Rubrik, Inc 10-Q for FY2027 Q2

Rubrik, Inc. (RBRK)

10-Q 2026-09-01 For: 2026-07-31

Added on September 02, 2026

About this 10-Q

Rubrik, Inc filed this 10-Q on September 1, 2026, covering the quarter ended July 31, 2026 (FY2027 Q2).

Headline figures

Quarter ended July 31, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $427.26M; up 37.9% from $309.86M a year earlier
Net loss: $61.78M; compared with a net loss of $95.93M a year earlier
Diluted EPS: -$0.30; compared with -$0.49 a year earlier

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(Mark One)
x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 2026
or
o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from_________to ________
Commission File Number: 001-42028


3495 Deer Creek Road, Palo Alto, California 94304
(Address of principal executive offices and zip code)
(844) 478-2745
(Registrant's telephone number, including area code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.000025 par value	RBRK	New York Stock Exchange


PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited)	5
	Condensed Consolidated Balance Sheets	5
	Condensed Consolidated Statements of Operations	6
	Condensed Consolidated Statements of Comprehensive Loss	7
	Condensed Consolidated Statements of Stockholders’ Deficit	8
	Condensed Consolidated Statements of Cash Flows	10
	Notes to Condensed Consolidated Financial Statements	11
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	40

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	42
Item 1A.	Risk Factors	42
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	81
Item 3.	Defaults Upon Senior Securities	81
Item 4.	Mine Safety Disclosures	82
Item 5.	Other Information	82
Item 6.	Exhibits	83
	Signatures	84


	July 31,		January 31,
	2026		2026
Assets
Current assets
Cash and cash equivalents	$	416,166	$	380,196
Short-term investments	1,331,483		1,295,579
Accounts receivable, net of allowances of $941 and $299	269,210		256,773
Deferred commissions	113,534		110,651
Prepaid expenses and other current assets	142,066		180,365
Total current assets	2,272,459		2,223,564
Property and equipment, net	92,767		83,830
Deferred commissions, noncurrent	164,336		157,592
Goodwill	223,197		199,606
Other assets, noncurrent	93,364		101,944
Total assets	$	2,846,123	$	2,766,536
Liabilities and stockholders’ deficit
Current liabilities
Accounts payable	$	22,470	$	15,329
Accrued expenses and other current liabilities	182,294		229,976
Deferred revenue	1,179,553		1,068,754
Total current liabilities	1,384,317		1,314,059
Deferred revenue, noncurrent	750,223		776,547
Other liabilities, noncurrent	78,110		64,771
Convertible senior notes, net	1,132,895		1,130,721
Total liabilities	3,345,545		3,286,098
Commitments and contingencies (Note 8)
Stockholders’ deficit
Preferred stock, $0.000025 par value – 20,000,000 shares authorized as of July 31, 2026 and January 31, 2026; zero shares issued and outstanding as of July 31, 2026 and January 31, 2026	—		—
Class A common stock, $0.000025 par value – 1,070,000,000 shares authorized as of July 31, 2026 and January 31, 2026; 167,239,501 and 157,370,648 shares issued and outstanding as of July 31, 2026 and January 31, 2026, respectively	4		4
Class B common stock, $0.000025 par value – 210,000,000 shares authorized as of July 31, 2026 and January 31, 2026; 39,965,432 and 44,871,492 shares issued and outstanding as of July 31, 2026 and January 31, 2026, respectively	1		1
Additional paid-in capital	2,803,145		2,662,861
Accumulated other comprehensive (loss) income	(12,781)		3,733
Accumulated deficit	(3,289,791)		(3,186,161)
Total stockholders’ deficit	(499,422)		(519,562)
Total liabilities and stockholders’ deficit	$	2,846,123	$	2,766,536


Delaware (State or other jurisdiction of incorporation or organization)						46-4560494 (I.R.S. Employer Identification No.)


	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Revenue
Subscription	$	407,156	$	296,957	$	781,309	$	562,618
Other	20,104		12,903		33,019		25,723
Total revenue	427,260		309,860		814,328		588,341

Cost of revenue
Subscription	74,139		56,024		140,862		107,936
Other	17,998		7,535		26,560		16,106
Total cost of revenue	92,137		63,559		167,422		124,042

Gross profit	335,123		246,301		646,906		464,299
Operating expenses
Research and development	126,863		92,107		241,204		173,922
Sales and marketing	224,453		181,985		417,551		351,978
General and administrative	55,709		66,672		112,687		125,953
Total operating expenses	407,025		340,764		771,442		651,853

Loss from operations	(71,902)		(94,463)		(124,536)		(187,554)
Interest income	16,431		12,193		32,329		19,889
Interest expense	(1,104)		(5,241)		(2,174)		(15,054)
Loss on debt extinguishment	—		(6,653)		—		(6,653)
Other income (expense), net	280		72		870		(5,550)
Loss before income taxes	(56,295)		(94,092)		(93,511)		(194,922)
Income tax expense	5,482		1,837		10,119		3,111
Net loss	$	(61,777)	$	(95,929)	$	(103,630)	$	(198,033)
Net loss per share, basic and diluted	$	(0.30)	$	(0.49)	$	(0.51)	$	(1.02)
Weighted-average shares used in computing net loss per share, basic and diluted	206,097		194,890		204,903		193,284


	Three Months Ended July 31, 2026
	Common stock			Additional paid-in capital		Accumulated other comprehensive loss		Accumulated deficit		Total stockholders' deficit
	Shares	Amount
Balances as of April 30, 2026	205,817,566	$	5	$	2,755,906	$	(9,222)	$	(3,228,014)	$	(481,325)
Issuance of common stock upon exercise of stock options	160,067	—		874		—		—		874
Issuance of common stock upon settlement of restricted stock units, net of tax withholding	1,227,300	—		(58,505)		—		—		(58,505)



Stock-based compensation	—	—		104,870		—		—		104,870
Other comprehensive loss	—	—		—		(3,559)		—		(3,559)
Net loss	—	—		—		—		(61,777)		(61,777)
Balances as of July 31, 2026	207,204,933	$	5	$	2,803,145	$	(12,781)	$	(3,289,791)	$	(499,422)


		Three Months Ended July 31, 2025
	Common stock		Additional paid-in capital			Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders' deficit
		Shares			Amount
Balances as of April 30, 2025		193,382,348	$	5		$	2,382,345	$	557	$	(2,939,437)	$	(556,530)
Issuance of common stock upon exercise of stock options		240,348	—			1,233		—		—		1,233
Issuance of common stock upon settlement of restricted stock units		2,304,545	—			—		—		—		—

Issuance of common stock for business combination, net of settlement for tax withholding		1,462,215	—			88,233		—		—		88,233
Purchase of capped calls related to convertible senior notes		—	—			(88,550)		—		—		(88,550)
Stock-based compensation		—	—			90,336		—		—		90,336
Other comprehensive loss		—	—			—		(3,137)		—		(3,137)
Net loss		—	—			—		—		(95,929)		(95,929)
Balances as of July 31, 2025		197,389,456	$	5		$	2,473,597	$	(2,580)	$	(3,035,366)	$	(564,344)


	Six Months Ended July 31, 2026
	Common stock			Additional paid-in capital		Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders' deficit
	Shares	Amount
Balances as of January 31, 2026	202,242,140	$	5	$	2,662,861	$	3,733	$	(3,186,161)	$	(519,562)
Issuance of common stock upon exercise of stock options	312,727	—		1,517		—		—		1,517
Issuance of common stock upon settlement of restricted stock units, net of tax withholding	4,108,421	—		(58,505)		—		—		(58,505)
Issuance of common stock under employee stock purchase plan	541,645	—		16,559		—		—		16,559


Stock-based compensation	—	—		180,713		—		—		180,713
Other comprehensive loss	—	—		—		(16,514)		—		(16,514)
Net loss	—	—		—		—		(103,630)		(103,630)
Balances as of July 31, 2026	207,204,933	$	5	$	2,803,145	$	(12,781)	$	(3,289,791)	$	(499,422)


		Six Months Ended July 31, 2025
	Common stock		Additional paid-in capital			Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders' deficit
		Shares			Amount
Balances as of January 31, 2025		189,766,790	$	5		$	2,291,829	$	(8,235)	$	(2,837,333)	$	(553,734)
Issuance of common stock upon exercise of stock options		437,882	—			3,108		—		—		3,108


Issuance of common stock upon settlement of restricted stock units		5,227,643	—			—		—		—		—
Issuance of common stock under employee stock purchase plan		494,926	—			13,492		—		—		13,492
Issuance of common stock for business combination, net of settlement for tax withholding		1,462,215	—			88,233		—		—		88,233
Purchase of capped calls related to convertible senior notes		—	—			(88,550)		—		—		(88,550)
Stock-based compensation		—	—			165,485		—		—		165,485
Other comprehensive income		—	—			—		5,655		—		5,655
Net loss		—	—			—		—		(198,033)		(198,033)
Balances as of July 31, 2025		197,389,456	$	5		$	2,473,597	$	(2,580)	$	(3,035,366)	$	(564,344)


	Revenue				Accounts Receivable, Net
	Three Months Ended July 31,		Six Months Ended July 31,		July 31,	January 31,
	2026	2025	2026	2025	2026	2026
Partner A	26%	28%	27%	28%	27%	32%
Partner B	28%	32%	28%	32%	22%	21%
Partner C	10%	*	10%	*	*	*
Partner D	10%	*	10%	*	10%	11%
Partner E	*	*	*	*	11%	*

* Less than 10%


	July 31, 2026
	Gross		Accumulated Amortization		Net
Acquired technology	$	32,441	$	(18,833)	$	13,608
Total	$	32,441	$	(18,833)	$	13,608


	January 31, 2026
	Gross		Accumulated Amortization		Net
Acquired technology	$	28,641	$	(12,838)	$	15,803
Total	$	28,641	$	(12,838)	$	15,803


Fiscal year	Amount
Remainder of 2027	$	5,075
2028	6,413
2029	2,120

Total	$	13,608


	Six Months Ended July 31,
	2026		2025
Cash flows from operating activities:
Net loss	$	(103,630)	$	(198,033)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	24,618		16,494
Stock-based compensation	174,386		161,997
Amortization of deferred commissions	59,473		50,945

Loss on debt extinguishment	—		6,653
Deferred income taxes	1,808		725
Other	1,050		(1,273)
Changes in operating assets and liabilities:
Accounts receivable	(12,437)		(40,061)
Deferred commissions	(69,100)		(49,193)
Prepaid expenses and other assets	34,333		(4,692)
Accounts payable	6,722		2,871
Accrued expenses and other liabilities	(43,163)		(7,982)
Deferred revenue	84,475		165,928
Net cash provided by operating activities	158,535		104,379
Cash flows from investing activities:
Purchases of property and equipment	(9,876)		(6,348)
Capitalized internal-use software	(9,374)		(7,148)
Purchases of investments	(492,913)		(997,981)

Maturities of investments	452,596		319,918
Payments for business combinations, net of cash acquired	(24,188)		(10,153)
Net cash used in investing activities	(83,755)		(701,712)
Cash flows from financing activities:

Taxes paid related to net share settlement of equity awards	(53,278)		—
Proceeds from exercise of stock options	1,522		3,108
Proceeds from issuance of common stock under employee stock purchase plan	16,559		13,492

Proceeds from issuance of convertible senior notes, net of discount	—		1,129,875
Repayment of debt and related costs	—		(329,646)

Payments for debt issuance and discount costs	—		(1,181)
Purchase of capped calls related to convertible senior notes	—		(88,550)


	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Subscription revenue
Products and services transferred over time	$	387,787	$	273,429	$	743,427	$	517,420
Products and services transferred at a point in time	19,369		23,528		37,882		45,198
Other revenue
Products and services transferred over time	10,465		11,189		21,624		22,263
Products and services transferred at a point in time	9,639		1,714		11,395		3,460
Total revenue	$	427,260	$	309,860	$	814,328	$	588,341


									Reported as
July 31, 2026	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cash and Cash Equivalents		Short-Term Investments
Cash:	$	73,546	$	—	$	—	$	73,546	$	73,546	$	—
Level 1:
Money market funds	331,958		—		—		331,958		331,958		—
U.S. Treasuries	501,714		10		(2,849)		498,875		3,359		495,516
Subtotal	833,672		10		(2,849)		830,833		335,317		495,516
Level 2:
Certificate of deposit	11,717		1		(7)		11,711		—		11,711
Commercial paper	34,245		4		(14)		34,235		—		34,235
Corporate bonds	787,976		174		(1,458)		786,692		7,303		779,389
U.S. government agencies	10,627		6		(1)		10,632		—		10,632
Subtotal	844,565		185		(1,480)		843,270		7,303		835,967
Total	$	1,751,783	$	195	$	(4,329)	$	1,747,649	$	416,166	$	1,331,483


									Reported as
January 31, 2026	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value		Cash and Cash Equivalents		Short-Term Investments
Cash:	$	66,674	$	—	$	—	$	66,674	$	66,674	$	—
Level 1:
Money market funds	294,365		—		—		294,365		294,365		—
U.S. Treasuries	539,437		627		(101)		539,963		6,054		533,909
Subtotal	833,802		627		(101)		834,328		300,419		533,909
Level 2:
Certificate of deposit	19,949		8		—		19,957		9,816		10,141
Commercial paper	39,994		16		—		40,010		3,287		36,723
Corporate bonds	702,250		1,958		(4)		704,204		—		704,204
U.S. government agencies	10,585		17		—		10,602		—		10,602
Subtotal	772,778		1,999		(4)		774,773		13,103		761,670
Total	$	1,673,254	$	2,626	$	(105)	$	1,675,775	$	380,196	$	1,295,579


	July 31, 2026
Due within one year	$	702,567
Due between one to two years	628,916
Total	$	1,331,483


	July 31, 2026
Principal	$	1,150,000
Unamortized debt discount and issuance costs	(17,105)
Net carrying amount	$	1,132,895


	Number of Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (in thousands)
Outstanding as of January 31, 2026	8,970,353	$	29.20	7.6	$	239,954
Granted	—	—		—	—
Exercised	(312,727)	4.85		—	19,123
Cancelled	(500)	7.99		—	—
Outstanding as of July 31, 2026	8,657,126	$	30.08	7.3	$	366,013
Vested and exercisable as of July 31, 2026	3,656,764	$	27.46	6.7	$	164,195


	Number of RSUs	Weighted-Average Grant Date Fair Value
Unvested as of January 31, 2026	21,480,571	$	48.73
Granted	8,176,890	53.27
Vested	(4,908,637)	40.32
Forfeited	(3,071,333)	45.65


Outstanding as of July 31, 2026	21,677,491	$	52.79


	Three and Six Months Ended July 31,
		2026	2025
Expected term (in years)		0.5 - 2.0	0.5 - 2.0
Expected volatility		59.4% - 61.2%	59.0% - 64.7%
Risk-free interest rate		3.8% - 3.8%	3.9% - 4.3%
Dividend yield		—	—


	Twelve Months Ended July 31,
	2026			2025

	(in thousands, except percentages)
Subscription cost of revenue	$	262,667		$	203,452
Stock-based compensation expense	(18,470)			(16,951)
Stock-based compensation included in amortization of capitalized internal-use software	(3,668)			(1,001)
Amortization of acquired intangibles	(11,300)			(4,030)
Non-GAAP subscription cost of revenue	$	229,229		$	181,470

Operating expenses	$	1,519,319		$	1,272,432
Stock-based compensation expense	(320,747)			(319,790)
Non-GAAP operating expenses	$	1,198,572		$	952,642

Subscription ARR	$	1,660,903		$	1,252,423
Non-GAAP subscription cost of revenue	(229,229)			(181,470)
Non-GAAP operating expenses	(1,198,572)			(952,642)
Subscription ARR Contribution	$	233,102		$	118,311
Subscription ARR Contribution Margin	14.0		%	9.4		%