0001353283false00013532832023-11-282023-11-28


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

____________________________________________________

FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported)

November 28, 2023
____________________________________________________
  
Splunk Inc.
(Exact name of registrant as specified in its charter)
 
Delaware 001-35498 86-1106510
(State or other jurisdiction of
incorporation)		 (Commission File Number) (IRS Employer
Identification No.)
 
270 Brannan Street
San Francisco, California 94107
(Address of principal executive offices, including zip code)
 
(415) 848-8400
(Registrant’s telephone number, including area code)
____________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareSPLKThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


Item 2.02                              Results of Operations and Financial Condition.
 
On November 28, 2023, Splunk Inc. (the "Company") issued a press release that included preliminary unaudited financial information for the fiscal third quarter ended October 31, 2023. A copy of the related press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 2.02 by reference.

Item 7.01                              Regulation FD Disclosure.

The Company also posted supplemental material dated November 28, 2023, on the “Events and Presentations” section of its website (http://investors.splunk.com). The Company webcasts earnings calls and certain events it participates in or hosts with members of the investment community on its investor relations website (http://investors.splunk.com). Additionally, it provides notifications of news or announcements regarding its financial performance, including SEC filings, investor events, press and earnings releases, as part of its investor relations website. It uses its investor relations website as a means of disclosing material non-public information and for complying with its disclosure obligations under Regulation FD. The contents of this website are not intended to be incorporated by reference into this report or in any other report or document the Company files.
 
The information under Item 2.02 and Item 7.01, including the financial information for the fiscal third quarter ended October 31, 2023 in the press release attached hereto as Exhibit 99.1, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01                                Financial Statements and Exhibits.
 
(d)                                Exhibits
 
Exhibit
Number		 Description
 
104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document
*Furnished herewith
2

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Date: November 28, 2023
  SPLUNK INC.
   
   
 By:/s/ Brian Roberts
  Brian Roberts
  Senior Vice President and Chief Financial Officer

3







Exhibit 99.1
splunklogoa17.jpg
P R E S S   R E L E A S E 


Splunk Announces Fiscal Third Quarter 2024 Financial Results

Increases Annual Recurring Revenue 15% to $4.0 Billion
Grows Cloud Revenue 26%
Generates Nearly $100 Million of GAAP Net Income



SAN FRANCISCO – November 28, 2023 – Splunk Inc. (NASDAQ: SPLK), the cybersecurity and observability leader, today announced results for its fiscal third quarter ended October 31, 2023.

Third Quarter 2024 Financial Highlights

•Total ARR was $4.0 billion, up 15% year-over-year.
•Total revenues were $1.067 billion, with Cloud revenue growing 26% to $469 million.
•GAAP Operating Expenses increased 4% year-over-year; non-GAAP Operating Expenses decreased by 1% year-over-year.
•Trailing twelve month operating cash flow was $863 million, up 182% year-over-year.
•Trailing twelve month adjusted free cash flow was $857 million, up 199% year-over-year.
•851 customers with Total ARR greater than $1 million, an increase of 97 year-over-year.


"Splunk delivered a solid third quarter and marked several milestones in our journey to deliver exceptional customer and shareholder value, including our agreement to join forces with Cisco,” said Gary Steele, President and CEO of Splunk. “Organizations are continuing to unlock value with Splunk, and in Q3 we saw solid momentum in our cloud business as Cloud ARR grew 26% year-over-year and now represents the majority of Total ARR. Our results demonstrate our accelerated innovation, relentless customer focus and consistent execution, and I'm confident we are well-positioned for the future.”

“We remain focused on driving growth and increasing profitability and are pleased with our progress in Q3. We drove ARR growth of 15% to $4.0 billion, achieved a non-GAAP operating margin of 31% and generated nearly $100 million of GAAP net income,” said Brian Roberts, CFO of Splunk.


Recent Business Highlights

•Splunk Innovations Drive Digital Resilience: Splunk continued to accelerate innovation to further strengthen its industry-leading security and observability product portfolio to help customers keep their digital systems resilient. New enhanced capabilities include Splunk Enterprise Security 7.2, Splunk SOAR 6.1.1, Session Replay in Splunk Observability Cloud, Federated Search for Amazon S3 and Edge Processor advancements.
•Splunk Products Win “Best B2B Enterprise Technology” Awards: Resulting from customer reviews on PeerSpot, Splunk SOAR and Splunk Enterprise Security were recognized in four categories: Security Orchestration, Automation and Response (SOAR), Security Information and Event Management (SIEM), IT Operations Analytics and Log Management.
•Splunk Among Top Cybersecurity Leaders Celebrating First Anniversary of the Open Cybersecurity Schema Framework (OCSF) Project: OCSF, an open-source project that defines a common standard for cybersecurity data, announced the general availability of its vendor-agnostic security schema as part of its first anniversary.
•Splunk Releases 2023 CISO Report: Splunk published a new global research report detailing emerging trends, threats and strategies for today’s security leaders.
•Splunk Releases 2023 Global Impact Report: Splunk’s third annual Global Impact Report outlines its commitment to contributing to broader societal challenges and opportunities while supporting the durability and resilience of its business, and creating value for its stakeholders.

Third Quarter Investor Presentation and Stockholder Letter

Visit the Splunk investor relations website to download the company’s quarterly investor presentation, which includes Splunk President and CEO Gary Steele’s letter to stockholders. In light of the pending transaction with Cisco, Splunk will not be hosting an earnings conference call to review the third quarter or providing a financial outlook.

Additional Information and Where to Find It
In connection with the proposed transaction and required stockholder approval, Splunk filed with the SEC a definitive proxy statement on October 30, 2023. The proxy statement has been mailed to the stockholders of Splunk. This document is not a substitute for the proxy statement or any other document which Splunk may file with the SEC. Splunk’s stockholders are urged to carefully read the proxy statement (including all amendments, supplements and any documents incorporated by reference therein) and other relevant materials filed or to be filed with the SEC and in their entirety because they contain important information about the proposed transaction and the parties to the transaction. Investors may obtain free copies of these documents and other documents filed with the SEC at its website at www.sec.gov. In addition, investors may obtain free copies of the documents filed with the SEC by Splunk by going to Splunk’s Investor Relations page on its corporate website at https://investors.splunk.com or by contacting Splunk Investor Relations at ir@splunk.com.

Participants in the Solicitation
Splunk and its executive officers and directors may be deemed to be participants in the solicitation of proxies from Splunk’s stockholders with respect to the transaction. Information about Splunk’s directors and executive officers, including their ownership of Splunk securities, is set forth in the definitive proxy statement related to the transaction, which was filed with the SEC on October 30, 2023, proxy statement for Splunk’s 2023 Annual Meeting of Stockholders, which was filed with the SEC on May 9, 2023, Form 8-K filed with the SEC on September 21, 2023, and Splunk’s other filings with the SEC. Investors may obtain more detailed information regarding the direct and indirect interests of Splunk and its respective executive officers and directors in the transaction, which may be different than those of Splunk stockholders generally, by reading the definitive proxy statement regarding the transaction, which was filed with the SEC.


Safe Harbor Statement

This press release contains forward-looking statements that involve risks and uncertainties, including statements regarding Splunk’s positioning for the future; Splunk’s proposed acquisition by Cisco and the benefits of the acquisition; trends in customer demand and engagement; statements regarding our operating efficiency, growth, profitability and cash flows; statements regarding our products, projects, technology and ongoing product development, including recently announced products; statements regarding our partnerships; statements regarding our market opportunity as well as our ability to meet customer needs; and trends in the markets for our products, including the security and observability markets. There are a significant number of factors that could cause actual results to differ materially from statements made in this press release, including: the risk that the proposed transaction with Cisco is not completed on the anticipated terms or in the time anticipated, including risks related to obtaining shareholder and regulatory approvals, anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of Splunk’s business and other conditions to the completion of the transaction; significant transaction costs associated with the proposed transaction; potential litigation relating to the proposed transaction; the risk that disruptions from the proposed transaction will harm Splunk’s business, including current plans and operations; the ability of Splunk to implement its business strategy; the impact of the macroeconomic environment, including inflationary pressures, economic uncertainty and impacts on information technology spending; risks associated with Splunk’s growth; the impact of Splunk’s restructuring plans; risks associated with Splunk’s ability to successfully introduce and gain market acceptance for new products and technologies; Splunk’s inability to realize value from its significant investments in the company’s business, including product and service innovations and through acquisitions; Splunk’s shift from sales of licenses to sales of cloud services which impacts the timing of revenue and margins; Splunk’s transition to a multi-product software and services business; Splunk’s inability to successfully integrate acquired businesses and technologies; Splunk’s inability to service its debt obligations or other adverse effects related to the company’s convertible notes; and general market, political, economic, business and competitive market conditions.

Additional information on potential factors that could affect Splunk’s financial results is included in the company’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2023, which is on file with the U.S. Securities and Exchange Commission (“SEC”) and Splunk’s other filings with the SEC. Splunk does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.




About Splunk Inc.
Splunk Inc. (NASDAQ: SPLK) helps build a safer and more resilient digital world. Organizations trust Splunk to prevent security, infrastructure and application issues from becoming major incidents, absorb shocks from digital disruptions, and accelerate digital transformation.

Splunk, Splunk>, and Turn Data Into Doing are trademarks and registered trademarks of Splunk Inc. in the United States and other countries. All other brand names, product names, or trademarks belong to their respective owners. © 2023 Splunk Inc. All rights reserved.


For more information, please contact:

Media Contact
Patricia Hogan
Splunk Inc.
press@splunk.com

Investor Contact
Investor Relations
Splunk Inc.
ir@splunk.com
Splunk Inc. | www.splunk.com









Splunk Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
 
 Three Months Ended October 31,Nine Months Ended October 31,
2023202220232022
Revenues
Cloud services$469,445 $374,027 $1,334,043 $1,043,361 
License429,356 383,584 896,225 851,111 
Maintenance and services168,554 172,158 499,180 508,131 
Total revenues1,067,355 929,769 2,729,448 2,402,603 
Cost of revenues
Cloud services136,294 119,558 400,588 361,939 
License2,141 1,259 5,486 4,059 
Maintenance and services 71,538 80,948 223,037 244,714 
Total cost of revenues209,973 201,765 629,111 610,712 
Gross profit857,382 728,004 2,100,337 1,791,891 
Operating expenses
Research and development232,541 241,395 708,592 754,143 
Sales and marketing 403,584 388,094 1,231,724 1,193,929 
General and administrative138,490 118,307 352,331 345,396 
Total operating expenses774,615 747,796 2,292,647 2,293,468 
Operating income (loss)82,767 (19,792)(192,310)(501,577)
Interest and other income (expense), net
Interest income26,719 6,700 79,343 12,919 
Interest expense(10,544)(11,228)(32,645)(34,796)
Other income (expense), net4,434 (3,945)600 (7,548)
Total interest and other income (expense), net20,609 (8,473)47,298 (29,425)
Income (loss) before income taxes103,376 (28,265)(145,012)(531,002)
Income tax provision6,523 4,355 17,803 15,652 
Net income (loss)$96,853 $(32,620)$(162,815)$(546,654)
Basic net income (loss) per share$0.58 $(0.20)$(0.98)$(3.38)
Diluted net income (loss) per share$0.55 $(0.20)$(0.98)$(3.38)
Weighted-average shares used in computing basic net income (loss) per share167,894 163,044 166,472 161,738 
Weighted-average shares used in computing diluted net income (loss) per share185,982 163,044 166,472 161,738 
 

Splunk Inc. | www.splunk.com








Splunk Inc.
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
 
October 31, 2023January 31, 2023
Assets 
Current assets 
Cash and cash equivalents$927,962 $690,587 
Investments, current761,746 1,316,347 
Accounts receivable, net1,131,616 1,572,604 
Prepaid expenses and other current assets130,417 174,388 
Deferred commissions, current129,116 116,758 
Total current assets3,080,857 3,870,684 
Investments, non-current41,630 41,700 
Accounts receivable, non-current243,559 314,286 
Operating lease right-of-use assets145,753 186,981 
Property and equipment, net99,466 108,540 
Intangible assets, net78,417 119,588 
Goodwill1,416,920 1,416,920 
Deferred commissions, non-current251,455 242,731 
Other assets33,723 42,493 
Total assets$5,391,780 $6,343,923 
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable$5,227 $15,299 
Accrued compensation282,607 357,550 
Accrued expenses and other liabilities149,373 229,480 
Deferred revenue, current1,384,333 1,657,685 
Debt, current— 775,656 
Total current liabilities1,821,540 3,035,670 
Debt, non-current3,104,926 3,099,289 
Operating lease liabilities156,835 202,268 
Deferred revenue, non-current82,975 91,102 
Other liabilities, non-current26,619 26,107 
Total non-current liabilities3,371,355 3,418,766 
Total liabilities5,192,895 6,454,436 
Stockholders’ equity
Common stock175 171 
Accumulated other comprehensive loss(1,118)(6,363)
Additional paid-in capital5,132,002 4,671,776 
Treasury stock(982,624)(989,362)
Accumulated deficit(3,949,550)(3,786,735)
Total stockholders’ equity (deficit)198,885 (110,513)
Total liabilities and stockholders’ equity$5,391,780 $6,343,923 

Splunk Inc. | www.splunk.com








Splunk Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

 Three Months Ended October 31,Nine Months Ended October 31,
2023202220232022
Cash flows from operating activities
Net income (loss)$96,853 $(32,620)$(162,815)$(546,654)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization22,065 25,494 69,010 73,446 
Amortization of deferred commissions30,950 27,835 97,093 81,409 
Amortization of investment premiums (accretion of discounts), net5,495 (1,580)(4,909)(2,062)
Loss on strategic equity investments, net— — 3,414 97 
Amortization of debt issuance costs2,201 2,394 6,642 7,878 
Loss on facility exits5,731 10,000 5,731 10,000 
Non-cash operating lease costs(4,277)(274)(5,028)(3,079)
Stock-based compensation193,947 188,604 577,464 601,745 
Deferred income taxes16 (414)(493)(1,434)
Loss on disposal of assets19 — 29 — 
Changes in operating assets and liabilities:
Accounts receivable, net(188,924)(145,123)511,853 407,983 
Prepaid expenses and other assets 78,567 79,630 53,921 96,708 
Deferred commissions(47,763)(39,612)(118,175)(102,366)
Accounts payable (20,987)(64,402)(10,072)(40,773)
Accrued compensation(18,349)(10,496)(74,943)(148,794)
Accrued expenses and other liabilities(56,314)(29,082)(80,227)(46,224)
Deferred revenue (13,845)38,569 (281,479)(214,238)
Net cash provided by operating activities 85,385 48,923 587,016 173,642 
Cash flows from investing activities
Purchases of property and equipment(3,313)(2,579)(9,186)(9,229)
Capitalized software development costs(3,809)(816)(8,961)(5,806)
Purchases of marketable securities(446,457)(65,142)(1,323,475)(988,904)
Maturities of marketable securities605,349 143,440 1,888,244 352,864 
Purchases of strategic investments(43)(260)(3,343)(6,359)
Other investment activities— 98 — 1,534 
Net cash provided by (used in) investing activities 151,727 74,741 543,279 (655,900)
Cash flows from financing activities
Proceeds from the exercise of stock options183 266 413 1,398 
Proceeds from employee stock purchase plan— — 51,201 48,596 
Settlement of 2023 Notes(776,661)— (776,661)— 
Taxes paid related to net share settlement of equity awards(56,134)(38,884)(167,873)(163,498)
Net cash used in financing activities (832,612)(38,618)(892,920)(113,504)
Net increase (decrease) in cash and cash equivalents (595,500)85,046 237,375 (595,762)
Cash and cash equivalents at beginning of period 1,523,462 747,883 690,587 1,428,691 
Cash and cash equivalents at end of period $927,962 $832,929 $927,962 $832,929 
Splunk Inc. | www.splunk.com








Splunk Inc.
Operating Metrics

Total Annual Recurring Revenue (“Total ARR”) represents the annualized value of active cloud services, term licenses and maintenance contracts at the end of a reporting period. Cloud Annual Recurring Revenue (“Cloud ARR”) represents the annualized value of active cloud services contracts at the end of a reporting period.

Non-GAAP Financial Measures and Reconciliations

To supplement Splunk’s unaudited interim condensed consolidated financial statements, which 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 regarding interim financial reporting, Splunk provides investors with the following non-GAAP financial measures: cloud services cost of revenues, cloud services gross margin, cost of revenues, gross margin, research and development expense, sales and marketing expense, general and administrative expense, operating expenses, operating income (loss), operating margin, income tax provision (benefit), net income (loss), free cash flow and adjusted free cash flow (collectively the “non-GAAP financial measures”). These non-GAAP financial measures exclude all or a combination of the following (as reflected in the following reconciliation tables): expenses related to stock-based compensation and related employer payroll tax, amortization of intangible assets, restructuring and facility exit charges, merger-related expenses, capitalized software development costs, non-cash interest expense related to convertible senior notes and a net loss (gain) on strategic equity investments. The non-GAAP financial measures are also adjusted for Splunk's current and deferred tax rate on non-GAAP income (loss). Splunk uses a long-term projected non-GAAP tax rate to provide consistency across interim reporting periods. We base our rate on non-GAAP financial projections. In determining our tax rate, we exclude the impact of nonrecurring items, and we make assumptions including those about tax legislation and our tax positions. We applied a 20% non-GAAP tax rate to the three and nine months ended October 31, 2023 and 2022. In addition, non-GAAP financial measures include free cash flow and adjusted free cash flow. Free cash flow represents net cash provided by operating activities, less purchases of property and equipment and capitalized software development costs. Adjusted free cash flow is a non-GAAP measure that additionally excludes from free cash flow the impact of cash paid for costs incurred as a result of the proposed Cisco merger. Splunk believes that free cash flow and adjusted free cash flow provide investors useful information to better understand the factors and trends affecting the Company’s performance and liquidity. Both of these free cash flow measures have limitations as they omit certain components of the overall cash flow statement and do not represent the residual cash flow available for discretionary expenditures.

Splunk excludes stock-based compensation expense because it is non-cash in nature and excluding this expense provides meaningful supplemental information regarding Splunk’s operational performance and allows investors the ability to make more meaningful comparisons between Splunk’s operating results and those of other companies. Splunk excludes employer payroll tax expense related to employee stock plans in order for investors to see the full effect that excluding that stock-based compensation expense had on Splunk’s operating results. Employer payroll tax expense is tied to the exercise or vesting of underlying equity awards and the price of Splunk’s common stock at the time of vesting or exercise, which may vary from period to period independent of the operating performance of Splunk’s business. Splunk also excludes amortization of intangible assets, restructuring and facility exit charges, merger-related expenses, capitalized software development costs, non-cash interest expense related to convertible senior notes and a net loss (gain) on strategic equity investments from the applicable non-GAAP financial measures because these adjustments are considered by management to be outside of Splunk’s core operating results. A reconciliation of non-GAAP guidance measures to corresponding GAAP guidance measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, expenses that may be incurred in the future. For example, stock-based compensation-related charges, including related employer payroll tax-related items, are impacted by the timing of employee stock transactions, the future fair market value of our common stock, and our future hiring and retention needs, all of which are difficult to predict and subject to constant change. We have provided a reconciliation of GAAP to non-GAAP financial measures in the financial statement tables for our historical non-GAAP financial results included in this release.

There are limitations in using non-GAAP financial measures because the non-GAAP financial measures are not prepared in accordance with GAAP, may be different from non-GAAP financial measures used by Splunk’s competitors and exclude expenses that may have a material impact upon Splunk’s reported financial results. Further, stock-based compensation expense has been and will continue to be for the foreseeable future, a significant recurring expense in Splunk’s business and an important part of the compensation provided to Splunk’s employees. The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. Splunk uses these non-GAAP financial measures for financial and operational decision-making purposes and as a means to evaluate period-to-period comparisons. Splunk believes that these non-GAAP financial measures
provide useful information about Splunk’s operating results, enhance the overall understanding of past financial performance and future prospects and allow for greater transparency with respect to key metrics used by management in its financial and operational decision making. In addition, these non-GAAP financial measures facilitate comparisons to competitors’ operating results. The non-GAAP financial measures are meant to supplement and be viewed in conjunction with GAAP financial measures.

The following tables reconcile Splunk’s GAAP results to Splunk’s non-GAAP results included in this press release.


Splunk Inc. | www.splunk.com








Splunk Inc.
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands)
(Unaudited)

Reconciliation of Cash Provided By Operating Activities to Adjusted Free Cash Flow
Three Months Ended October 31,Nine Months Ended October 31,Trailing Twelve Months Ended October 31,
202320222023202220232022
Net cash provided by operating activities$85,385 $48,923 $587,016 $173,642 $863,004 $306,331 
Less purchases of property and equipment(3,313)(2,579)(9,186)(9,229)(13,577)(10,070)
Less capitalized software development costs(3,809)(816)(8,961)(5,806)(11,937)(9,324)
Free cash flow (non-GAAP)$78,263 $45,528 $568,869 $158,607 $837,490 $286,937 
Cash paid for merger-related expenses19,924 — 19,924 — 19,924 — 
Adjusted free cash flow (non-GAAP)$98,187 $45,528 $588,793 $158,607 $857,414 $286,937 
Net cash provided by (used in) investing activities$151,727 $74,741 $543,279 $(655,900)$129,020 $(644,848)
Net cash used in financing activities$(832,612)$(38,618)$(892,920)$(113,504)$(896,990)$(132,935)


Reconciliation of GAAP to Non-GAAP Financial Measures
Three Months Ended October 31, 2023
GAAPStock-based compensation and related employer payroll taxAmortization of intangible assets
Restructuring and facility exit charges (2)
Merger-related expensesCapitalized software development costsNon-cash interest expense related to convertible senior notes
Income tax adjustment (1)
Non-GAAP
Cloud services cost of revenues$136,294 $(5,412)$(8,100)$(96)$— $(3,395)$— $— $119,291 
Cloud services gross margin71.0 %1.2 %1.7 %— %— %0.7 %— %— %74.6 %
Cost of revenues209,973 (21,849)(9,329)(96)— (3,395)— — 175,304 
Gross margin80.3 %2.1 %0.9 %— %— %0.3 %— %— %83.6 %
Research and development232,541 (82,898)— (2,660)— 3,809 — — 150,792 
Sales and marketing403,584 (62,217)(3,953)(317)— — — — 337,097 
General and administrative138,490 (30,207)— (13,457)(22,219)— — — 72,607 
Operating expenses774,615 (175,322)(3,953)(16,434)(22,219)3,809 — — 560,496 
Operating income 82,767 197,171 13,282 16,530 22,219 (414)— — 331,555 
Operating margin7.8 %18.5 %1.2 %1.6 %2.1 %— %— %— %31.1 %
Income tax provision6,523 — — — — — — 64,350 70,873 
Net income$96,853 $197,171 $13,282 $16,530 $22,219 $(414)$2,200 $(64,350)$283,491 
_________________________
(1)       Represents the income tax adjustment using our estimated non-GAAP tax rate of 20%.
(2)              Excludes $1,180 of total stock-based compensation restructuring charges, which are included under Stock-based compensation and related employer payroll tax.
               



Reconciliation of GAAP to Non-GAAP Financial Measures
Three Months Ended October 31, 2022
GAAPStock-based compensation and related employer payroll taxAmortization of intangible assetsAcquisition-related adjustmentsRestructuring and facility exit chargesCapitalized software development costsNon-cash interest expense related to convertible senior notes
Income tax adjustment (1)
Non-GAAP
Cloud services cost of revenues$119,558 $(5,821)$(7,577)$— $— $(3,556)$— $— $102,604 
Cloud services gross margin68.0 %1.6 %2.0 %— %— %1.0 %— %— %72.6 %
Cost of revenues201,765 (22,071)(8,807)— — (3,556)— — 167,331 
Gross margin78.3 %2.4 %0.9 %— %— %0.4 %— %— %82.0 %
Research and development241,395 (80,989)— — — 816 — — 161,222 
Sales and marketing388,094 (56,503)(5,130)— — — — — 326,461 
General and administrative118,307 (31,297)— (692)(10,000)— — — 76,318 
Operating expense747,796 (168,789)(5,130)(692)(10,000)816 — — 564,001 
Operating income (loss)(19,792)190,860 13,937 692 10,000 2,740 — — 198,437 
Operating margin(2.1)%20.4 %1.5 %0.1 %1.1 %0.3 %— %— %21.3 %
Income tax provision4,355 — — — — — — 34,117 38,472 
Net income (loss)$(32,620)$190,860 $13,937 $692 $10,000 $2,740 $2,394 $(34,117)$153,886 
_________________________
(1)                 Represents the income tax adjustment using our estimated non-GAAP tax rate of 20%.
           


Reconciliation of GAAP to Non-GAAP Financial Measures
Nine Months Ended October 31, 2023
GAAPStock-based compensation and related employer payroll taxAmortization of intangible assets
Restructuring and facility exit charges (2)
Merger-related expensesCapitalized software development costsNon-cash interest expense related to convertible senior notesLoss on strategic equity investments, net
Income tax adjustment (1)
Non-GAAP
Cloud services cost of revenues$400,588 $(17,915)$(24,518)$(507)$— $(10,821)$— $— $— $346,827 
Cloud services gross margin70.0 %1.3 %1.8 %— %— %0.8 %— %— %— %74.0 %
Cost of revenues629,111 (66,480)(28,205)(1,604)— (10,821)— — — 522,001 
Gross margin77.0 %2.4 %1.0 %0.1 %— %0.4 %— %— %— %80.9 %
Research and development708,592 (249,341)— (16,641)— 8,961 — — — 451,571 
Sales and marketing1,231,724 (187,446)(12,967)(4,363)— — — — — 1,026,948 
General and administrative352,331 (90,314)— (19,020)(22,219)— — — — 220,778 
Operating expenses2,292,647 (527,101)(12,967)(40,024)(22,219)8,961 — — — 1,699,297 
Operating income (loss)(192,310)593,581 41,172 41,628 22,219 1,860 — — — 508,150 
Operating margin(7.1)%21.8 %1.5 %1.5 %0.8 %0.1 %— %— %— %18.6 %
Income tax provision17,803 — — — — — — — 95,298 113,101 
Net income (loss)$(162,815)$593,581 $41,172 $41,628 $22,219 $1,860 $6,641 $3,414 $(95,298)$452,402 
_________________________
(1)               Represents the income tax adjustment using our estimated non-GAAP tax rate of 20%.
(2)               Excludes $3,737 of total stock-based compensation restructuring charges, which are included under Stock-based compensation and related employer payroll tax.
          



Reconciliation of GAAP to Non-GAAP Financial Measures
Nine Months Ended October 31, 2022
GAAPStock-based compensation and related employer payroll tax Amortization of intangible assetsAcquisition-related adjustmentsRestructuring and facility exit chargesCapitalized software development costsNon-cash interest expense related to convertible senior notesLoss on strategic equity investments, net
Income tax adjustment (1)
Non-GAAP
Cloud services cost of revenues$361,939 $(16,856)$(22,734)$— $— $(8,989)$— $— $— $313,360 
Cloud services gross margin65.3 %1.6 %2.2 %— %— %0.9 %— %— %— %70.0 %
Cost of revenues610,712 (66,062)(26,421)— — (8,989)— — — 509,240 
Gross margin74.6 %2.7 %1.1 %— %— %0.4 %— %— %— %78.8 %
Research and development754,143 (256,938)— — — 5,806 — — — 503,011 
Sales and marketing1,193,929 (191,262)(15,614)— — — — — — 987,053 
General and administrative345,396 (101,216)— (692)(10,000)— — — — 233,488 
Operating expenses2,293,468 (549,416)(15,614)(692)(10,000)5,806 — — — 1,723,552 
Operating income (loss)(501,577)615,478 42,035 692 10,000 3,183 — — — 169,811 
Operating margin(20.9)%25.8 %1.7 %— %0.4 %0.1 %— %— %— %7.1 %
Income tax provision15,652 — — — — — — — 14,021 29,673 
Net income (loss)$(546,654)$615,478 $42,035 $692 $10,000 $3,183 $7,878 $97 $(14,021)$118,688 
_________________________
(1)               Represents the income tax adjustment using our estimated non-GAAP tax rate of 20%.

Splunk Inc. | www.splunk.com

v3.23.3
Cover Page
Nov. 28, 2023
Cover [Abstract]  
Document Type 8-K
Document Period End Date Nov. 28, 2023
Entity Registrant Name Splunk Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-35498
Entity Tax Identification Number 86-1106510
Entity Address, Address Line One 270 Brannan Street
Entity Address, City or Town San Francisco
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94107
City Area Code 415
Local Phone Number 848-8400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.001 per share
Trading Symbol SPLK
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001353283
Amendment Flag false
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