domo8k-202303030001505952false00015059522023-03-032023-03-03
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 3, 2023 DOMO, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-38553 | | 27-3687433 |
(State or other jurisdiction of incorporation or organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
772 East Utah Valley Drive
American Fork, UT 84003
(Address of principal executive offices, and Zip Code)
Registrant’s telephone number, including area code: (801) 899-1000
Not applicable
(Former name or former address, if changed since last report)
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:
☐ 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))
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| Securities registered pursuant to Section 12(b) of the Act: |
| | | | |
| Title of each class | | Trading symbol(s) | | Name of each exchange on which registered |
| Class B Common Stock, par value $0.001 per share | | DOMO | | The Nasdaq Global Market |
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| ☐ | Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). |
| ☐ | 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. |
Item 2.02. Results of Operations and Financial Condition.
On March 6, 2023, Domo, Inc. (the "Company") issued a press release announcing its financial results for the fiscal year ended January 31, 2023 and certain other information. The full text of the press release is set forth in Exhibit 99.1 hereto. The information in this Current Report on Form 8-K and the attached exhibit are furnished to, but not filed with, the Securities and Exchange Commission.
The information in Item 2.02 of this Current Report on Form 8-K (including the accompanying Exhibit 99.1) 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 by the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Election of Directors
The information set forth under Item 5.07 of this Current Report on Form 8-K is incorporated herein by reference.
On March 3, 2023, Joshua G. James, Dan Strong and Renée Soto were elected as directors of the Company, effective March 3, 2023, with an initial term expiring at the Company’s 2023 annual meeting of stockholders, pursuant to an action by written consent of the Company’s stockholders. As further described in Item 8.01 of this Current Report on Form 8-K, the Company’s board of directors also appointed Mr. Strong as chairperson of the Company’s audit committee and as a member of the Company’s compensation committee, and Ms. Soto as a member of the Company’s nominating and corporate governance committee.
Mr. Strong and Ms. Soto will participate in the Company’s outside director compensation policy, as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on April 22, 2022 (the "2022 Proxy Statement"). In addition, Mr. James, Mr. Strong and Ms. Soto will enter into a standard indemnification agreement in the form previously approved by the Company’s board of directors. There are no family relationships between Mr. James, Mr. Strong and Ms. Soto, on the one hand, and any director or executive officer of the Company, on the other hand, that require disclosure under Item 401(d) of Regulation S-K. There are no transactions between Mr. James, Mr. Strong and Mr. Soto or any member of their immediate families, on the one hand, and the Company or any of its subsidiaries, on the other hand, that require disclosure under Item 404(a) of Regulation S-K, other than as follows:
•The Company and Mr. James are party to a registration rights agreement, a separation and transition agreement, and cooperation agreement. For more information on these agreements, see the 2022 Proxy Statement.
•Mr. James' brother, Adam James, was employed by us in a non-executive officer position during the fiscal year ended January 31, 2023. Compensation and benefits received by Adam James for fiscal year 2023 included $225,000 in base salary. Adam James is also eligible to participate in fiscal year 2023 bonuses. Adam James also participated in our health and other benefit plans on terms and conditions applicable to similarly situated employees.
•During the fiscal year ended January 31, 2023, we paid to to Luis Bardin, Mr. James' father-in-law and his company, LATAM as a Service, approximately $331,892 for sales services.
There are no arrangements or understandings between Mr. James, Mr. Strong, Ms. Soto or any other persons pursuant to which Mr. James, Mr. Strong and Ms. Soto were selected as directors.
Resignation and Appointment of Chief Executive Officer
On March 3, 2023, John Mellor resigned as the Company’s Chief Executive Officer and as a member of the Company’s board of directors, effective March 3, 2023. There were no disagreements between Mr. Mellor and the Company on any matter relating to the Company’s operations, policies or practices which resulted in Mr. Mellor’s resignation.
Additionally, on March 3, 2023, the Company appointed Joshua G. James as the Company’s Chief Executive Officer, effective March 3, 2023. Mr. James, age 49, founded the Company and previously served as the Company’s Chief Executive Officer and Chairman and as a member of the Company’s board of directors from the Company’s inception in 2010 until March 2022. Mr. James was the co-founder of Omniture, Inc., a provider of online business optimization products and services, and from 1996 to 2009, he served as its chief executive officer. Mr. James has served on the board of directors of various privately held and public companies, including as a director of Mercato Partners Acquisition Corporation from November 2021 to July 2022. He founded Silicon Slopes, a nonprofit initiative with the mission to promote the interests of Utah’s high-tech industry and is a board member of Parity.org, where he was a co-founder of the Parity Pledge initiative. Mr. James attended Brigham Young University for three and a half years and studied entrepreneurship.
Mr. James' compensation in connection with his role as Chief Executive Officer has not yet been determined and will be set by the Board or the compensation committee of the Board at a later date, at which time the Company will file an amendment to this Current Report on Form 8-K to disclose the material terms of such arrangements. There are no arrangements or understandings between Mr. James and any other persons pursuant to which Mr. James was selected as Chief Executive Officer.
Appointment of Chief Financial Officer
On March 5, 2023, the Company also appointed David Jolley as the Company’s Chief Financial Officer, effective on March 5, 2023. Mr. Jolley will succeed Bruce Felt, whose separation and transition from the Company was previously announced on December 8, 2022.
Mr. Jolley, age 59, has served as a director at Scalar, a business valuation firm, since November 2021. Prior to joining Scalar, Mr. Jolley served in various roles at Ernst & Young from 1997 to October 2020, including as a Senior Partner from January 2020 to October 2020, the Americas Growth Markets Leader from 2017 to January 2020, West Region Managing Partner of Markets from 2013 to 2016, and Office Managing Partner in Salt Lake City from 2003 to 2017. Mr. Jolley holds an M.B.A. from the University of Utah and a B.S. in accounting from Brigham Young University.
Mr. Jolley's compensation in connection with his role as Chief Financial Officer has not yet been determined and will be set by the Board or the compensation committee of the Board at a later date, at which time the Company will file an amendment to this Current Report on Form 8-K to disclose the material terms of such arrangements. There are no family relationships between Mr. Jolley and any director or executive officer of the Company that require disclosure under Item 401(d) of Regulation S-K. Other than with respect to his employment with the Company, there are no transactions between Mr. Jolley or any member of his immediate family, on the one hand, and the Company or any of its subsidiaries, on the other hand, that require disclosure under Item 404(a) of Regulation S-
K. Furthermore, there are no arrangements or understandings between Mr. Jolley and any other persons pursuant to which Mr. Jolley was selected as Chief Financial Officer.
A copy of the press release announcing the director and officer transitions described above is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
The information set forth under Item 5.02 of this Current Report on Form 8-K is incorporated herein by reference.
On March 3, 2023, the holders of 3,263,659 shares of the Company’s Class A common stock and 31,572,826 shares of the Company’s Class B common stock, acting by written consent, approved resolutions electing Joshua G. James, Dan Strong and Renée Soto as directors of the Company, effective March 3, 2023.
Item 7.01. Regulation FD Disclosure.
On March 6, 2023, the Company provided written notice, in accordance with Section 228(e) of the General Corporation Law of the State of Delaware (“Section 228(e)”), to the stockholders of the Company entitled to receive such notice under Section 228(e). A copy of this notice is furnished as Exhibit 99.3 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K (including the accompanying Exhibit 99.3) shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 8.01. Other Events.
Effective March 3, 2023, the Board, acting upon the recommendation of its nominating and corporate governance committee, approved certain changes to the composition of the Board’s standing committees as follows:
| | | | | |
| Committee | Members |
| Audit | Dan Strong (Chairperson), Carine S. Clark and Daniel Daniel |
| Compensation | Daniel Daniel (Chairperson), Carine S. Clark and Dan Strong |
| Nominating and Corporate Governance | Jeff Kearl (Chairperson), John Pestana and Renée Soto |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit
No. | | Description | |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
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.
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| | DOMO, INC. |
Date: March 6, 2023 | |
By: | |
/s/ David Jolley |
| | | | David Jolley |
| | | | Chief Financial Officer |
Domo Announces Fourth Quarter and Fiscal 2023 Financial Results
Silicon Slopes, Utah - March 6, 2023 - Domo, Inc. (Nasdaq: DOMO) today announced results for its fiscal fourth quarter and year ended January 31, 2023.
Fiscal Fourth Quarter Results
•Total revenue was $79.6 million, an increase of 14% year over year
•Subscription revenue was $70.3 million, an increase of 18% year over year
•Subscription revenue represented 88% of total revenue
•Billings were $104.5 million, a decrease of 3% year-over-year
•Remaining Performance Obligations (RPO) was $378.2 million as of January 31, 2023, an increase of 12% year over year
•RPO expected to be recognized as revenue in the next 12 months was $243.8 million as of January 31, 2023, an increase of 10% year over year
•Net cash used in operating activities was $2.8 million
•GAAP subscription gross margin was 85%, an improvement of 4 percentage points from Q4 FY22
•Non-GAAP subscription gross margin was 86%, an improvement of 3 percentage points from Q4 FY22
•GAAP operating margin increased by 23 percentage points year over year
•Non-GAAP operating margin increased by 18 percentage points year over year
•GAAP net loss was $19.8 million, and GAAP net loss per share was $0.57, based on 34.7 million weighted-average shares outstanding
•Non-GAAP net loss was $0.8 million, and non-GAAP net loss per share was $0.02, based on 34.7 million weighted-average shares outstanding
•Cash, cash equivalents, and restricted cash were $66.5 million as of January 31, 2023
Full Year Fiscal 2023 Results
•Total revenue was $308.6 million, an increase of 20% year over year
•Subscription revenue was $271.3 million, an increase of 22% year over year
•Subscription revenue represented 88% of total revenue
•Billings were $323.8 million or 9% year-over-year growth
•Net cash used in operating activities was $10.9 million
•GAAP subscription gross margin was 84%, an improvement of 2 percentage points from FY22
•Non-GAAP subscription gross margin was 85%, an improvement of 4 percentage points from FY22
•GAAP operating margin increased by 6 percentage points year over year
•Non-GAAP operating margin increased by 9 percentage points year over year
•GAAP net loss was $105.6 million, and GAAP net loss per share was $3.10, based on 34.1 million weighted-average shares outstanding
•Non-GAAP net loss was $21.6 million, and non-GAAP net loss per share was $0.63, based on 34.1 million weighted-average shares outstanding
“Domo helps companies of all sizes better leverage data so every employee can be a multiplier of business impact,' said Josh James, Founder and CEO, Domo. "I'm proud of the team for their continued focus on delivering customer value. Based on our internal alignment, our sales capacity outlook, the size and health of the pipeline and the strong demand at the top of the funnel, I am very bullish on our long-term prospects."
Recent Highlights
We believe the following announcements and recognition demonstrate our commitment to product innovation and customer value:
•Domo was the top vendor in Dresner Advisory Service's 2022 Analytical Platforms Market Study
•Domo was named the winner of five Dresner Advisory Services 2022 Technology Innovation Awards
•Domo Apps won as the Best Cloud Business Intelligence or Analytics Solution in the 2022-2023 Cloud Awards
•Domo was named a Best Company to Work For by Utah Business magazine for the eleventh consecutive year
Business Outlook
Based on information available as of March 6, 2023, Domo is providing the following guidance for its first fiscal quarter and full year fiscal 2024:
Q1 Fiscal 2024
•Revenue is expected to be in the range of $78.5 million to $79.5 million
•Non-GAAP net loss per share is expected to be between $0.15 and $0.19 based on 35.3 million weighted-average shares outstanding
Full Year Fiscal 2024
•Revenue is expected to be in the range of $323.0 million to $330.0 million
•Non-GAAP net loss per share is expected to be between $0.27 and $0.39 based on 36.2 million weighted-average shares outstanding
We have not reconciled guidance for non-GAAP metrics to their most directly comparable GAAP measures because certain items that impact these measures are not within our control or cannot be reasonably predicted.
Earnings Call Details
Domo plans to host a conference call today to review its fiscal 2023 fourth quarter financial results and to discuss its financial outlook. The call is scheduled to begin at 3:00 p.m. MT/ 5:00 p.m. ET. A live webcast of the event will be available on the Domo Investor Relations website at https://www.domo.com/ir. Participants can register for the call in advance by visiting https://conferencingportals.com/event/zYvDlnjs. Instructions will be shared on how to join the call after registering.
A replay will be available at (800) 770-2030 or (647) 362-9199 with conference ID #41576 following the completion of the conference call until 11:59 p.m. (ET) March 20, 2023.
About Domo
Domo transforms business by putting data to work for everyone. Domo’s low-code data app platform goes beyond traditional business intelligence and analytics to enable anyone to create data apps to power any action in their business, right where work gets done. With Domo’s fully integrated cloud-native platform, critical business processes can now be optimized in days instead of months or more. For more information, visit www.domo.com. You can also follow Domo on Twitter, Facebook and LinkedIn.
Domo Disclosure Channels to Disseminate Information
Domo investors and others should note that we announce material information to the public about our company, products and services, and other issues through a variety of means, including Domo's website, press releases, SEC filings, blogs and social media, in order to achieve broad, non-exclusionary distribution of information to the public. We intend to use the Domo Facebook page, the Domo LinkedIn page, the Domo blog, and @Domotalk Twitter account as a means of disclosing information about the Company and its services and for complying with the disclosure obligations under Regulation FD. The information we post through these social media channels may be deemed material. Accordingly, we encourage investors and others to monitor these social media channels in addition to following our press releases, SEC filings and public conference calls and webcasts. The social media channels that we intend to use as a means of disclosing the information described here may be updated from time to time as listed on our investor relations webpage.
Use of Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with Generally Accepted Accounting Principles in the United States of America (GAAP), we reference in this press release and the accompanying tables the following non-GAAP financial measures: billings, non-GAAP subscription gross margin, non-GAAP operating expenses, non-GAAP operating loss, non-GAAP operating margin, non-GAAP net loss, non-GAAP net loss per share, and adjusted free cash flow. In computing these measures, we exclude the effects of certain items including stock-based compensation expense, amortization of certain intangible assets, the reversal of contingent tax-related accruals and proceeds from shares issued in connection with employee stock purchase plan.
As it relates to adjusted free cash flow, we add back amounts equal to the proceeds from shares issued in connection with employee stock purchase plan to reflect the non-cash nature of these transactions. Because no cash is exchanged in these transactions, showing proceeds in the financing section of the statement of cash flows as required by GAAP results in a corresponding decrease in the operating section, which management believes is not indicative of actual cash used in or provided by our operations. We believe that this non-GAAP cash metric is useful because it provides investors with the same information that management uses to consistently evaluate, forecast and measure the Company’s actual cash flows and its ability to achieve and maintain positive cash flows.
We use these non-GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. Our management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and liquidity by excluding certain expenses that may not be indicative of our ongoing core business operating results. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when analyzing historical performance and liquidity and planning, forecasting, and analyzing future periods.
For a reconciliation of these non-GAAP financial measures to GAAP measures, please see the tables captioned "Reconciliation of Non-GAAP Financial Measures" included at the end of this release.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements regarding our future growth, demand for our products and services, our financial outlook for our first fiscal quarter and full fiscal year 2024, and results for future periods. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. The potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties included under the caption "Risk Factors" and elsewhere in our filings with the U.S. Securities and Exchange Commission, including, without limitation, the Annual Report on Form 10-K filed with the SEC on March 23, 2022, our most recent Quarterly Report on Form 10-Q filed with the SEC on December 9, 2022, and the Annual Report on Form 10-K for the fiscal year ended January 31, 2023 expected to be filed with the SEC on or about April 3, 2023. All information provided in this release and in the attachments is as of the date hereof, and we undertake no duty to update this information unless required by law.
# # #
Domo is a registered trademark of Domo, Inc.
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| Domo, Inc. |
| Condensed Consolidated Statements of Operations |
| (in thousands, except per share data) |
| (unaudited) |
| | | | | | | | |
| | Three Months Ended | | Year Ended |
| | January 31, | | January 31, |
| | 2022 | | 2023 | | 2022 | | 2023 |
| Revenue: | | | | | | | | |
| Subscription | | $ | 59,611 | | | $ | 70,268 | | | $ | 223,010 | | | $ | 271,290 | |
| Professional services and other | | 10,382 | | | 9,356 | | | 34,951 | | | 37,355 | |
| Total revenue | | 69,993 | | | 79,624 | | | 257,961 | | | 308,645 | |
| Cost of revenue: | | | | | | | | |
| Subscription (1) | | 11,317 | | | 10,574 | | | 40,907 | | | 43,295 | |
| Professional services and other (1) | | 7,209 | | | 7,616 | | | 26,239 | | | 29,783 | |
| Total cost of revenue | | 18,526 | | | 18,190 | | | 67,146 | | | 73,078 | |
| Gross profit | | 51,467 | | | 61,434 | | | 190,815 | | | 235,567 | |
| | | | | | | | |
| Operating expenses: | | | | | | | | |
| Sales and marketing (1) | | 39,387 | | | 42,001 | | | 143,722 | | | 173,300 | |
| Research and development (1) | | 23,516 | | | 21,985 | | | 81,027 | | | 95,093 | |
| General and administrative (1), (2) | | 18,504 | | | 13,533 | | | 54,536 | | | 56,047 | |
| Total operating expenses | | 81,407 | | | 77,519 | | | 279,285 | | | 324,440 | |
| Loss from operations | | (29,940) | | | (16,085) | | | (88,470) | | | (88,873) | |
| | | | | | | | |
| Other expense, net (1) | | (3,864) | | | (3,116) | | | (14,102) | | | (15,499) | |
| Loss before income taxes | | (33,804) | | | (19,201) | | | (102,572) | | | (104,372) | |
| (Benefit from) provision for income taxes | | (550) | | | 612 | | | (461) | | | 1,179 | |
| Net loss | | $ | (33,254) | | | $ | (19,813) | | | $ | (102,111) | | | $ | (105,551) | |
| | | | | | | | |
| Net loss per share (basic and diluted) | | $ | (1.01) | | | $ | (0.57) | | | $ | (3.19) | | | $ | (3.10) | |
| Weighted-average number of shares (basic and diluted) | | 32,802 | | | 34,681 | | | 32,021 | | | 34,092 | |
| | | | | | | | |
| | | | | | | | |
| (1) Includes stock-based compensation expenses, as follows: | | | | | | | | |
| Cost of revenue: | | | | | | | | |
| Subscription | | $ | 1,051 | | | $ | 500 | | | $ | 2,819 | | | $ | 2,676 | |
| Professional services and other | | 585 | | | 483 | | | 1,753 | | | 1,822 | |
| Sales and marketing | | 6,049 | | | 7,352 | | | 21,241 | | | 30,636 | |
| Research and development | | 5,250 | | | 5,139 | | | 15,853 | | | 24,335 | |
| General and administrative | | 6,559 | | | 5,361 | | | 18,155 | | | 23,680 | |
| Other expense, net | | 181 | | | 160 | | | 705 | | | 710 | |
| Total stock-based compensation expenses | | $ | 19,675 | | | $ | 18,995 | | | $ | 60,526 | | | $ | 83,859 | |
| | | | | | | | |
| (2) Includes amortization of certain intangible assets, as follows: | | | | | | | | |
| General and administrative | | $ | 20 | | | $ | 20 | | | $ | 80 | | | $ | 80 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | | | | |
| Domo, Inc. |
| Condensed Consolidated Balance Sheets |
| (in thousands) |
| (unaudited) |
| | | |
| January 31, | | January 31, |
| 2022 | | 2023 |
| Assets | | | |
| Current assets: | | | |
| Cash, cash equivalents, and restricted cash | $ | 83,561 | | | $ | 66,500 | |
| | | |
| Accounts receivable, net | 64,149 | | | 78,958 | |
| Contract acquisition costs | 15,417 | | | 15,908 | |
| Prepaid expenses and other current assets | 9,975 | | | 7,447 | |
| Total current assets | 173,102 | | | 168,813 | |
| | | |
| Property and equipment, net | 17,584 | | | 21,375 | |
| Right-of-use assets | 16,392 | | | 15,255 | |
| Contract acquisition costs, noncurrent | 23,177 | | | 22,299 | |
| Intangible assets, net | 2,875 | | | 2,794 | |
| Goodwill | 9,478 | | | 9,478 | |
| Other assets | 1,981 | | | 2,102 | |
| Total assets | $ | 244,589 | | | $ | 242,116 | |
| | | |
| Liabilities and stockholders' deficit | | | |
| Current liabilities: | | | |
| Accounts payable | $ | 4,770 | | | $ | 12,120 | |
| Accrued expenses and other current liabilities | 59,976 | | | 49,306 | |
| Lease liabilities | 3,439 | | | 4,905 | |
| Current portion of deferred revenue | 168,335 | | | 182,273 | |
| Total current liabilities | 236,520 | | | 248,604 | |
| | | |
| Lease liabilities, noncurrent | 16,757 | | | 15,271 | |
| Deferred revenue, noncurrent | 2,420 | | | 3,609 | |
| Other liabilities, noncurrent | 10,882 | | | 12,425 | |
| Long-term debt | 103,988 | | | 108,607 | |
| Total liabilities | 370,567 | | | 388,516 | |
| | | |
| Commitments and contingencies | | | |
| | | |
| | | |
| Stockholders' deficit: | | | |
| Common stock | 33 | | | 35 | |
| Additional paid-in capital | 1,098,084 | | | 1,183,921 | |
| Accumulated other comprehensive income (loss) | 388 | | | (322) | |
| Accumulated deficit | (1,224,483) | | | (1,330,034) | |
| Total stockholders' deficit | (125,978) | | | (146,400) | |
| Total liabilities and stockholders' deficit | $ | 244,589 | | | $ | 242,116 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Domo, Inc. |
| Condensed Consolidated Statements of Cash Flows |
| (in thousands) |
| (unaudited) |
| | | | | | | |
| Three Months Ended | | Year Ended |
| January 31, | | January 31, |
| 2022 | | 2023 | | 2022 | | 2023 |
| Cash flows from operating activities | | | | | | | |
| Net loss | $ | (33,254) | | | $ | (19,813) | | | $ | (102,111) | | | $ | (105,551) | |
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | | | | | | | |
| Depreciation and amortization | 1,574 | | | 1,201 | | | 5,363 | | | 5,290 | |
| Non-cash lease expense | 1,299 | | | 1,365 | | | 4,839 | | | 4,727 | |
| Amortization of contract acquisition costs | 4,056 | | | 4,118 | | | 15,835 | | | 16,943 | |
| Stock-based compensation | 19,675 | | | 18,995 | | | 60,526 | | | 83,859 | |
| Other, net | 955 | | | 3,741 | | | 3,618 | | | 6,768 | |
| Changes in operating assets and liabilities: | | | | | | | |
| Accounts receivable, net | (25,254) | | | (25,644) | | | (15,877) | | | (14,809) | |
| Contract acquisition costs | (10,539) | | | (5,312) | | | (22,258) | | | (16,999) | |
| Prepaid expenses and other assets | (3,404) | | | 327 | | | 1,545 | | | 2,390 | |
| Accounts payable | (7,210) | | | (6,344) | | | 3,755 | | | 6,947 | |
| Operating lease liabilities | (685) | | | (2,801) | | | (3,065) | | | (6,179) | |
| Accrued and other liabilities | 15,678 | | | 2,469 | | | 9,706 | | | (9,403) | |
| Deferred revenue | 38,018 | | | 24,867 | | | 38,503 | | | 15,127 | |
| Net cash provided by (used in) operating activities | 909 | | | (2,831) | | | 379 | | | (10,890) | |
| | | | | | | |
| Cash flows from investing activities | | | | | | | |
| Purchases of property and equipment | (1,552) | | | (2,923) | | | (6,517) | | | (7,996) | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| Net cash used in investing activities | (1,552) | | | (2,923) | | | (6,517) | | | (7,996) | |
| | | | | | | |
| Cash flows from financing activities | | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| Proceeds from shares issued in connection with employee stock purchase plan | — | | | — | | | 4,133 | | | 1,563 | |
| Shares repurchased for tax withholdings on vesting of restricted stock | (1,457) | | | — | | | (10,315) | | | — | |
| | | | | | | |
| Proceeds from structured payables | — | | | — | | | — | | | 6,624 | |
| Payments on structured payables | — | | | — | | | — | | | (6,624) | |
| Proceeds from exercise of stock options | 1,713 | | | — | | | 5,621 | | | 861 | |
| | | | | | | |
| | | | | | | |
| Net cash provided by (used in) financing activities | 256 | | | — | | | (561) | | | 2,424 | |
| Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (297) | | | 1,172 | | | (534) | | | (599) | |
| Net decrease in cash, cash equivalents, and restricted cash | (684) | | | (4,582) | | | (7,233) | | | (17,061) | |
| Cash, cash equivalents, and restricted cash at beginning of period | 84,245 | | | 71,082 | | | 90,794 | | | 83,561 | |
| Cash, cash equivalents, and restricted cash at end of period | $ | 83,561 | | | $ | 66,500 | | | $ | 83,561 | | | $ | 66,500 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Domo, Inc. |
| Reconciliation of Non-GAAP Financial Measures |
| (in thousands, except per share data) |
| (unaudited) |
| | | | | | | | | |
| | | Three Months Ended | | Year Ended |
| | | January 31, | | January 31, |
| | | 2022 | | 2023 | | 2022 | | 2023 |
| Reconciliation of Subscription Gross Margin on a GAAP Basis to Subscription Gross Margin on a Non-GAAP Basis: | | | | | | | | |
| Revenue: | | | | | | | | | |
| Subscription | | | $ | 59,611 | | | $ | 70,268 | | | $ | 223,010 | | | $ | 271,290 | |
| Cost of revenue: | | | | | | | | | |
| Subscription | | | 11,317 | | | 10,574 | | | 40,907 | | | 43,295 | |
| Subscription gross profit on a GAAP basis | | | 48,294 | | | 59,694 | | | 182,103 | | | 227,995 | |
| Subscription gross margin on a GAAP basis | | | 81 | % | | 85 | % | | 82 | % | | 84 | % |
| | | | | | | | | |
| Stock-based compensation | | | 1,051 | | | 500 | | | 2,819 | | | 2,676 | |
| Subscription gross profit on a non-GAAP basis | | | $ | 49,345 | | | $ | 60,194 | | | $ | 184,922 | | | $ | 230,671 | |
| Subscription gross margin on a non-GAAP basis | | | 83 | % | | 86 | % | | 83 | % | | 85 | % |
| | | | | | | | | |
| Reconciliation of Total Operating Expenses on a GAAP Basis to Total Operating Expenses on a Non-GAAP Basis: | | | | | | | | |
| Total operating expenses on a GAAP basis | | | $ | 81,407 | | | $ | 77,519 | | | $ | 279,285 | | | $ | 324,440 | |
| Stock-based compensation | | | (17,858) | | | (17,852) | | | (55,249) | | | (78,651) | |
| Amortization of certain intangible assets | | | (20) | | | (20) | | | (80) | | | (80) | |
| | | | | | | | | |
| Total operating expenses on a non-GAAP basis | | | $ | 63,529 | | | $ | 59,647 | | | $ | 223,956 | | | $ | 245,709 | |
| | | | | | | | | |
| Reconciliation of Operating Loss on a GAAP Basis to Operating (Loss) Income on a Non-GAAP Basis: | | | | | | | | |
| Operating loss on a GAAP basis | | | $ | (29,940) | | | $ | (16,085) | | | $ | (88,470) | | | $ | (88,873) | |
| Stock-based compensation | | | 19,494 | | | 18,835 | | | 59,821 | | | 83,149 | |
| Amortization of certain intangible assets | | | 20 | | | 20 | | | 80 | | | 80 | |
| | | | | | | | | |
| Operating (loss) income on a non-GAAP basis | | | $ | (10,426) | | | $ | 2,770 | | | $ | (28,569) | | | $ | (5,644) | |
| | | | | | | | | |
| Reconciliation of Operating Margin on a GAAP Basis to Operating Margin on a Non-GAAP Basis: | | | | | | | | |
| Operating margin on a GAAP basis | | | (43) | % | | (20) | % | | (34) | % | | (29) | % |
| Stock-based compensation | | | 28 | | | 23 | | | 23 | | | 27 | |
| | | | | | | | | |
| | | | | | | | | |
| Operating margin on a non-GAAP basis | | | (15) | % | | 3 | % | | (11) | % | | (2) | % |
| | | | | | | | | |
| Reconciliation of Net Loss on a GAAP Basis to Net Loss on a Non-GAAP Basis: | | | | | | | | |
| Net loss on a GAAP basis | | | $ | (33,254) | | | $ | (19,813) | | | $ | (102,111) | | | $ | (105,551) | |
| Stock-based compensation | | | 19,675 | | | 18,995 | | | 60,526 | | | 83,859 | |
| Amortization of certain intangible assets | | | 20 | | | 20 | | | 80 | | | 80 | |
| | | | | | | | | |
| Net loss on a non-GAAP basis | | | $ | (13,559) | | | $ | (798) | | | $ | (41,505) | | | $ | (21,612) | |
| | | | | | | | | |
| Reconciliation of Net Loss per Share on a GAAP Basis to Net Loss per Share on a Non-GAAP Basis: | | | | | | | | |
| Net loss per share on a GAAP basis | | | $ | (1.01) | | | $ | (0.57) | | | $ | (3.19) | | | $ | (3.10) | |
| Stock-based compensation | | | 0.60 | | | 0.55 | | | 1.89 | | | 2.47 | |
| | | | | | | | | |
| | | | | | | | | |
| Net loss per share on a non-GAAP basis | | | $ | (0.41) | | | $ | (0.02) | | | $ | (1.30) | | | $ | (0.63) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Domo, Inc. |
| Reconciliation of Non-GAAP Financial Measures (Continued) |
| (in thousands, except per share data) |
| (unaudited) |
| | | | | | | | | |
| | | Three Months Ended | | Year Ended |
| | | January 31, | | January 31, |
| | | 2022 | | 2023 | | 2022 | | 2023 |
| Billings: | | | | | | | | | |
| Total revenue | | | $ | 69,993 | | | $ | 79,624 | | | $ | 257,961 | | | $ | 308,645 | |
| Add: | | | | | | | | | |
| Deferred revenue (end of period) | | | 168,335 | | | 182,273 | | | 168,335 | | | 182,273 | |
| Deferred revenue, noncurrent (end of period) | | | 2,420 | | | 3,609 | | | 2,420 | | | 3,609 | |
| Less: | | | | | | | | | |
| Deferred revenue (beginning of period) | | | (130,385) | | | (157,915) | | | (129,079) | | | (168,335) | |
| Deferred revenue, noncurrent (beginning of period) | | | (2,352) | | | (3,100) | | | (3,173) | | | (2,420) | |
| Increase in deferred revenue (current and noncurrent) | | | 38,018 | | | 24,867 | | | 38,503 | | | 15,127 | |
| Billings | | | $ | 108,011 | | | $ | 104,491 | | | $ | 296,464 | | | $ | 323,772 | |
| | | | | | | | | |
| Reconciliation of Net Cash Provided by (Used in) Operating Activities to Adjusted Free Cash Flow: | | | | | | | | | |
| Net cash provided by (used in) operating activities | | | $ | 909 | | | $ | (2,831) | | | $ | 379 | | | $ | (10,890) | |
| Proceeds from shares issued in connection with employee stock purchase plan | | | — | | | — | | | 4,133 | | | 1,563 | |
| Purchases of property and equipment | | | (1,552) | | | (2,923) | | | (6,517) | | | (7,996) | |
| Adjusted free cash flow | | | $ | (643) | | | $ | (5,754) | | | $ | (2,005) | | | $ | (17,323) | |
Domo Announces Leadership Transition
Domo Announces CEO Transition: John Mellor Steps Down as CEO, Succeeded by Domo Founder Josh James
Company Announces Board Appointments and Additional Senior Leadership Appointments
SILICON SLOPES, Utah – March 6, 2023 – Domo, Inc (NASDAQ: DOMO) today announced the following key senior leadership changes and Board appointments:
a.John Mellor has stepped down as Chief Executive Officer and a Director of the company after nearly four years with Domo. He will be available to support the company during this transition period, as needed.
a.Domo Founder Josh James has been named Chief Executive Officer and a Director of the company.
a.David Jolley has been named Chief Financial Officer.
a.Jeff Skousen has been named Chief Revenue Officer.
a.Dan Strong and Renée Soto have been appointed to the Board of Directors. With these appointments, the Board is comprised of seven directors.
“John is a talented executive and the positive imprint he is leaving on Domo is evident and lasting,” said Carine Clark, Chair of the Board. “John seamlessly stepped into the CEO role a year ago at a critical time for Domo and helped improve our business through tighter internal alignment, adding key talent and advancing our strategy for growth, all while promoting a culture of inclusivity. On behalf of the Board, we thank John for his dedicated service to Domo since joining the company in 2019 and especially over the last year. We wish him the very best as he embarks on new endeavors.”
Clark continued, “As Domo’s founder, we are pleased to welcome Josh back at the helm as CEO. Josh brings a true entrepreneurial spirit to the company and we are confident that under his leadership, Domo is in very capable hands. We are also delighted to have Dan Strong and Renée Soto, two recognized leaders in finance and strategic communications, respectively, join the Board. Their insights, knowledge and perspectives will be valuable to Domo as we support leadership in its commitment to delivering for our shareholders and customers through innovation, execution and transformation in 2023 and beyond.”
John Mellor said, “It has been an honor and a privilege to be part of the Domo team for nearly four years and to lead as CEO for the past year. Domo has a highly engaged, talented team that operates with incredible commitment and integrity. The team’s
dedication to our customers is among the many reasons that I am confident Domo will continue to be a market disruptor as we bring innovative solutions to customers.”
Josh James, Domo Founder and Chief Executive Officer, said, “I am encouraged and invigorated to lead Domo as CEO once again and take our company to the next level. Over the past year, John and the team have delivered substantial customer value and John has structured the management team in a way with which I’m very pleased. Thanks to his hard work and stewardship, Domo has a sizeable and healthy pipeline with strong demand for our products and services continuing into 2023. I join my fellow directors in wishing him all the best.”
Domo also announced today that David Jolley has been named Chief Financial Officer, succeeding Bruce Felt, who previously announced his departure from Domo after eight years of service to the company. Felt will support Jolley during the initial onboarding process and will be available to the company in an advisory role, as needed.
James continued, “I’d like to thank Bruce Felt for his service. I welcome David to the Domo team and look forward to his insights as we work to realize our long-term potential and create value for shareholders and all stakeholders. David is a first-rate financial executive with a real passion for supporting innovation, as well as experience working with fast-growth companies looking to make a difference. I am confident that with a refreshed Board and a dynamic leadership team in place, we can embark on an exciting new chapter at Domo.”
In addition, Jeff Skousen has been named Chief Revenue Officer, succeeding Ian Tickle. “As before, it was important to me to have the CRO role here in the states. We are thankful for the many contributions Ian brought to the company, including his operational rigor and the mentorship he provided to many sales leaders. That said, Jeff is more than ready to assume this position and has been one of the most consistent managers at delivering targets; he has delivered well over half the company’s ARR. He’s energetic, well-liked, and a fighter who does what it takes to hit his number.”
James added, “I am extremely excited about these new additions to our management team and the internal alignment created over the last year between sales, client services, marketing and product to help our teams better attract and serve customers. Combined with the customer value we are delivering, we have formidable momentum to execute in the year ahead.”
About Josh James
Josh founded Domo in 2010 to transform the way CEOs and other executives manage their business and to help drive value from the tens of billions of dollars spent on traditional business intelligence systems.
Prior to Domo, Josh served as CEO of Omniture, a SaaS-based web analytics company that he co-founded in 1996 and took public in 2006. Mr. James has also served on the board of directors of various privately held and public companies, including as a director of Mercato Partners Acquisition Corporation from November 2021 – July 2022.
An active member of the Utah business community, Josh is passionate about promoting the state’s economic development and he is equally devoted to entrepreneurship. He founded Silicon Slopes, a non-profit initiative whose mission is to promote the interests of Utah’s high-tech industry. With former Governor Leavitt, Josh led the charge for the Utah Silicon Valley Alliance for entrepreneurs, an economic development program designed to attract the best of California’s technology industry to Utah’s business-friendly environment. He has served as an advisor on the technology and startup community to Governor Jon Huntsman, Governor Gary Herbert and Governor Spencer Cox.
Mr. James attended Brigham Young University for three and a half years and studied entrepreneurship.
About David Jolley
David has more than 30 years of experience advising fast-growth companies and entrepreneurs across a range of industries including technology, software, life sciences and consumer products, among others, helping them develop and execute their growth strategies.
A passionate supporter of innovators, David had a long and successful career at Ernst & Young (“EY”) spanning more than 25 years. Most recently he served as EY’s Americas Growth Markets Leader, working with go-to-market teams across the Americas – including North, Central and South America, as well as Israel – to engage with high-growth entrepreneurs and innovative middle-market companies.
After retiring from EY in October of 2020, David was appointed to the Board of the Utah Chapter of the National Association of Corporate Directors. He also serves as a director on the boards of Scalar and Cypress Five Star.
He holds a BS in Accounting from Brigham Young University and an MBA in Finance from the University of Utah.
About Jeff Skousen
Jeff brings more than 25 years of sales and leadership experience to the role of Domo CRO. He played an integral role in building the Domo sales machine from the ground up, having served as Domo’s VP, Corporate Sales since 2011. Before Domo, Jeff spent time at IBM, Omniture and was a founder and head of sales for a successful financial services company for more than six years.
About Dan Strong
Dan has a nearly 30-year track record of successfully leading the financial organizations of both public and private companies in the technology industry. He most recently served as CFO at Signifyd, a company leveraging big data and machine learning to maximize conversion, automate customer experience and eliminate fraud and customer abuse for retailers, before retiring in December 2022. Prior to Signifyd, he served as CFO at Health Catalyst for over three years, where he oversaw all aspects of the finance and accounting functions. Prior to Health Catalyst, Dan spent nearly eight years as CFO of Control4, a home automation and control company. At Control4, Dan played
an important role transitioning the company from a private, VC-backed company to a publicly traded company, culminating in its IPO in 2013. Dan graduated Magna Cum Laude from the University of Utah with a BS in Accounting and has completed executive courses on financial management practices from the University of Michigan and Harvard Business School.
About Renée Soto
Renée is a trusted communications advisor with nearly 20 years of experience providing strategic counsel to companies, organizations and individuals. She is a co-founding partner of Reevemark, a boutique communications firm specializing in financial media, investor relations and special situations. Prior to co-founding Reevemark, Renée was a Managing Director and Partner at Sard Verbinnen, a strategic communications firm she joined in 2005. Renée began her career as an Associate at Cravath, Swaine & Moore, LLP. Renée received an BA from Harvard College and a J.D. from Harvard Law School, where she was an editor of the Harvard Law Review. She was selected as one of Lawdragon’s Global 100 Leaders in Legal Strategy & Consulting in 2021 and 2022.
About Domo
Domo transforms business by putting data to work for everyone. Domo’s low-code data app platform goes beyond traditional business intelligence and analytics to enable anyone to create data apps to power any action in their business, right where work gets done. With Domo’s fully integrated cloud-native platform, critical business processes can now be optimized in days instead of months or more. For more information, visit www.domo.com. You can also follow Domo on Twitter, Facebook and LinkedIn.
Domo is a registered trademark of Domo, Inc.
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements regarding our future growth, demand for our products and services, and results for future periods. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. The potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties included under the caption "Risk Factors" and elsewhere in our filings with the U.S. Securities and Exchange Commission, including, without limitation, the Annual Report on Form 10-K filed with the SEC on March 23, 2022, our most recent Quarterly Report on Form 10-Q filed with the SEC on December 9, 2022, and the Annual Report on Form 10-K for the fiscal quarter ended January 31, 2023 expected to be filed with the SEC on or about April 3, 2023. All information provided in this release and in the attachments is as of the date hereof, and we undertake no duty to update this information unless required by law.
Contacts
Media
Cynthia Cowen
Investors
Peter Lowry
DOMO, INC.
NOTICE TO CERTAIN STOCKHOLDERS
UNDER SECTION 228(e) OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE
March 6, 2023
Dear Stockholder:
This notice is being sent to inform you that the resolutions set forth in Exhibit A have been adopted by the stockholders holding a majority of the outstanding stock (the “Requisite Holders”) of Domo, Inc. (the “Company”) and entitled to vote thereon pursuant to an action by written consent (the “Stockholder Consent”) in accordance with the General Corporation Law of the State of Delaware (the “DGCL”). The Stockholder Consent was executed and became effective on March 3, 2023.
This notice is being sent pursuant to, and shall constitute notice under, Section 228(e) of the DGCL, to each stockholder from whom the Company has not received written consent for such action and who, if the action had been taken at a meeting, would have been entitled to notice of the meeting if the record date for notice of such meeting had been the date that written consents signed by a sufficient number of stockholders to take such action were delivered to the Company as provided in Section 228(c) of the DGCL.
This notice is for your information only and does not require any action on your part.
DOMO, INC.
By: /s/ Adam Gerulat
Name: Adam Gerulat
Title: Interim Chief Legal Officer
EXHIBIT A
Stockholder Resolutions
Election of Directors
WHEREAS, Article VII, Section 3 of the Certificate provides that, prior to the Voting Threshold Date, vacancies occurring on the Board for any reason may be filled only by the affirmative vote of the holders of a majority of the voting power of all of the outstanding shares of stock of the Corporation entitled to vote generally in the election of directors.
WHEREAS, the Voting Threshold Date has not yet occurred.
WHEREAS, Laurence Brown, Joy Driscoll Durling, and Dana Evan resigned as directors of the Company effective at various times in the month preceding March 3, 2023 at 12:01 a.m. (the “Resignation Effective Date”).
WHEREAS, the stockholders deem it advisable to elect as directors of the Company Joshua G. James, Renee Soto, and Dan Strong to fill the vacancies created by Mr. Brown’s, Ms. Driscoll Durling’s, and Ms. Evan’s resignations as described above, in each case effective as of the Resignation Effective Date.
NOW, THEREFORE, BE IT RESOLVED: That, to fill the vacancy created by the resignation of Mr. Brown, Mr. James is hereby elected as a director of the Company, effective as of the Resignation Effective Date, to serve until his successor is duly elected and qualified at the Company’s next annual meeting of stockholders or until his earlier death, resignation or removal.
RESOLVED FURTHER: That, to fill the vacancy created by the resignation of Ms. Evan, Mr. Strong is hereby elected as a director of the Company, effective as of the Resignation Effective Date, to serve until his successor is duly elected and qualified at the Company’s next annual meeting of stockholders or until his earlier death, resignation or removal.
RESOLVED FURTHER: That, to fill the vacancy created by the resignation of Ms. Driscoll Durling, Ms. Soto is hereby elected as a director of the Company, effective as of the Resignation Effective Date, to serve until her successor is duly elected and qualified at the Company’s next annual meeting of stockholders or until her earlier death, resignation or removal.
RESOLVED FURTHER: That, immediately following this action, the Board will consist of the following members: Josh James, John Mellor, John Pestana, Carine Clark, Daniel Daniel, Jeff Kearl , Dan Strong, and Renee Soto.
Omnibus Resolutions
RESOLVED: That the officers of the Company are hereby authorized and empowered to take any and all such further action, to execute and deliver any and all such further agreements, instruments, documents, certificates and communications and to pay such expenses, in the name and on behalf of the Company or such officer, as any such officer may deem necessary or advisable to effectuate the purposes and intent of the resolutions hereby adopted, the taking of such actions, the execution and delivery of such agreements, instruments, documents, certificates or communications and the payment of such expenses by any such officer to be conclusive evidence of his or her authorization hereunder and approval thereof.
RESOLVED FURTHER: That any and all actions taken by the officers of the Company to carry out the purposes and intent of the foregoing resolutions prior to their adoption are hereby approved, ratified and confirmed.