8-K
UiPath, Inc. (PATH)
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): September 4, 2025
UiPath, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-40348 | 47-4333187 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| One Vanderbilt Avenue, 60th Floor<br><br>New York, New York | 10017 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: (844) 432-0455 |
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 Instructions 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 class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock, par value $0.00001 per share | PATH | New York Stock Exchange |
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. ☐
Item 2.02 Results of Operations and Financial Condition.
On September 4, 2025, UiPath, Inc. (“UiPath” or the “Company”) issued a press release announcing its financial results for the fiscal second quarter 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 2.02 and Item 9.01 in this Current Report on Form 8-K, including the accompanying Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.
Item 8.01 Other Events.
On September 4, 2025, the Company announced that IceVulcan Investments Ltd., an entity controlled by Daniel Dines, our CEO, founder, and Chairman, adopted, on July 11, 2025, a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act to sell up to 5,000,000 shares of our Class A common stock, through April 17, 2026, subject to limit prices. In connection with the adoption of the trading plan, Mr. Dines will convert 3,146,745 shares of Class B common stock held by Ice Vulcan Holding Limited, an entity also controlled by Mr. Dines, to shares of Class A common stock, which, along with 1,853,255 shares of Class A common stock held by Ice Vulcan Holding Limited, will be transferred to IceVulcan Investments Ltd.
Mr. Dines entered into the trading plan as part of his personal long-term investment strategy for tax, asset diversification, and liquidity. The shares subject to the trading plan represent less than 5% of Mr. Dines’s holdings and he will continue to remain a significant controlling stockholder of the Company.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Press Release, datedSeptember 4, 2025 |
|---|---|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| UiPath, Inc. | |
|---|---|
| By: | /s/ Brad Brubaker |
| Chief Legal Officer and Secretary | |
| Date: | September 4, 2025 |
Document
UiPath Reports Second Quarter Fiscal 2026 Financial Results
Revenue of $362 million increases 14 percent year-over-year
ARR of $1.723 billion increases 11 percent year-over-year
Cash flow from operations reaches $42 million and non-GAAP adjusted free cash flow reaches $45 million
NEW YORK, NY – September 4, 2025 – UiPath, Inc. (NYSE: PATH), a global leader in agentic automation, today announced financial results for its second quarter fiscal 2026 ended July 31, 2025.
“We delivered a strong second quarter with ARR growing 11% year-over-year to $1.723 billion, reflecting the team’s improved execution and the growing momentum of our agentic capabilities,” said Daniel Dines, UiPath Founder and Chief Executive Officer. "Our continued innovation and best-in-class products are enabling customers across industries to move beyond pilots into production deployments, orchestrating agents, robots, and humans to achieve real outcomes. Customers consistently tell us that automation and agentic AI are stronger together, and with orchestration, they’re delivering real value today while positioning UiPath to lead the next era of enterprise transformation.”
Second Quarter Fiscal 2026 Financial Highlights
•Revenue of $362 million increased 14 percent year-over-year.
•ARR of $1.723 billion as of July 31, 2025 increased 11 percent year-over-year.
•Net new ARR of $31 million.
•Dollar based net retention rate of 108 percent.
•GAAP gross margin was 82 percent.
•Non-GAAP gross margin was 84 percent.
•GAAP operating loss was $(20) million.
•Non-GAAP operating income was $62 million.
•Net cash flow from operations was $42 million.
•Non-GAAP adjusted free cash flow was $45 million.
•Cash, cash equivalents, and marketable securities were $1.52 billion as of July 31, 2025.
“Our second quarter results reflect strong execution across the business, exceeding the high end of our guidance across all key financial metrics,” said Ashim Gupta, UiPath Chief Operating Officer and Chief Financial Officer. “The momentum we’re seeing from customers and partners around our agentic automation platform, combined with our continued focus on operational efficiency, positions us well as we enter the second half of the year.”
Financial Outlook
For the third quarter fiscal 2026, UiPath expects:
•Revenue in the range of $390 million to $395 million
•ARR in the range of $1.771 billion to $1.776 billion as of October 31, 2025
•Non-GAAP operating income of approximately $70 million
For the full year fiscal 2026, UiPath expects:
•Revenue in the range of $1.571 billion to $1.576 billion
•ARR in the range of $1.834 billion to $1.839 billion as of January 31, 2026
•Non-GAAP operating income of approximately $340 million
Reconciliation of non-GAAP operating income guidance to the most directly comparable GAAP measure is not available without unreasonable efforts on a forward-looking basis due to the high variability,
complexity, and low visibility with respect to the charges excluded from this non-GAAP measure; in particular, the effects of stock-based compensation expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in our stock price. We expect the variability of the above charges to have a significant, and potentially unpredictable, impact on our future GAAP financial results.
Recent Business Highlights
•UiPath Collaborated with Deloitte, Redefining ERP Modernization with Agentic Automation Migration to SAP S/4HANA: UiPath continues to advance its strategic digital transformation initiative. Collaborating with Deloitte, a global leader in SAP business transformation, UiPath successfully went live with SAP S/4HANA, a cloud-based ERP solution offering, achieving 93% clean core in solution design and 88% clean core across the overall implementation. The implementation advances UiPath’s goals to modernize ERP as a part of its ongoing journey towards operational excellence.
•Appoints Michael Atalla as Chief Marketing Officer: Atalla will oversee all facets of the company’s global marketing strategy, playing a central role in elevating UiPath’s leadership in agentic AI and orchestration. With more than 20 years of experience, including marketing leadership roles with F5 and Microsoft, Atalla will play a pivotal role in helping UiPath elevate customer outcomes and define the future of agentic automation, where high-impact solutions transform complex business processes and deliver improved outcomes.
•UiPath Recognized as a Leader in the 2025 Gartner® Magic Quadrant™ for Robotic Process Automation: UiPath was positioned by Gartner, Inc. as a Leader in the 2025 Gartner® Magic Quadrant™ for Robotic Process Automation (RPA) research report. For the seventh year in a row, UiPath was named a Leader in the report and recognized the highest for Ability to Execute.
•Announced Partnership with HCLTech to Accelerate Agentic Automation for Global Enterprises: UiPath announced a strategic partnership with HCLTech, a provider of services and capabilities centered around digital, engineering, cloud and AI, to accelerate agentic automation for UiPath customers globally across industries. The partnership will drive large-scale transformation for UiPath customers, enabling more intelligent and self-sufficient operations that require minimal human intervention.
Conference Call and Webcast
UiPath will host a conference call today, Thursday, September 4, 2025, at 5:00 p.m. Eastern Time, to discuss the Company's second quarter fiscal 2026 financial results and its guidance for the third quarter and full year fiscal 2026. To access this call, dial 1-201-689-8057 (domestic) or 1-877-407-8309 (international). The passcode is 13754760. A live webcast of this conference call will be available on the "Investor Relations" page of UiPath’s website (https://ir.uipath.com), and a replay will also be archived on the website for one year.
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Gartner does not endorse any vendor, product or service depicted in its research publications, and does not advise technology users to select only those vendors with the highest ratings or other designation. Gartner research publications consist of the opinions of Gartner's research organization and should not be construed as statements of fact. Gartner disclaims all warranties, expressed or implied, with respect to this research, including any warranties of merchantability or fitness for a particular purpose.
The Gartner content described herein, (the "Gartner Content") represent(s) research opinion or viewpoints published, as part of a syndicated subscription service, by Gartner, Inc. ("Gartner"), and are not representations of fact. Gartner Content speaks as of its original publication date (and not as of the date of this earnings release) and the opinions expressed in the Gartner Content are subject to change without notice.
About UiPath
UiPath (NYSE: PATH) is a global leader in agentic automation, empowering enterprises to harness the full potential of AI agents to autonomously execute and optimize complex business processes. The UiPath Platform™ uniquely combines controlled agency, developer flexibility, and seamless integration to help organizations scale agentic automation safely and confidently. Committed to security, governance, and interoperability, UiPath supports enterprises as they transition into a future where automation delivers on the full potential of AI to transform industries. For more information, visit www.uipath.com.
Forward-Looking Statements
Statements we make in this press release may include statements which are not historical facts and are considered forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995, which are usually identified by the use of words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “possible,” “projects,” “outlook,” “seeks,” “should,” “will,” and variations of such words or similar expressions, including the negatives of these words or similar expressions.
We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are making this statement for purposes of complying with those safe harbor provisions.
These forward-looking statements include, but are not limited to, statements regarding: our financial guidance for the third fiscal quarter 2026 and the full fiscal year 2026; our ability to drive and accelerate future growth and operational efficiency and grow our platform, product offerings, and market opportunity; our business strategy; plans and objectives of management for future operations; the estimated addressable market opportunity for our platform and the growth of the enterprise automation market; the success of our platform and new releases including the incorporation of AI; the success of our collaborations with third parties; our customers’ behaviors and potential automation spend; and details of UiPath’s stock repurchase program. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. These risks include, but are not limited to, risks and uncertainties related to: our expectations regarding our revenue, annualized renewal run-rate (ARR), expenses, and other operating results; our ability to effectively manage our growth and achieve or sustain profitability; our ability to acquire new customers and successfully retain existing customers; the ability of the UiPath Platform™ to satisfy and adapt to customer demands and our ability to increase its adoption; our ability to grow our platform and release new functionality in a timely manner; future investments in our business, our anticipated capital expenditures, and our estimates regarding our capital requirements; the costs and success of our marketing efforts and our ability to evolve and enhance our brand; our growth strategies; the estimated addressable market opportunity for our platform and for automation in general; our reliance on key personnel and our ability to attract, integrate, and retain highly-qualified personnel and execute management transitions; our ability to obtain, maintain, and enforce our intellectual property rights and any costs associated therewith; the effect of significant events with macroeconomic impacts, including but not limited to military conflicts and other changes in geopolitical relationships and inflationary cost trends, on our business, industry, and the global economy; our reliance on third-party providers of cloud-based infrastructure; our ability to compete effectively with existing competitors and new market entrants, including new, potentially disruptive technologies; the size and growth rates of the markets in which we compete; and the price volatility of our Class A common stock.
Further information on risks that could cause actual results to differ materially from our guidance and other forward-looking statements can be found in our Annual Report on Form 10-K for the fiscal year
ended January 31, 2025 filed with the United States Securities and Exchange Commission (SEC) on March 24, 2025, and other filings and reports that we may file from time to time with the SEC. Any forward-looking statements contained in this press release are based on assumptions that we believe to be reasonable as of this date. Except as required by law, we assume no obligation to update these forward-looking statements.
Key Performance Metric
Annualized Renewal Run-rate (ARR) is the key performance metric we use in managing our business because it illustrates our ability to acquire new subscription customers and to maintain and expand our relationships with existing subscription customers. We define ARR as annualized invoiced amounts per solution SKU from subscription licenses and maintenance and support obligations assuming no increases or reductions in customers’ subscriptions. ARR does not include the costs we may incur to obtain such subscription licenses or provide such maintenance and support. ARR also does not reflect nonrecurring rebates payable to partners (upon establishing sufficient history of their nonrecurring nature), the impact of nonrecurring incentives (such as one-time discounts provided under sales promotional programs), and any actual or anticipated reductions in invoiced value due to contract non-renewals or service cancellations other than for certain reserves (for example those for credit losses or disputed amounts). ARR does not include invoiced amounts associated with perpetual licenses or professional services. ARR is not a forecast of future revenue, which is impacted by contract start and end dates and duration. ARR should be viewed independently of revenue and deferred revenue as ARR is an operating metric and is not intended to replace these items.
Dollar-based net retention rate represents the rate of net expansion of our ARR from existing customers over the preceding 12 months. We calculate dollar-based net retention rate as of a period end by starting with ARR from the cohort of all customers as of 12 months prior to such period end (Prior Period ARR). We then calculate the ARR from these same customers as of the current period end (Current Period ARR). Current Period ARR includes any expansion and is net of any contraction or attrition over the preceding 12 months but does not include ARR from new customers in the current period. We then divide total Current Period ARR by total Prior Period ARR to arrive at dollar-based net retention rate. Dollar-based net retention rate may fluctuate based on the customers that qualify to be included in the cohort used for calculation and may not reflect our actual performance.
Investors should not place undue reliance on ARR or dollar-based net retention rate as an indicator of future or expected results. Our presentation of these metrics may differ from similarly titled metrics presented by other companies and therefore comparability may be limited.
Non-GAAP Financial Measures
Non-GAAP financial measures are financial measures that are derived from the consolidated financial statements, but that are not presented in accordance with generally accepted accounting principles in the United States (GAAP). This earnings press release includes financial measures defined as non-GAAP financial measures by the SEC, including non-GAAP cost of licenses, non-GAAP cost of subscription services, non-GAAP cost of professional services and other, non-GAAP gross profit and margin, non-GAAP sales and marketing expenses, non-GAAP research and development expenses, non-GAAP general and administrative expenses, non-GAAP operating income and margin, and non-GAAP net income and non-GAAP net income per share. These non-GAAP financial measures exclude:
•stock-based compensation expense;
•amortization of acquired intangibles;
•employer payroll tax expense related to employee equity transactions;
•restructuring costs;
•charitable donation of Class A common stock;
•change in fair value of contingent consideration; and
•in the case of non-GAAP net income, estimated tax adjustments associated with the add-back items, as applicable.
Additionally, this earnings release presents non-GAAP adjusted free cash flow, which is calculated by adjusting GAAP operating cash flows for the impact of purchases of property and equipment, cash paid for employer payroll taxes related to employee equity transactions, net payments/receipts of employee tax withholdings on stock option exercises, and cash paid for restructuring costs.
UiPath uses these non-GAAP financial measures internally in analyzing its financial results and believes they are useful to investors, by excluding the effects of items that do not reflect the ordinary earnings of our operations, and as a supplement to GAAP measures. UiPath believes that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing its financial results with other companies in UiPath’s industry, many of which present similar non-GAAP financial measures to investors. Investors should consider these non-GAAP financial measures in addition to, and not as a substitute for, our financial performance measures prepared in accordance with GAAP. Further, our non-GAAP information may be different from the non-GAAP information provided by other companies. The information below provides a reconciliation of non-GAAP financial measures used in this earnings press release to the most directly comparable GAAP financial measures. We encourage investors to consider our GAAP results alongside our supplemental non-GAAP measures, and to review the reconciliation between GAAP results and non-GAAP measures that is included at the end of this earnings press release. This earnings press release and any future releases containing such non-GAAP reconciliations can also be found on the Investor Relations page of UiPath’s website at https://ir.uipath.com.
| UiPath, Inc. | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Condensed Consolidated Statements of Operations | ||||||||||||
| in thousands, except per share data | ||||||||||||
| (unaudited) | ||||||||||||
| Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Revenue: | ||||||||||||
| Licenses | $ | 112,161 | $ | 112,251 | $ | 240,447 | $ | 252,379 | ||||
| Subscription services | 238,363 | 194,673 | 455,666 | 379,804 | ||||||||
| Professional services and other | 11,204 | 9,329 | 22,239 | 19,182 | ||||||||
| Total revenue | 361,728 | 316,253 | 718,352 | 651,365 | ||||||||
| Cost of revenue: | ||||||||||||
| Licenses | 1,200 | 2,393 | 2,468 | 4,994 | ||||||||
| Subscription services | 38,229 | 43,529 | 76,697 | 80,283 | ||||||||
| Professional services and other | 24,951 | 17,398 | 49,072 | 33,368 | ||||||||
| Total cost of revenue | 64,380 | 63,320 | 128,237 | 118,645 | ||||||||
| Gross profit | 297,348 | 252,933 | 590,115 | 532,720 | ||||||||
| Operating expenses: | ||||||||||||
| Sales and marketing | 166,303 | 194,330 | 325,964 | 374,469 | ||||||||
| Research and development | 98,341 | 98,433 | 193,180 | 184,036 | ||||||||
| General and administrative | 52,889 | 63,519 | 107,568 | 127,029 | ||||||||
| Total operating expenses | 317,533 | 356,282 | 626,712 | 685,534 | ||||||||
| Operating loss | (20,185) | (103,349) | (36,597) | (152,814) | ||||||||
| Interest income | 12,004 | 13,370 | 24,652 | 27,200 | ||||||||
| Other income (expense), net | 11,508 | 7,710 | (4,456) | 18,389 | ||||||||
| Income (loss) before income taxes | 3,327 | (82,269) | (16,401) | (107,225) | ||||||||
| Provision for income taxes | 1,743 | 3,828 | 4,570 | 7,608 | ||||||||
| Net income (loss) | $ | 1,584 | $ | (86,097) | $ | (20,971) | $ | (114,833) | ||||
| Net income (loss) per share, basic | $ | 0.00 | $ | (0.15) | $ | (0.04) | $ | (0.20) | ||||
| Net income (loss) per share, diluted | $ | 0.00 | $ | (0.15) | $ | (0.04) | $ | (0.20) | ||||
| Weighted-average shares used in computing net income (loss) per share, basic | 536,169 | 568,042 | 542,208 | 568,973 | ||||||||
| Weighted-average shares used in computing net income (loss) per share, diluted | 542,865 | 568,042 | 542,208 | 568,973 | ||||||||
| UiPath, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | ||||||||
| Condensed Consolidated Balance Sheets | ||||||||||||
| in thousands | ||||||||||||
| (unaudited) | ||||||||||||
| As of | ||||||||||||
| July 31,<br>2025 | January 31,<br>2025 | |||||||||||
| Assets | ||||||||||||
| Current assets | ||||||||||||
| Cash and cash equivalents | $ | 628,617 | $ | 879,196 | ||||||||
| Restricted cash | 438 | 438 | ||||||||||
| Marketable securities | 818,870 | 750,322 | ||||||||||
| Accounts receivable, net of allowance for credit losses of $2,487 and $1,642, respectively | 269,810 | 451,131 | ||||||||||
| Contract assets | 117,418 | 88,735 | ||||||||||
| Deferred contract acquisition costs | 85,192 | 82,461 | ||||||||||
| Prepaid expenses and other current assets | 110,391 | 86,276 | ||||||||||
| Total current assets | 2,030,736 | 2,338,559 | ||||||||||
| Marketable securities, non-current | 75,151 | 94,113 | ||||||||||
| Contract assets, non-current | 2,659 | 3,447 | ||||||||||
| Deferred contract acquisition costs, non-current | 135,955 | 139,341 | ||||||||||
| Property and equipment, net | 41,545 | 32,740 | ||||||||||
| Operating lease right-of-use assets | 65,626 | 66,500 | ||||||||||
| Intangible assets, net | 21,604 | 7,905 | ||||||||||
| Goodwill | 120,800 | 87,304 | ||||||||||
| Deferred tax assets | 26,018 | 27,963 | ||||||||||
| Other assets, non-current | 72,223 | 67,398 | ||||||||||
| Total assets | $ | 2,592,317 | $ | 2,865,270 | ||||||||
| Liabilities and stockholders' equity | ||||||||||||
| Current liabilities | ||||||||||||
| Accounts payable | $ | 19,743 | $ | 33,178 | ||||||||
| Accrued expenses and other current liabilities | 145,856 | 83,923 | ||||||||||
| Accrued compensation and employee benefits | 65,870 | 112,355 | ||||||||||
| Deferred revenue | 506,948 | 569,464 | ||||||||||
| Total current liabilities | 738,417 | 798,920 | ||||||||||
| Deferred revenue, non-current | 104,313 | 135,843 | ||||||||||
| Operating lease liabilities, non-current | 72,623 | 74,230 | ||||||||||
| Other liabilities, non-current | 11,261 | 10,515 | ||||||||||
| Total liabilities | 926,614 | 1,019,508 | ||||||||||
| Commitments and contingencies | ||||||||||||
| Stockholders' equity | ||||||||||||
| Class A common stock | 5 | 5 | ||||||||||
| Class B common stock | 1 | 1 | ||||||||||
| Treasury stock | (824,842) | (494,779) | ||||||||||
| Additional paid-in capital | 4,474,638 | 4,333,300 | ||||||||||
| Accumulated other comprehensive income (loss) | 24,747 | (4,890) | ||||||||||
| Accumulated deficit | (2,008,846) | (1,987,875) | ||||||||||
| Total stockholders’ equity | 1,665,703 | 1,845,762 | ||||||||||
| Total liabilities and stockholders’ equity | $ | 2,592,317 | $ | 2,865,270 | ||||||||
| UiPath, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | ||||||||
| Condensed Consolidated Statements of Cash Flows | ||||||||||||
| in thousands | ||||||||||||
| (unaudited) | ||||||||||||
| Six Months Ended July 31, | ||||||||||||
| 2025 | 2024 | |||||||||||
| Cash flows from operating activities | ||||||||||||
| Net loss | $ | (20,971) | $ | (114,833) | ||||||||
| Adjustments to reconcile net loss to net cash provided by operating activities: | ||||||||||||
| Depreciation and amortization | 7,483 | 9,483 | ||||||||||
| Amortization of deferred contract acquisition costs | 44,165 | 39,392 | ||||||||||
| Net accretion on marketable securities | (6,962) | (18,527) | ||||||||||
| Stock-based compensation expense | 154,367 | 183,032 | ||||||||||
| Charitable donation of Class A common stock | 4,187 | 6,564 | ||||||||||
| Non-cash operating lease expense | 8,691 | 7,562 | ||||||||||
| (Benefit from) provision for deferred income taxes | (360) | 752 | ||||||||||
| Other non-cash charges (credits), net | 3,940 | (573) | ||||||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Accounts receivable | 192,404 | 165,781 | ||||||||||
| Contract assets | (23,514) | (19,773) | ||||||||||
| Deferred contract acquisition costs | (36,302) | (33,898) | ||||||||||
| Prepaid expenses and other assets | (21,151) | 6,314 | ||||||||||
| Accounts payable | (11,706) | 6,774 | ||||||||||
| Accrued expenses and other liabilities | 37,841 | 7,018 | ||||||||||
| Accrued compensation and employee benefits | (51,354) | (59,799) | ||||||||||
| Operating lease liabilities, net | (6,412) | (6,983) | ||||||||||
| Deferred revenue | (113,757) | (31,873) | ||||||||||
| Net cash provided by operating activities | 160,589 | 146,413 | ||||||||||
| Cash flows from investing activities | ||||||||||||
| Purchases of marketable securities | (300,059) | (697,765) | ||||||||||
| Maturities of marketable securities | 257,134 | 730,337 | ||||||||||
| Purchases of property and equipment | (12,832) | (2,656) | ||||||||||
| Payments related to business acquisition, net of cash acquired | (24,821) | — | ||||||||||
| Purchases of investments | — | (35,809) | ||||||||||
| Net cash used in investing activities | (80,578) | (5,893) | ||||||||||
| Cash flows from financing activities | ||||||||||||
| Repurchases of Class A common stock | (329,101) | (218,752) | ||||||||||
| Proceeds from exercise of stock options | 523 | 643 | ||||||||||
| Payments of tax withholdings on net settlement of equity awards | (26,278) | (45,949) | ||||||||||
| Net (payments) receipts of tax withholdings on sell-to-cover equity award transactions | (19) | 99 | ||||||||||
| Proceeds from employee stock purchase plan contributions | 8,069 | 8,642 | ||||||||||
| Payment of deferred consideration related to business acquisition | — | (5,570) | ||||||||||
| Net cash used in financing activities | (346,806) | (260,887) | ||||||||||
| Effect of exchange rate changes | 16,216 | (1,998) | ||||||||||
| Net decrease in cash, cash equivalents, and restricted cash | (250,579) | (122,365) | ||||||||||
| Cash, cash equivalents, and restricted cash - beginning of period | 879,634 | 1,062,116 | ||||||||||
| Cash, cash equivalents, and restricted cash - end of period | $ | 629,055 | $ | 939,751 | ||||||||
| UiPath, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of GAAP Cost of Revenue, Gross Profit and Margin to Non-GAAP Cost of Revenue, Gross Profit and Margin | ||||||||||||
| in thousands, except percentages | ||||||||||||
| (unaudited) | ||||||||||||
| Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| GAAP cost of licenses | $ | 1,200 | $ | 2,393 | $ | 2,468 | $ | 4,994 | ||||
| Less: Amortization of acquired intangible assets | 251 | 819 | 491 | 1,663 | ||||||||
| Non-GAAP cost of licenses | $ | 949 | $ | 1,574 | $ | 1,977 | $ | 3,331 | ||||
| GAAP cost of subscription services | $ | 38,229 | $ | 43,529 | $ | 76,697 | $ | 80,283 | ||||
| Less: Stock-based compensation expense | 3,682 | 5,284 | 7,556 | 9,560 | ||||||||
| Less: Amortization of acquired intangible assets | 925 | 595 | 1,606 | 1,188 | ||||||||
| Less: Employer payroll tax expense related to employee equity transactions | 71 | 68 | 141 | 245 | ||||||||
| Less: Restructuring costs | 127 | 318 | 585 | 318 | ||||||||
| Non-GAAP cost of subscription services | $ | 33,424 | $ | 37,264 | $ | 66,809 | $ | 68,972 | ||||
| GAAP cost of professional services and other | $ | 24,951 | $ | 17,398 | $ | 49,072 | $ | 33,368 | ||||
| Less: Stock-based compensation expense | 2,358 | 3,015 | 5,086 | 5,485 | ||||||||
| Less: Employer payroll tax expense related to employee equity transactions | 34 | 27 | 61 | 93 | ||||||||
| Less: Restructuring costs | 18 | 126 | 18 | 126 | ||||||||
| Non-GAAP cost of professional services and other | $ | 22,541 | $ | 14,230 | $ | 43,907 | $ | 27,664 | ||||
| GAAP gross profit | $ | 297,348 | $ | 252,933 | $ | 590,115 | $ | 532,720 | ||||
| GAAP gross margin | 82 | % | 80 | % | 82 | % | 82 | % | ||||
| Plus: Stock-based compensation expense | 6,040 | 8,299 | 12,642 | 15,045 | ||||||||
| Plus: Amortization of acquired intangible assets | 1,176 | 1,414 | 2,097 | 2,851 | ||||||||
| Plus: Employer payroll tax expense related to employee equity transactions | 105 | 95 | 202 | 338 | ||||||||
| Plus: Restructuring costs | 145 | 444 | 603 | 444 | ||||||||
| Non-GAAP gross profit | $ | 304,814 | $ | 263,185 | $ | 605,659 | $ | 551,398 | ||||
| Non-GAAP gross margin | 84 | % | 83 | % | 84 | % | 85 | % | ||||
| UiPath, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of GAAP Operating Expenses, Loss and Margin to Non-GAAP Operating Expenses, Income and Margin | ||||||||||||
| in thousands, except percentages | ||||||||||||
| (unaudited) | ||||||||||||
| Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| GAAP sales and marketing | $ | 166,303 | $ | 194,330 | $ | 325,964 | $ | 374,469 | ||||
| Less: Stock-based compensation expense | 23,402 | 37,473 | 46,988 | 73,689 | ||||||||
| Less: Amortization of acquired intangible assets | 1,047 | 298 | 1,503 | 850 | ||||||||
| Less: Employer payroll tax expense related to employee equity transactions | 404 | 577 | 851 | 1,800 | ||||||||
| Less: Restructuring costs | 543 | 7,971 | 2,524 | 7,971 | ||||||||
| Non-GAAP sales and marketing | $ | 140,907 | $ | 148,011 | $ | 274,098 | $ | 290,159 | ||||
| GAAP research and development | $ | 98,341 | $ | 98,433 | $ | 193,180 | $ | 184,036 | ||||
| Less: Stock-based compensation expense | 36,087 | 32,654 | 70,682 | 61,796 | ||||||||
| Less: Employer payroll tax expense related to employee equity transactions | 450 | 288 | 840 | 918 | ||||||||
| Less: Restructuring costs | 279 | 1,681 | (52) | 1,681 | ||||||||
| Non-GAAP research and development | $ | 61,525 | $ | 63,810 | $ | 121,710 | $ | 119,641 | ||||
| GAAP general and administrative | $ | 52,889 | $ | 63,519 | $ | 107,568 | $ | 127,029 | ||||
| Less: Stock-based compensation expense | 12,477 | 15,879 | 24,055 | 32,502 | ||||||||
| Less: Amortization of acquired intangible assets | 31 | 39 | 62 | 78 | ||||||||
| Less: Employer payroll tax expense related to employee equity transactions | 140 | 175 | 267 | 590 | ||||||||
| Less: Restructuring costs | 429 | 2,516 | 1,332 | 2,516 | ||||||||
| Less: Charitable donation of Class A common stock | — | — | 4,187 | 6,564 | ||||||||
| Less: Change in fair value of contingent consideration | (277) | — | (277) | — | ||||||||
| Non-GAAP general and administrative | $ | 40,089 | $ | 44,910 | $ | 77,942 | $ | 84,779 | ||||
| GAAP operating loss | $ | (20,185) | $ | (103,349) | $ | (36,597) | $ | (152,814) | ||||
| GAAP operating margin | (6) | % | (33) | % | (5) | % | (23) | % | ||||
| Plus: Stock-based compensation expense | 78,006 | 94,305 | 154,367 | 183,032 | ||||||||
| Plus: Amortization of acquired intangible assets | 2,254 | 1,751 | 3,662 | 3,779 | ||||||||
| Plus: Employer payroll tax expense related to employee equity transactions | 1,099 | 1,135 | 2,160 | 3,646 | ||||||||
| Plus: Restructuring costs | 1,396 | 12,612 | 4,407 | 12,612 | ||||||||
| Plus: Charitable donation of Class A common stock | — | — | 4,187 | 6,564 | ||||||||
| Plus: Change in fair value of contingent consideration | (277) | — | (277) | — | ||||||||
| Non-GAAP operating income | $ | 62,293 | $ | 6,454 | $ | 131,909 | $ | 56,819 | ||||
| Non-GAAP operating margin | 17 | % | 2 | % | 18 | % | 9 | % | ||||
| UiPath, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||
| Reconciliation of GAAP Net Income (Loss) and GAAP Net Income (Loss) Per Share to Non-GAAP Net Income and Non-GAAP Net Income Per Share | ||||||||||||
| in thousands, except per share data | ||||||||||||
| (unaudited) | ||||||||||||
| Three Months Ended July 31, | Six Months Ended July 31, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| GAAP net income (loss) | $ | 1,584 | $ | (86,097) | $ | (20,971) | $ | (114,833) | ||||
| Plus: Stock-based compensation expense | 78,006 | 94,305 | 154,367 | 183,032 | ||||||||
| Plus: Amortization of acquired intangible assets | 2,254 | 1,751 | 3,662 | 3,779 | ||||||||
| Plus: Employer payroll tax expense related to employee equity transactions | 1,099 | 1,135 | 2,160 | 3,646 | ||||||||
| Plus: Restructuring costs | 1,396 | 12,612 | 4,407 | 12,612 | ||||||||
| Plus: Charitable donation of Class A common stock | — | — | 4,187 | 6,564 | ||||||||
| Plus: Change in fair value of contingent consideration | (277) | — | (277) | — | ||||||||
| Tax adjustments to add-backs | (3,731) | 58 | (7,030) | 2,182 | ||||||||
| Non-GAAP net income | $ | 80,331 | $ | 23,764 | $ | 140,505 | $ | 96,982 | ||||
| GAAP net income (loss) per share, basic | $ | 0.00 | $ | (0.15) | $ | (0.04) | $ | (0.20) | ||||
| GAAP net income (loss) per share, diluted | $ | 0.00 | $ | (0.15) | $ | (0.04) | $ | (0.20) | ||||
| GAAP weighted average common shares outstanding, basic | 536,169 | 568,042 | 542,208 | 568,973 | ||||||||
| Plus: Dilutive potential common shares from outstanding equity awards | 6,696 | — | — | — | ||||||||
| GAAP weighted average common shares outstanding, diluted | 542,865 | 568,042 | 542,208 | 568,973 | ||||||||
| Non-GAAP weighted average common shares outstanding, basic | 536,169 | 568,042 | 542,208 | 568,973 | ||||||||
| Plus: Dilutive potential common shares from outstanding equity awards | 6,696 | 4,965 | 5,407 | 9,625 | ||||||||
| Non-GAAP weighted average common shares outstanding, diluted | 542,865 | 573,007 | 547,615 | 578,598 | ||||||||
| Non-GAAP net income per share, basic | $ | 0.15 | $ | 0.04 | $ | 0.26 | $ | 0.17 | ||||
| Non-GAAP net income per share, diluted | $ | 0.15 | $ | 0.04 | $ | 0.26 | $ | 0.17 | ||||
| UiPath, Inc. | ||||||||||||
| --- | --- | --- | --- | --- | ||||||||
| Reconciliation of GAAP Operating Cash Flow to Non-GAAP Adjusted Free Cash Flow | ||||||||||||
| in thousands | ||||||||||||
| (unaudited) | ||||||||||||
| Six Months Ended July 31, | ||||||||||||
| 2025 | 2024 | |||||||||||
| GAAP net cash provided by operating activities | $ | 160,589 | $ | 146,413 | ||||||||
| Purchases of property and equipment | (12,832) | (2,656) | ||||||||||
| Cash paid for employer payroll taxes related to employee equity transactions | 2,270 | 3,267 | ||||||||||
| Net payments (receipts) of employee tax withholdings on stock option exercises | 11 | (9) | ||||||||||
| Cash paid for restructuring costs | 11,532 | 2,762 | ||||||||||
| Non-GAAP adjusted free cash flow | $ | 161,570 | $ | 149,777 |
Investor Relations Contact
Allise Furlani
Investor.relations@uipath.com
UiPath
Media Contact
PR@uipath.com
UiPath