departure, the Company expects him to receive certain benefits under the Company's Change of Control and Severance Policy, which was previously filed as an exhibit to the Company's Form 8-K filed December 2, 2024. The filing does not quantify the benefits. The filing contains no financial results, guidance, or other operational information. For investors, the primary takeaway is the executive transition at the CTO level and the expected severance-related benefits under an existing policy.

Jun 23, 2025 8-K

Zscaler 8-K Report, Executive Changes (Jun 13, 2025)

On June 9, 2025, Zscaler, Inc. entered into a Transition Agreement and Release with Remo Canessa in connection with his previously disclosed retirement. Under the agreement, Mr. Canessa will remain an at-will employee through December 31, 2025 (the "Transition Period") to support the transition to the Company's new chief financial officer. During the Transition Period, Mr. Canessa will continue to receive his current regular base salary, receive a bonus for the second half of the 2025 Fiscal Year, continue vesting under applicable equity plans, and remain eligible for available Company benefit plans, unless otherwise noted in the agreement. After the Transition Period, the parties intend to enter into a Separation Agreement and Release. In exchange for a release of claims, the Company would pay Mr. Canessa a lump sum of $750,000, less applicable withholdings, and accelerate the vesting of 28,774 restricted stock units previously granted to him. The filing states that a copy of the Transition Agreement will be filed with the Company's Annual Report on Form 10-K for the fiscal year ended July 31, 2025.

Jun 13, 2025 10-Q

Zscaler Quarterly Report for Q3 Ended Apr 30, 2025

Zscaler, Inc. filed this Form 10-Q for the quarter ended April 30, 2025 (fiscal 2025 third quarter). Revenue for the three months ended April 30, 2025 was $678.0 million, up 23% from $553.2 million a year earlier, and nine-month revenue was $1,953.9 million, up 24% from $1,574.9 million. The company reported a GAAP net loss of $4.1 million for the quarter, compared with net income of $19.1 million a year earlier, and a nine-month net loss of $23.9 million, compared with $42.8 million. GAAP loss from operations was $25.4 million for the quarter, while non-GAAP income from operations was $146.7 million, a non-GAAP operating margin of 22%. Calculated billings grew 25% to $784.5 million for the quarter, and free cash flow for the nine months was $554.8 million. The balance sheet shows cash, cash equivalents and short-term investments of $3,005.6 million as of April 30, 2025. The company's $1,150.0 million of 0.125% convertible senior notes mature on July 1, 2025, and the company elected in April 2025 to settle conversions in cash for principal, with any excess in shares. Remaining performance obligations were $4,978.0 million, with 48% expected to be recognized over the next 12 months. Dollar-based net retention was 114% for the trailing twelve months, compared with 116% a year earlier. Subsequent to quarter end, on May 27, 2025, the company agreed to acquire Red Canary, Inc. for $675.0 million in cash, plus employee equity awards, with closing expected in the first quarter of fiscal 2026 pending regulatory clearance. The company also signed a lease for a new headquarters in Santa Clara, California, with total base rent of approximately $69.5 million, with occupancy beginning September 1, 2026.

May 29, 2025 8-K

Zscaler 8-K Report, Financial Results (May 29, 2025)

Zscaler, Inc. (ZS) filed an 8-K on May 29, 2025 reporting results for its third fiscal quarter ended April 30, 2025, and announcing the appointment of Kevin Rubin as Chief Financial Officer, succeeding Remo Canessa, who is retiring effective June 2, 2025. Revenue for the quarter was $678.0 million, up 23% year-over-year, with calculated billings of $784.5 million (up 25%) and deferred revenue of $1,985.0 million (up 26%). GAAP net loss was $4.1 million, compared with GAAP net income of $19.1 million a year earlier, while non-GAAP net income rose to $136.8 million from $113.0 million. Non-GAAP net income per diluted share was $0.84, versus $0.71 in the prior-year quarter. Free cash flow was $119.5 million, or 18% of revenue, compared with $123.1 million, or 22%, a year earlier. The company also updated its guidance. For the fourth quarter of fiscal 2025 it expects revenue of $705 million to $707 million and non-GAAP net income per share of approximately $0.79 to $0.80. For full-year fiscal 2025 it expects revenue of approximately $2.659 billion to $2.661 billion and non-GAAP net income per share of $3.18 to $3.19. Effective August 1, 2024, Zscaler moved to a long-term projected non-GAAP tax rate of 23%, and prior periods were recast to reflect this change. Other disclosures include the pending acquisition of Red Canary, a managed detection and response vendor, which the company agreed to in May 2025, and the appointment of Raj Judge to the Board of Directors and as EVP of Corporate Strategy & Ventures. Rubin's compensation package includes a $470,000 base salary, a $470,000 target annual cash bonus, restricted stock units valued at $12.6 million, performance stock units valued at $5.4 million, and 50,000 option shares, with grants effective June 3, 2025.

May 29, 2025 8-K

Zscaler 8-K Report, Executive Changes (May 23, 2025)

Zscaler, Inc. (NASDAQ: ZS) filed a Form 8-K on May 23, 2025 to report that its Board of Directors, effective May 20, 2025, expanded the Board from eight to nine members and appointed Raj Judge, the Company's Executive Vice President, Corporate Strategy and Ventures, as a Class III director. His term expires at the annual meeting of stockholders for the fiscal year ending July 31, 2026. Mr. Judge will receive no compensation for his Board service and will enter into the Company's standard director indemnification agreement. The filing also discloses that Mr. Judge previously worked at Wilson Sonsini Goodrich and Rosati, Professional Corporation, which serves as outside corporate counsel to the Company. The Company states that it incurred legal services expenses in excess of $120,000 during the fiscal year ended July 31, 2024, and that such arrangements were entered into in the ordinary course of business on an arms-length basis. The filing states there is no arrangement or understanding under which Mr. Judge was selected as a director and no family relationships with directors or executive officers. According to the attached press release (Exhibit 99.1, dated May 21, 2025), Mr. Judge will lead growth strategy, business development, and venture investment initiatives, with the stated goal of driving Zscaler to $5 billion in ARR and beyond. The release describes his background of over 25 years in tech legal and venture capital, including serving as Senior Partner and Co-Chair of Wilson Sonsini's Emerging Companies and Venture Capital practice.

May 23, 2025 8-K

Zscaler 8-K Report, Material Agreement (May 5, 2025)

Zscaler, Inc. disclosed in this Form 8-K that, effective April 29, 2025, it entered into a sublease with Airbnb, Inc. dated April 24, 2025, covering up to approximately 301,000 square feet of rentable space at 4301 and 4401 Great America Parkway, Santa Clara, California. The effectiveness of the sublease was conditioned on obtaining the landlord's consent to the sublease. The sublease term begins on September 1, 2026 and ends on April 30, 2032. Total base rent, including committed fixed expenses over the full term, is approximately $69.5 million. The company will also be responsible for operating costs and other related expenses in addition to base rent. The filing states that the Item 2.03 creation of a direct financial obligation is incorporated by reference from Item 1.01. The full sublease agreement is to be filed as an exhibit to the company's Quarterly Report on Form 10-Q for the three months ended April 30, 2025.

May 5, 2025 10-Q

Zscaler Quarterly Report for Q2 Ended Jan 31, 2025

Zscaler, Inc. reported revenue of $647.9 million for the three months ended January 31, 2025, up from $525.0 million a year earlier, and $1,275.9 million for the six months, up from $1,021.7 million. Loss from operations narrowed to $40.1 million for the quarter from $45.5 million, and net loss was $7.7 million, compared with $28.5 million in the prior-year quarter. The quarter's results include a $17.2 million income tax benefit from releasing the valuation allowance on U.K. deferred tax assets, which the company attributes to sustained U.K. profitability over the prior twelve quarters. Non-GAAP operating income was $140.5 million for the quarter, or 22% of revenue, compared with $103.2 million (20%) a year earlier. Net cash provided by operating activities for the six months was $510.8 million, and free cash flow was $435.3 million. Calculated billings rose $115.1 million, or 18%, for the quarter. Remaining performance obligations totaled $4,615.3 million, with 49% expected to be recognized over the next 12 months. The dollar-based net retention rate was 115% for the trailing twelve months, down from 117%. The balance sheet shows cash, cash equivalents and short-term investments of $2,880.2 million as of January 31, 2025. The company's $1,150.0 million of 0.125% convertible senior notes mature on July 1, 2025, and are carried at $1,147.5 million on the balance sheet. Management states that existing cash is sufficient for at least the next 12 months, including repayment of the notes.

Mar 10, 2025 8-K

Zscaler 8-K Report, Financial Results (Mar 5, 2025)

Zscaler, Inc. (ZS) reported financial results for its second fiscal quarter of 2025, ended January 31, 2025, in a press release furnished as Exhibit 99.1 to this Form 8-K dated March 5, 2025. Revenue was $647.9 million, up 23% year-over-year, and calculated billings were $742.7 million, up 18%. Deferred revenue reached $1,878.5 million as of January 31, 2025, up 25% year-over-year. GAAP net loss narrowed to $7.7 million from $28.5 million a year earlier, and non-GAAP net income rose to $127.1 million from $99.4 million. The GAAP net loss figure includes a $17.2 million tax benefit from the release of a valuation allowance on U.K. deferred tax assets. GAAP loss from operations was $40.1 million, or 6% of revenue, compared with $45.5 million, or 9% of revenue, a year earlier. Non-GAAP income from operations was $140.5 million, or 22% of revenue. For the third fiscal quarter of 2025, the company guided to revenue of $665 million to $667 million and non-GAAP income from operations of $140 million to $142 million, with non-GAAP net income per share of approximately $0.75 to $0.76. For full fiscal 2025, it expects revenue of approximately $2.640 billion to $2.654 billion, calculated billings of $3.153 billion to $3.168 billion, and non-GAAP income from operations of $562 million to $572 million. Effective August 1, 2024, the company adopted a long-term projected non-GAAP tax rate of 23%, with prior periods recast to reflect the change. Cash, cash equivalents and short-term investments totaled $2,880.2 million as of January 31, 2025, up $470.6 million from July 31, 2024. Free cash flow was $143.4 million, or 22% of revenue, for the quarter, compared with $100.8 million, or 19% of revenue, a year earlier. For the six months ended January 31, 2025, free cash flow was $435.3 million, or 34% of revenue.

Mar 5, 2025 8-K

Zscaler 8-K Report, Executive Changes (Jan 15, 2025)

Zscaler, Inc. reported in this Form 8-K, filed January 15, 2025, the results of its 2024 Annual Meeting of Stockholders held January 10, 2025. Stockholders approved an amendment and restatement of the Zscaler, Inc. FY2018 Equity Incentive Plan (the "A&R Plan") to eliminate the plan's original 10-year term. The A&R Plan replaces the existing 2018 Plan terms and provides for nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units and performance shares to executive officers, employees, directors and consultants. The filing states that the Company primarily grants restricted stock awards with time-based and, for certain grants, performance-based vesting. The type, number, recipients and other terms of future awards are subject to the compensation committee's discretion and cannot be determined at this time. At the meeting, stockholders elected Karen Blasing, Charles Giancarlo and Eileen Naughton as Class I directors, each to serve until the 2027 annual meeting. Stockholders also ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2025, and approved on a non-binding advisory basis the compensation of the named executive officers. Giancarlo received the lowest support among the nominees, with 73,873,625 votes for and 47,068,702 withheld. The equity plan amendment received 67,828,174 votes for and 52,848,701 against, with 265,452 abstentions and 12,891,481 broker non-votes. The filing notes that the full text of the A&R Plan was filed as Annex B to the definitive proxy statement dated November 22, 2024.

Jan 15, 2025 10-Q

Zscaler Quarterly Report for Q1 Ended Oct 31, 2024

Zscaler, Inc. reported revenue of $627.96 million for the three months ended October 31, 2024, up from $496.70 million a year earlier, with the filing stating revenue increased $131.3 million, or 26%. Net loss narrowed to $12.05 million from $33.48 million, and GAAP loss from operations improved to $30.67 million from $46.06 million. Non-GAAP income from operations was $134.15 million, a 21% non-GAAP operating margin, compared with $89.71 million and 18% a year earlier. Net cash provided by operating activities was $331.34 million and free cash flow was $291.88 million, a 46% free cash flow margin. The balance sheet shows cash, cash equivalents and short-term investments of $2.71 billion as of October 31, 2024. Deferred revenue totaled $1.78 billion, of which $1.53 billion is current, and remaining performance obligations were $4.41 billion, with 49% expected to be recognized over the next 12 months. The 0.125% convertible senior notes due July 1, 2025 carry a principal amount of $1.15 billion and are a key liquidity item. The company states that existing cash is sufficient for at least the next 12 months. The filing also highlights a dollar-based net retention rate of 114% for the trailing 12 months ended October 31, 2024, down from 120% a year earlier, and a subsequent event in November 2024: a non-cancelable agreement with a public cloud provider with a total minimum purchase commitment of $300.0 million over five years.

Dec 5, 2024 8-K

Zscaler 8-K Report, Executive Changes (Dec 2, 2024)

Zscaler, Inc. filed this Form 8-K reporting two items: an amendment to its Change of Control and Severance Policy and the retirement of its Chief Financial Officer. On November 26, 2024, the Compensation Committee approved an amendment under which named executive officers, who are participants in the Severance Policy, become eligible for severance benefits upon a termination by the Company for reasons other than cause, death or disability that occurs outside the 12 months following a Change of Control (a "Non-COC Qualified Termination"). Previously, participants were not entitled to severance benefits in that scenario. Under the amended participation agreements, an eligible executive would receive payments equal to 50% of annual base salary, payable over 6 months, and immediate vesting of service-based equity awards for the shares scheduled to vest within 6 months following the termination. On December 2, 2024, the Company announced that Chief Financial Officer Remo Canessa notified the Company of his decision to retire effective upon the appointment of a successor. The filing states that the retirement is not the result of any disagreement with the Company on its operations, policies or practices. The Company has begun a search for a new Chief Financial Officer, and Mr. Canessa will remain with the Company through the search and transition period under terms that are still being negotiated. For investors, the filing's key points are the expanded severance protections for named executive officers outside a change-of-control window and the pending leadership transition in the finance function, which remains open until a successor is appointed and the transition terms are finalized.

Dec 2, 2024 8-K

Zscaler 8-K Report, Financial Results (Dec 2, 2024)

Zscaler, Inc. (Nasdaq: ZS) reported financial results for its first quarter of fiscal 2025, ended October 31, 2024, in a press release furnished as Exhibit 99.1 to this Form 8-K filed December 2, 2024. Revenue was $628.0 million, up 26% year-over-year. Calculated billings were $516.7 million, up 13% year-over-year, and deferred revenue was $1,783.7 million, up 27% year-over-year. GAAP net loss narrowed to $12.1 million from $33.5 million a year earlier, while non-GAAP net income rose to $124.3 million from $86.4 million. Cash provided by operations was $331.3 million and free cash flow was $291.9 million, or 46% of revenue. The company guided second-quarter fiscal 2025 revenue to $633 million to $635 million and non-GAAP income from operations to $126 million to $128 million, with non-GAAP net income per share of approximately $0.68 to $0.69. For full fiscal 2025, it expects revenue of approximately $2.623 billion to $2.643 billion, calculated billings of $3.124 billion to $3.149 billion, and non-GAAP income from operations of $549 million to $559 million, with non-GAAP net income per share of $2.94 to $2.99. Effective August 1, 2024, Zscaler changed its non-GAAP tax rate to a long-term projected 23%, and prior period amounts were recast to reflect this change. Investors should note that this change affects comparability of non-GAAP net income and per-share figures against previously reported results.

Dec 2, 2024 10-K

Zscaler Annual Report, Year Ended Jul 31, 2024

Zscaler, Inc. (ZS) filed its Form 10-K for the fiscal year ended July 31, 2024 on September 12, 2024. The company, which describes itself as a cloud security company operating the Zscaler Zero Trust Exchange platform across Zscaler for Users, Workloads and IoT/OT, reported revenue of $2,167.8 million for fiscal 2024, up from $1,617.0 million in fiscal 2023, with revenue growth of 34%. Net loss narrowed to $57.7 million from $202.3 million in fiscal 2023, and the company reported a GAAP loss from operations of $121.5 million, while non-GAAP income from operations was $442.2 million, or a 20% non-GAAP operating margin. Free cash flow rose to $585.0 million from $333.6 million, and calculated billings increased $587.6 million, or 29%, to $2,623.1 million. The company had 8,650 customers as of July 31, 2024, approximately 35% of the Forbes Global 2000, and a dollar-based net retention rate of 115%, down from 121% in the prior year. Remaining performance obligations totaled $4,417.6 million, with 48% expected to be recognized over the next 12 months. Cash, cash equivalents and short-term investments totaled $2,409.7 million, against $1,150.0 million of 0.125% convertible senior notes due July 1, 2025, which are now classified as current liabilities; the company stated its current intent is to settle the principal in cash. The filing also highlights ongoing risks, including the company's history of net losses and accumulated deficit of $1,148.1 million, reliance on channel partners (top five partners represented 25% of fiscal 2024 revenue), international exposure (approximately 50% of revenue from outside the United States), and concentrated insider ownership, with executive officers, directors and 5% holders together beneficially owning approximately 43.2% of common stock.

Sep 12, 2024 8-K

Zscaler 8-K Report, Financial Results (Sep 3, 2024)

Zscaler, Inc. (Nasdaq: ZS) reported fourth-quarter and fiscal 2024 results for the period ended July 31, 2024, in a press release furnished as Exhibit 99.1 to this Form 8-K dated September 3, 2024. Fourth-quarter revenue was $592.9 million, up 30% year-over-year, and calculated billings were $910.8 million, up 27%. GAAP net loss narrowed to $14.9 million from $30.7 million a year earlier, while non-GAAP net income rose to $140.6 million from $100.9 million. For full fiscal 2024, revenue was $2,167.8 million, up 34%, GAAP net loss was $57.7 million, and cash provided by operations was $779.8 million, with free cash flow of $585.0 million. The company also changed its non-GAAP measures presentation, adopting a long-term projected non-GAAP tax rate of 23% effective August 1, 2024. The filing states that the new rate is applied to all periods presented, and it shows that the fiscal 2024 non-GAAP net income per share would have been $2.60 under this rate, compared with $3.19 as reported. Management described the change as providing better consistency across interim periods in fiscal 2025 and beyond. For fiscal 2025, Zscaler guided to revenue of approximately $2.60 billion to $2.62 billion, calculated billings of $3.110 billion to $3.135 billion, and non-GAAP income from operations of $530 million to $540 million. Non-GAAP net income per share is expected to be $2.81 to $2.87 on about 164 million fully diluted shares and a 23% non-GAAP tax rate. For the first quarter of fiscal 2025, the company expects revenue of $604 million to $606 million and non-GAAP net income per share of about $0.62 to $0.63.

Sep 3, 2024 10-Q

Zscaler Quarterly Report for Q3 Ended Apr 30, 2024

Zscaler, Inc. reported revenue of $553.2 million for the three months ended April 30, 2024, up 32% from $418.8 million a year earlier, and $1,574.9 million for the nine months, up 36%. Gross margin was 79% for the quarter, and GAAP loss from operations narrowed to $3.0 million from $55.7 million. The company reported net income of $19.1 million for the quarter, compared with a net loss of $46.0 million in the prior-year quarter. For the nine months, the net loss was $42.8 million. Non-GAAP operating margin for the quarter was 22%, and free cash flow for the nine months was $448.6 million, a 28% free cash flow margin. The balance sheet shows cash, cash equivalents and short-term investments of $2,240.0 million as of April 30, 2024, against $1,137.7 million of convertible senior notes, net. Deferred revenue totaled $1,577.0 million, and remaining performance obligations were $3,824.1 million, with 51% expected to be recognized over the next 12 months. Calculated billings rose 30% for both the quarter and the nine months. The company completed the Avalor and Airgap acquisitions for purchase prices of $256.7 million and $124.4 million, respectively, and reported goodwill of $417.0 million. The filing notes management's view that customers are scrutinizing purchasing decisions and requiring multiple approvals for large expenditures amid the macroeconomic environment. Dollar-based net retention was 116% for the trailing 12 months ended April 30, 2024, compared with above 125% a year earlier. The company stated that the conditions allowing holders of its 0.125% convertible notes due 2025 to convert were not met during the quarter.

Jun 7, 2024 8-K

Zscaler 8-K Report, Financial Results (May 30, 2024)

Zscaler, Inc. (Nasdaq: ZS) reported third quarter fiscal 2024 results for the quarter ended April 30, 2024, in a press release furnished as Exhibit 99.1. Revenue grew 32% year-over-year to $553.2 million, calculated billings grew 30% to $628.0 million, and deferred revenue grew 34% to $1,577.0 million. The company swung to GAAP net income of $19.1 million from a GAAP net loss of $46.0 million a year earlier, while non-GAAP net income rose to $139.8 million from $74.6 million. GAAP loss from operations narrowed to $3.0 million, and non-GAAP income from operations was $121.8 million, or 22% of revenue. Cash provided by operations was $173.4 million and free cash flow was $123.1 million for the quarter. For fiscal 2024, Zscaler guided to full-year revenue of approximately $2.140 billion to $2.142 billion, calculated billings of $2.603 billion to $2.606 billion, and non-GAAP income from operations of $422 million to $424 million. For the fourth quarter, it expects revenue of $565 million to $567 million and non-GAAP net income per share of approximately $0.69 to $0.70. The company also completed the acquisitions of Avalor Technologies in March 2024 and Airgap Networks in April 2024. Separately, the Board expanded from seven to eight members effective May 25, 2024, appointing James Beer as a Class III director and to the Audit Committee. Beer is the former chief financial officer of Atlassian Corporation, and he will receive standard non-employee director compensation and enter the company's standard indemnification agreement.

May 30, 2024 10-Q

Zscaler Quarterly Report for Q2 Ended Jan 31, 2024

Zscaler, Inc. reported its fiscal 2024 second-quarter results for the three months ended January 31, 2024 in this Form 10-Q. Revenue rose to $525.0 million from $387.6 million, an increase of 35%, and gross margin was 78%. Loss from operations narrowed to $45.5 million from $65.2 million, and net loss narrowed to $28.5 million, or $0.19 per share, from $57.5 million, or $0.40 per share. Interest income of $28.4 million, up from $12.7 million, helped narrow the net loss. For the six months ended January 31, 2024, revenue was $1,021.7 million, up 37%, and net loss was $62.0 million. Cash flow and balance sheet metrics were strong. Net cash provided by operating activities for the six months was $402.9 million, and free cash flow was $325.5 million, versus $158.4 million a year earlier. Cash, cash equivalents and short-term investments totaled $2,459.8 million at January 31, 2024. Deferred revenue reached $1,502.2 million, and remaining performance obligations were $3,613.0 million. The company also disclosed that its 0.125% convertible senior notes due 2025 became convertible at holders' option from February 1, 2024 through April 30, 2024, because the conditional conversion trigger was met. The filing notes that a change in the estimated useful life of servers and networking equipment from four to five years reduced depreciation expense by $3.2 million in the quarter and $6.3 million for the six months, supporting the gross margin improvement. Dollar-based net retention was 117% for the trailing 12 months ended January 31, 2024. The company's calculated billings grew 27% for the quarter and 30% for the six months.

Mar 6, 2024 8-K

Zscaler 8-K Report, Financial Results (Feb 29, 2024)

Zscaler, Inc. (ZS) reported financial results for its second fiscal quarter 2024, ended January 31, 2024, in a press release furnished as Exhibit 99.1 to this Form 8-K dated February 29, 2024. Revenue grew 35% year-over-year to $525.0 million, and calculated billings grew 27% year-over-year to $627.6 million. Deferred revenue rose 35% year-over-year to $1,502.2 million. GAAP loss from operations was $45.5 million (9% of revenue), compared with $65.2 million (17% of revenue) a year earlier, while non-GAAP income from operations was $103.2 million (20% of revenue), up from $48.8 million (13% of revenue). GAAP net loss narrowed to $28.5 million from $57.5 million, and non-GAAP net income rose to $121.1 million from $57.6 million. Cash provided by operations was $142.1 million and free cash flow was $100.8 million for the quarter, compared with $89.5 million and $62.8 million in the prior-year quarter. Cash, cash equivalents and short-term investments totaled $2,459.8 million at January 31, 2024, up $359.6 million from July 31, 2023. Management described customer interest in the Zscaler Zero Trust Exchange platform as high and said billings, revenue and operating profit all exceeded guidance. For fiscal 2024, the company guided to revenue of approximately $2.118 billion to $2.122 billion, calculated billings of $2.55 billion to $2.57 billion, non-GAAP income from operations of $395 million to $400 million, and non-GAAP net income per share of $2.73 to $2.77 on about 161 million fully diluted shares. For the third quarter, it guided to revenue of $534 million to $536 million and non-GAAP net income per share of approximately $0.64 to $0.65. The filing also notes a change in server and networking equipment useful lives from four to five years, which the company states had an approximately 60 basis point benefit to gross margin for the quarter and six months.

Feb 29, 2024 8-K

Zscaler 8-K Report, Executive Changes (Feb 2, 2024)

Zscaler, Inc. filed this Form 8-K Current Report for an event dated January 29, 2024, disclosing a single executive change. On January 29, 2024, Dali Rajic resigned as the Chief Operating Officer of Zscaler, Inc., effective February 2, 2024. The filing reports no financial results, financial statements, or other operating information. The filing's only substantive item is Item 5.02, which covers the departure of certain officers. It does not state the reason for Mr. Rajic's resignation or name a successor. The only exhibit listed is Exhibit 104, the cover page interactive data file embedded in the Inline XBRL document. The report is signed by Remo Canessa, Chief Financial Officer, and dated February 2, 2024. For investors, the filing's significance is limited to the leadership change in the COO role. Any assessment of its operational impact would require information from outside this filing.

Feb 2, 2024 8-K

Zscaler 8-K Report, Shareholder Vote Results (Jan 10, 2024)

Zscaler, Inc. reported the results of its annual meeting of stockholders, held on January 5, 2024, in this Item 5.07 Current Report. Stockholders elected Jay Chaudhry as the Class III director to serve until the Company's 2026 annual meeting, receiving 95,944,738 votes for and 19,179,199 withheld, with 14,210,932 broker non-votes. Stockholders also ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2024, with 127,662,177 votes for, 1,532,800 against, and 139,892 abstentions. In a non-binding advisory vote, stockholders approved the compensation of the Company's named executive officers, with 82,408,287 votes for, 32,039,024 against, 676,626 abstentions, and 14,210,932 broker non-votes. The filing reports voting outcomes only. It does not describe any change to the Company's business, governance structure, or financial position.

Jan 10, 2024 10-Q

Zscaler Quarterly Report for Q1 Ended Oct 31, 2023

Zscaler, Inc. (ZS) reported results for the three months ended October 31, 2023 (fiscal 2024 first quarter). Revenue was $496.7 million, up from $355.5 million a year earlier, and the filing states the increase was $141.2 million, or 40%. Subscription and support revenue accounted for approximately 97% of revenue. Net loss narrowed to $33.5 million from $68.2 million, or $(0.23) per share versus $(0.48). GAAP operating loss was $46.1 million, compared with $69.1 million in the prior-year period. Non-GAAP income from operations was $89.7 million, or 18% of revenue, versus $42.1 million, or 12%, a year earlier. Cash flow strengthened considerably. Net cash provided by operating activities was $260.8 million, versus $128.5 million, and free cash flow was $224.7 million, or a 45% free cash flow margin, compared with $95.6 million and 27% in the prior year. Cash, cash equivalents and short-term investments totaled $2,324.4 million as of October 31, 2023. Deferred revenue was $1,399.5 million, and remaining performance obligations were $3,487.4 million, of which 51% is expected to be recognized over the next 12 months. The dollar-based net retention rate was 120% for the trailing 12 months, compared with above 125% a year earlier. The filing also notes ongoing macroeconomic pressure, including customer scrutiny and longer approval processes for large deals. Stock-based compensation was $129.1 million in operating cash flow adjustments, and the Company's $1,150.0 million of 0.125% convertible senior notes due 2025 remained outstanding, with the conversion conditions not met during the quarter. Management expects to keep investing heavily in sales and marketing and research and development, and expects continued losses for the foreseeable future.

Dec 6, 2023 8-K

Zscaler 8-K Report, Financial Results (Nov 27, 2023)

Zscaler, Inc. (ZS) reported financial results for its first fiscal quarter 2024, ended October 31, 2023, in a press release furnished as Exhibit 99.1 to this Form 8-K filed November 27, 2023. Revenue grew 40% year-over-year to $496.7 million, and calculated billings grew 34% year-over-year to $456.6 million. Deferred revenue rose 39% year-over-year to $1,399.5 million. The company reported a GAAP net loss of $33.5 million, compared with a GAAP net loss of $68.2 million in the prior-year quarter, while non-GAAP net income was $106.5 million versus $44.0 million a year earlier. GAAP loss from operations was $46.1 million (9% of revenue), and non-GAAP income from operations was $89.7 million (18% of revenue). Cash provided by operations was $260.8 million and free cash flow was $224.7 million, or 45% of revenue. Management stated that all key metrics came in above guidance and pointed to demand for its Zero Trust Exchange tied to Zero Trust and AI initiatives. The company is scaling its go-to-market and R&D organizations, and it appointed Mike Rich as Chief Revenue Officer and President of Global Sales and Joyce Kim as Chief Marketing Officer. Cash, cash equivalents and short-term investments totaled $2,324.4 million as of October 31, 2023. For the second quarter of fiscal 2024, Zscaler guided to revenue of $505 million to $507 million and non-GAAP net income per share of approximately $0.57 to $0.58. For full-year fiscal 2024, it guided to revenue of approximately $2.09 billion to $2.10 billion, calculated billings of $2.52 billion to $2.56 billion, and non-GAAP net income per share of $2.45 to $2.48. The filing also notes a change in the useful life of servers and networking equipment from four to five years, which the company said benefited gross margin by about 60 basis points in the quarter.

Nov 27, 2023 10-K

Zscaler Annual Report, Year Ended Jul 31, 2023

Zscaler, Inc. (ZS) reported its fiscal 2023 annual results for the year ended July 31, 2023, with revenue of $1,617.0 million, up from $1,090.9 million in fiscal 2022 and $673.1 million in fiscal 2021, and a net loss of $202.3 million, compared with net losses of $390.3 million in fiscal 2022 and $262.0 million in fiscal 2021. Gross margin held at 78%, and loss from operations narrowed to $234.6 million from $327.4 million. Interest income rose to $60.5 million, while interest expense fell to $6.5 million after the adoption of ASU 2020-06. Operating cash flow was $462.3 million, and free cash flow was $333.6 million, or 21% of revenue. The company ended the year with cash, cash equivalents and short-term investments of $2,100.2 million, against $1,150.0 million of 0.125% Convertible Senior Notes due 2025. The filing highlights growth driven by subscriptions to additional users and the addition of new customers, with more than 7,700 customers including over 640 of the Forbes Global 2000. Dollar-based net retention was 121% for the trailing 12 months ended July 31, 2023, versus above 125% a year earlier. Calculated billings rose $554.0 million, or 37%, to $2,035.5 million. Management noted that customers are taking longer to make purchasing decisions and seeking more approvals for large deals amid high inflation and macroeconomic uncertainty. Remaining performance obligations totaled $3,513.6 million, with 49% expected to be recognized over the next 12 months. Risk factors emphasize the company's history of net losses, intense competition from legacy appliance vendors and larger rivals, dependence on channel partners (top five partners represented 26% of fiscal 2023 revenue), and the concentration of ownership, with executive officers, directors and 5% holders together beneficially owning approximately 44.8% of common stock.

Sep 14, 2023 8-K

Zscaler 8-K Report, Financial Results (Sep 5, 2023)

Zscaler, Inc. (Nasdaq: ZS) reported fourth-quarter and fiscal 2023 results for the period ended July 31, 2023, in a press release furnished as Exhibit 99.1 to this Form 8-K. Fourth-quarter revenue was $455.0 million, up 43% year-over-year, and calculated billings rose 38% to $719.3 million. GAAP net loss narrowed to $30.7 million from $97.7 million a year earlier, while non-GAAP net income was $100.9 million compared with $36.4 million. For the full fiscal year, revenue was $1,617.0 million, up 48%, with a GAAP net loss of $202.3 million and non-GAAP net income of $277.0 million. Cash provided by operations was $462.3 million and free cash flow was $333.6 million for fiscal 2023. For fiscal 2024, the company guided first-quarter revenue to $472 million to $474 million and full-year revenue to approximately $2.050 billion to $2.065 billion, with full-year non-GAAP income from operations of $330 million to $340 million and non-GAAP net income per share of $2.20 to $2.25. The company also stated that, beginning in fiscal 2024, it will extend the useful life of servers and networking equipment from four to five years, which it expects to add approximately 50 basis points to full-year gross margin. The filing notes the adoption of ASU 2020-06 effective August 1, 2022, which removed the debt discount amortization from interest expense and required the if-converted method for diluted share counts, including approximately 7.63 million shares tied to the convertible senior notes. Cash, cash equivalents and short-term investments totaled $2,100.2 million at July 31, 2023, and deferred revenue reached $1,439.7 million.

Sep 5, 2023 10-Q

Zscaler Quarterly Report for Q3 Ended Apr 30, 2023

Zscaler, Inc. reported its quarterly results for the three and nine months ended April 30, 2023 in this Form 10-Q. Revenue for the three months was $418.8 million, up from $286.8 million, and for the nine months was $1,161.9 million, up from $772.9 million. Net loss narrowed to $46.0 million for the quarter from $101.4 million a year earlier, and to $171.7 million for the nine months from $292.6 million. Loss from operations improved to $(55.7) million for the quarter from $(86.6) million. Net cash provided by operating activities for the nine months was $326.4 million, and free cash flow was $232.3 million, both up from the prior-year period. The company stated that customers were taking longer to make purchasing decisions and requiring additional approvals for large expenditures amid the challenging economic environment, and it expects this caution to continue near term. In March 2023 it announced a restructuring to reduce worldwide headcount by approximately 3%, with aggregate charges expected to be about $7.0 million. Cash, cash equivalents and short-term investments totaled $1,968.4 million as of April 30, 2023, against $1,140.8 million of carrying value for the convertible senior notes due 2025. The filing also notes the adoption of ASU 2020-06 effective August 1, 2022, which increased the carrying amount of the convertible notes by $169.9 million and reduced interest expense sharply year over year, with the company stating the notes were anti-dilutive given its net losses. Management stated that existing cash is sufficient to fund operations for at least the next 12 months.

Jun 7, 2023 8-K

Zscaler 8-K Report, Financial Results (Jun 1, 2023)

Zscaler, Inc. (ZS) filed a Form 8-K on June 1, 2023 furnishing a press release (Exhibit 99.1) reporting its third fiscal quarter 2023 results for the quarter ended April 30, 2023. Revenue grew 46% year-over-year to $418.8 million, and calculated billings grew 40% year-over-year to $482.3 million. Deferred revenue rose 44% year-over-year to $1,175.4 million. The GAAP net loss narrowed to $46.0 million from $101.4 million a year earlier, while non-GAAP net income was $74.6 million versus $24.7 million. GAAP loss from operations was $55.7 million, or 13% of revenue, compared with 30% a year earlier, and non-GAAP income from operations was $63.9 million, or 15% of revenue, compared with 9%. Cash provided by operations was $108.5 million and free cash flow was $73.9 million, or 18% of revenue. Cash, cash equivalents and short-term investments totaled $1,968.4 million at April 30, 2023. The company also adopted ASU 2020-06 effective August 1, 2022, which changes interest expense recognition and the diluted share count for its convertible senior notes, adding approximately 7.63 million shares to non-GAAP diluted shares. For the fourth quarter of fiscal 2023, Zscaler guided to revenue of $429 million to $431 million and non-GAAP income from operations of $69 million to $70 million. For full-year fiscal 2023, it expects revenue of approximately $1.591 billion to $1.593 billion, calculated billings of $1.974 billion to $1.978 billion, and non-GAAP income from operations of $224 million to $225 million. The filing also reports a March 2023 restructuring plan, with restructuring and other charges of $6.3 million in the quarter, and the appointments of a new Chief Technology Officer and a new SVP of Worldwide Partners and Alliances.

Jun 1, 2023 8-K

Zscaler 8-K Report, Financial Results (May 8, 2023)

Zscaler, Inc. (NASDAQ: ZS) filed this Form 8-K on May 8, 2023 to furnish a press release announcing certain preliminary, unaudited results for its third fiscal quarter ended April 30, 2023, along with an update to its full-year fiscal 2023 guidance. The company said preliminary third-quarter revenue of $415 million to $419 million and non-GAAP loss from operations of $60 million to $64 million both exceeded the high end of its prior guidance, which had been $396 million to $398 million for revenue and $55 million to $56 million for non-GAAP loss from operations. Preliminary GAAP loss from operations was $59 million to $55 million, and calculated billings were approximately $478 million to $482 million, an increase of approximately 38% to 39% year over year. For full fiscal 2023, Zscaler raised its guidance. Revenue is now expected at $1,587 million to $1,591 million, up from $1,558 million to $1,563 million; calculated billings at $1,970 million to $1,974 million, up from $1,935 million to $1,945 million; and non-GAAP loss from operations at $220 million to $224 million, compared with $213 million to $215 million previously. The company noted that the preliminary figures are subject to change pending finalization of its closing procedures. Full third-quarter results are scheduled for release after the market close on June 1, 2023. The company also stated that it updated its non-GAAP income from operations definition in the third quarter to include restructuring and other charges, a change investors should note when comparing non-GAAP figures across periods.

May 8, 2023 10-Q

Zscaler Quarterly Report for Q2 Ended Jan 31, 2023

Zscaler, Inc. (ZS) reported its quarterly results for the three and six months ended January 31, 2023. Revenue for the three months rose to $387.6 million from $255.6 million, an increase of 52%, and for the six months rose to $743.1 million from $486.1 million, an increase of 53%. Net loss narrowed to $57.5 million for the quarter from $100.4 million a year earlier, and to $125.6 million for the six months from $191.2 million. Gross margin was 77% in the quarter, unchanged year over year, and GAAP operating margin improved to (17)% from (33)%. Net cash provided by operating activities for the six months was $217.9 million, and free cash flow was $158.4 million, compared with $112.8 million a year earlier. Cash, cash equivalents and short-term investments totaled $1,905.3 million as of January 31, 2023. The filing describes a change in accounting for the 0.125% Convertible Senior Notes due 2025, which the company adopted under ASU 2020-06 effective August 1, 2022. The adoption increased the carrying amount of the notes by $169.9 million, reduced additional paid-in capital by $273.7 million, and produced a cumulative-effect adjustment of $103.8 million to accumulated deficit. The company stated that the notes' conversion conditions were not met during the period. Subsequent events include the February 2023 acquisition of Canonic Security Technologies, Ltd. for approximately $20.3 million before adjustments, and a March 1, 2023 restructuring plan to reduce worldwide headcount by approximately 3%, with expected non-recurring charges of $8.0 million to $10.0 million. Management stated that customers are taking longer to make purchasing decisions and requesting additional approvals for large expenditures in the current economic environment. The dollar-based net retention rate was above 125% for the trailing 12 months ended January 31, 2023. The company also reported calculated billings of $493.8 million for the quarter, up 34% from the prior-year quarter, and remaining performance obligations of $2,809.2 million.

Mar 8, 2023 8-K

Zscaler 8-K Report, Financial Results (Mar 2, 2023)

Zscaler, Inc. reported financial results for its second fiscal quarter ended January 31, 2023, with revenue of $387.6 million, up 52% year-over-year, and calculated billings of $493.8 million, up 34%. GAAP net loss was $57.5 million compared with $100.4 million a year earlier, while non-GAAP net income was $57.6 million compared with $19.2 million. GAAP loss from operations was $65.2 million, or 17% of revenue, versus 33% a year earlier, and non-GAAP income from operations was $48.8 million, or 13% of revenue. Cash provided by operations was $89.5 million and free cash flow was $62.8 million. The company also disclosed a restructuring committed to on March 1, 2023, under which it expects to reduce worldwide headcount by approximately 3%, substantially complete by the end of fiscal 2023. It expects aggregate non-recurring charges of approximately $8.0 million to $10.0 million, mostly cash severance and benefit costs, with the majority recognized in the third quarter of fiscal 2023. Separately, the board adopted Amended and Restated Bylaws effective February 28, 2023, updating stockholder nomination procedures, including a requirement under Rule 14a-19, and conforming provisions to recent Delaware law amendments. For the third quarter of fiscal 2023, the company guided to total revenue of $396 million to $398 million and non-GAAP income from operations of $55 million to $56 million. For full fiscal 2023, it raised its guidance to total revenue of approximately $1.558 billion to $1.563 billion, calculated billings of $1.935 billion to $1.945 billion, and non-GAAP income from operations of $213 million to $215 million.

Mar 2, 2023 8-K

Zscaler 8-K Report, Shareholder Vote Results (Jan 19, 2023)

Zscaler, Inc. filed this Form 8-K to report the results of its annual meeting of stockholders, held on January 13, 2023, under Item 5.07 (Submission of Matters to a Vote of Security Holders). Stockholders elected three Class II directors, Andrew Brown, Scott Darling, and David Schneider, to serve until the 2025 annual meeting or until their successors are elected and qualified. Brown received 92,783,971 votes for and 20,088,368 withheld, Darling received 88,417,719 for and 24,454,620 withheld, and Schneider received 96,426,658 for and 16,445,681 withheld. Each nominee had 12,953,905 broker non-votes. Stockholders also ratified the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2023, with 125,571,463 votes for, 210,579 against, and 44,202 abstentions. In a non-binding advisory vote, stockholders approved the compensation of the named executive officers, with 71,728,431 votes for, 40,973,085 against, 170,823 abstentions, and 12,953,905 broker non-votes. For investors, the filing shows routine governance outcomes: board elections, auditor ratification, and a say-on-pay vote that the filing reports as approved. The advisory compensation vote drew a substantially larger number of against votes than most other matters, which investors may want to weigh alongside the company's compensation disclosures.

Jan 19, 2023 10-Q

Zscaler Quarterly Report for Q1 Ended Oct 31, 2022

Zscaler, Inc. reported revenue of $355.5 million for the three months ended October 31, 2022, up $125.0 million, or 54%, from $230.5 million a year earlier. Net loss narrowed to $68.2 million from $90.8 million, and loss from operations was $69.1 million compared with $74.4 million. The filing attributes the revenue increase to more users and additional subscriptions from existing customers, which contributed $83.3 million, plus new customers, and states that the customer base grew 18% from October 31, 2021 to October 31, 2022. Calculated billings rose $92.4 million, or 37%, to $340.1 million. Management also noted greater scrutiny and longer approval times for transactions, particularly larger deals, amid inflation and macroeconomic uncertainty. Non-GAAP income from operations was $42.1 million, a 12% operating margin, compared with $23.9 million and 10% a year earlier. Operating cash flow was $128.5 million and free cash flow was $95.6 million, a 27% free cash flow margin. Cash, cash equivalents and short-term investments totaled $1,824.8 million at October 31, 2022, which management says is sufficient for at least the next 12 months. Remaining performance obligations were $2,682.0 million, with 50% expected to be recognized over the next 12 months. The company adopted ASU 2020-06 effective August 1, 2022. This increased the carrying amount of its convertible senior notes by $169.9 million, reduced additional paid-in capital by $273.7 million, and produced a $103.8 million cumulative-effect adjustment to accumulated deficit. Interest expense fell to $1.3 million from $13.8 million as a result. The filing also reports that President resigned in October 2022 and remains on the Board, which led to a $9.9 million reversal of stock-based compensation.

Dec 7, 2022 8-K

Zscaler 8-K Report, Financial Results (Dec 1, 2022)

Zscaler, Inc. (Nasdaq: ZS) reported financial results for its first quarter of fiscal 2023, ended October 31, 2022, in a press release furnished as Exhibit 99.1 to this Form 8-K dated December 1, 2022. Revenue was $355.5 million, up 54% year-over-year, and calculated billings were $340.1 million, up 37% year-over-year. Deferred revenue reached $1,005.7 million, an increase of 55% year-over-year. GAAP net loss narrowed to $68.2 million from $90.8 million a year earlier, while non-GAAP net income rose to $44.0 million from $21.0 million. Free cash flow was $95.6 million, or 27% of revenue, compared with $83.4 million, or 36% of revenue, in the prior-year quarter. Management highlighted improved operating profitability and customer commitment to its broader platform, driven by vendor consolidation and an elevated threat environment. GAAP loss from operations was $69.1 million (19% of revenue), compared with $74.4 million (32% of revenue) a year earlier, and non-GAAP income from operations was $42.1 million (12% of revenue). Cash, cash equivalents and short-term investments totaled $1,824.8 million as of October 31, 2022. The company also noted its adoption of ASU 2020-06 effective August 1, 2022, which changes interest expense recognition on its senior convertible notes and the diluted share count used for non-GAAP EPS. For fiscal 2023, Zscaler guided to full-year total revenue of approximately $1.525 billion to $1.530 billion, calculated billings of $1.930 billion to $1.940 billion, non-GAAP income from operations of $179 million to $183 million, and non-GAAP net income per share of $1.23 to $1.25. For the second quarter, it expects total revenue of $364 million to $366 million and non-GAAP net income per share of approximately $0.29 to $0.30.

Dec 1, 2022 8-K

Zscaler 8-K Report, Executive Changes (Oct 11, 2022)

Zscaler, Inc. (ZS) filed a Current Report on Form 8-K on October 11, 2022 to disclose that Amit Sinha, Ph.D., informed the Company on October 6, 2022 of his intention to resign as President effective October 21, 2022. Dr. Sinha will remain on the Board of Directors. In connection with his resignation, he and the Company agreed to cancel all unvested equity awards granted in connection with his employment, and that agreement will be filed with the Company's Form 10-Q for the quarter ending October 31, 2022. According to the accompanying press release dated October 10, 2022, Dr. Sinha has accepted a CEO position at a privately-held technology company. Functions of R&D, Cloud Operations and Customer Support that reported to him will now report directly to Jay Chaudhry, Chairman and CEO. Chaudhry credited Dr. Sinha with contributions over the past 12 years and said the Company will continue its customer-centric growth strategy, citing a $5 billion ARR target. For investors, the key points are the leadership transition in the President role, the retention of Dr. Sinha as a board member, and the consolidation of his former responsibilities under the CEO. The filing does not state any financial results or changes to guidance.

Oct 11, 2022 8-K

Zscaler 8-K Report, Executive Changes (Sep 19, 2022)

Zscaler, Inc. filed this Form 8-K on September 19, 2022 under Item 5.02, disclosing compensatory arrangements for its named executive officers. On September 14, 2022, the Compensation Committee of the Board of Directors approved cash compensation for the fiscal year ending July 31, 2023 ("Fiscal 23"), with all changes effective August 1, 2022, the first day of Fiscal 23. The approved base salaries and target bonuses are as follows: Remo Canessa, Chief Financial Officer, $430,000 base salary and $325,000 target bonus; Amit Sinha, President, $430,000 and $325,000; Dali Rajic, President Go-to-Market and CRO, $430,000 and $430,000; and Robert Schlossman, Chief Legal Officer and Secretary, $375,000 base salary and $250,000 target bonus. The filing does not report any change in officer roles, departures, or new appointments. Its disclosure is limited to the fiscal 2023 cash pay structure for these four executives.

Sep 19, 2022 10-K

Zscaler Annual Report, Year Ended Jul 31, 2022

Zscaler, Inc. filed its Form 10-K for the fiscal year ended July 31, 2022, reporting revenue of $1,090.9 million in fiscal 2022, up from $673.1 million in fiscal 2021 and $431.3 million in fiscal 2020, representing year-over-year revenue growth of 56% and 62%. The company remains unprofitable, with a net loss of $390.3 million in fiscal 2022 (compared with $262.0 million in fiscal 2021 and $115.1 million in fiscal 2020) and an accumulated deficit of $991.9 million. Management states it expects to keep incurring net losses and intends to prioritize long-term growth over near-term profitability, with operating expenses expected to keep rising in absolute dollars. Gross margin was steady at 78%, and non-GAAP operating margin was 10%, with free cash flow of $231.3 million. The balance sheet and cash flow profile are stronger than the GAAP loss suggests. Cash, cash equivalents and short-term investments totaled $1,731.3 million at July 31, 2022, and operating cash flow was $321.9 million. Deferred revenue reached $1,021.1 million, and remaining performance obligations were $2,607.2 million, with 49% expected to be recognized over the next 12 months. Against this, the company carries $1,150.0 million of 0.125% Convertible Senior Notes due 2025, and management states it intends to settle the principal in cash. Customer metrics show over 6,700 customers, including over 600 of the Forbes Global 2000, and a dollar-based net retention rate above 125%. Investors should also note concentration and governance factors described in the filing. Sales through the top five channel partners represented 28% of revenue in fiscal 2022, and insiders together beneficially owned approximately 50.5% of common stock, with Jay Chaudhry and affiliates holding approximately 18.8%. The filing also discloses that adoption of ASU 2020-06 on August 1, 2022 will increase the carrying amount of the convertible notes by $169.9 million and reduce additional paid-in capital by $273.7 million.

Sep 15, 2022