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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): August 28, 2025
Elastic N.V.
(Exact name of registrant as specified in its charter)
The Netherlands
(State or other jurisdiction
of incorporation)

001-38675
(Commission File Number)


98-1756035
(I.R.S. Employer
Identification Number)
 Not Applicable1
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: Not Applicable1

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))

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class Trading Symbol(s) Name of each exchange of which registered
Ordinary Shares, €0.01 Par Value ESTC The 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.  ☐
1 We are a distributed company. Accordingly, we do not have a principal executive office. For purposes of compliance with applicable requirements of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, any shareholder communication required to be sent to our principal executive offices may be directed to the email address ir@elastic.co or to Elastic N.V., 88 Kearny St., Floor 19, San Francisco, CA 94108.


Item 2.02. Results of Operations and Financial Condition.
 
On August 28, 2025, Elastic N.V. (“Elastic” or the “Company”) issued a press release announcing its financial results for its first quarter ended July 31, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
 
The information above, including Exhibit 99.1, is “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On August 22, 2025, Sohaib Abbasi notified the board of directors (the “Board”) of the Company that he will not be standing for re-election as a non-executive director following the expiration of his term at the annual general shareholders meeting in September 2025. Mr. Abbasi has served on our board of directors since July 2022, and we are grateful for his dedication and contributions to our company during this period.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
 
Exhibit   Description
99.1  
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.
 
Dated: August 28, 2025
 
ELASTIC N.V.
 
By: /s/ Navam Welihinda
Name: Navam Welihinda
Title: Chief Financial Officer


EX-99.1 2 a26q1erex991.htm EX-99.1 Document
Exhibit 99.1
Elastic Reports First Quarter Fiscal 2026 Financial Results

Q1 Revenue of $415 million, up 20% year-over-year (18% in constant currency)

SAN FRANCISCO, Aug 28, 2025 -- Elastic (NYSE: ESTC) (“Elastic”), the Search AI Company, announced financial results for its first quarter of fiscal 2026 ended July 31, 2025.

First Quarter Fiscal 2026 Financial Highlights

•Total revenue was $415 million, an increase of 20% year-over-year, or 18% on a constant currency basis
•Total subscription revenue was $389 million, an increase of 20% year-over-year, or 19% on a constant currency basis
•Sales-led subscription revenue (calculated as subscription revenue excluding monthly Elastic Cloud) was $339 million, an increase of 22% year-over-year, or 20% on a constant currency basis
•Elastic Cloud revenue was $196 million, an increase of 24% year-over-year, as reported and on a constant currency basis
•Current remaining performance obligations were $956 million, an increase of 18% year-over-year, or 17% on a constant currency basis
•GAAP operating loss was $9 million; GAAP operating margin was -2%
•Non-GAAP operating income was $65 million; non-GAAP operating margin was 16%
•GAAP net loss per share was $0.23; non-GAAP diluted earnings per share was $0.60
•Operating cash flow was $105 million with adjusted free cash flow of $116 million
•Cash, cash equivalents, and marketable securities were $1.494 billion as of July 31, 2025

“Elastic had an excellent Q1 and a strong start to the fiscal year surpassing the high end of our guidance across all metrics,” said Ash Kulkarni, Chief Executive Officer, Elastic. “Our growth was supported by the ongoing demand for our highly differentiated technology, and our sales team’s solid execution. With AI now clearly shaping technology decisions, our strong performance directly demonstrates the value that the Elastic Search AI platform delivers to our customers.”

First Quarter Fiscal 2026 Key Metrics and Recent Business Highlights

Key Customer Metrics
•Total customer count with Annual Contract Value (ACV) greater than $100,000 was over 1,550 compared to over 1,510 in Q4 FY25, and over 1,370 in Q1 FY25
•Net Expansion Rate was approximately 112%

Product Innovations and Updates
•Expanded Elastic Cloud Serverless, now generally available in 1 region on Microsoft Azure, 3 regions on Google Cloud, and 6 regions on AWS
•Launched Elastic AI SOC Engine (EASE), a new serverless security package that uses AI to enhance threat detection, triage, and investigation in existing SIEM and EDR tools
•Introduced Logs Essentials, a new observability tier within Elastic Cloud Serverless, which enables critical log capabilities powered by Elasticsearch without operational overhead
•Improved vector search with faster query performance and ranking quality through default availability of Better Binary Quantization (BBQ) and algorithm ACORN-1 in Elasticsearch



•Delivered the general availability of Cross Cluster Search in Elasticsearch Query Language (ES|QL) with major enhancements in data enrichment, resilience, monitoring, observability, and scaling capabilities


Other Business Highlights
•Recognized as a Leader in 2025 Gartner® Magic Quadrant™ for Observability Platforms
•Recognized as a Leader in The Forrester Wave™: Security Analytics Platforms, Q2 2025
•Ranked #1 in AV-Comparatives Business Security Test (March - April 2025) with a perfect score in both the real-world protection and malware protection tests
•Collaborated with Dell and Nvidia to power the Dell AI Data Platform with Elasticsearch as the unstructured data engine
•Forged a strategic partnership with the U.S. General Services Administration (GSA) to enable federal agencies to modernize IT infrastructure using the Elastic Search AI platform
•Achieved the Federal Risk and Authorization Management Program (FedRAMP) High “In Process” status on AWS GovCloud (US)
•Awarded the 2025 Google Cloud DORA Award for Architecting for the Future with AI


Financial Outlook

The Company is providing the following guidance:

For the second quarter of fiscal 2026 (ending October 31, 2025):

•Total revenue is expected to be between $415 million and $417 million, representing 14% year-over-year growth at the midpoint (14% year-over-year constant currency growth at the midpoint)
•Non-GAAP operating margin is expected to be approximately 16%
•Non-GAAP diluted earnings per share is expected to be between $0.56 and $0.58, assuming between 108.5 million and 109.5 million diluted weighted average ordinary shares outstanding

For fiscal 2026 (ending April 30, 2026):

•Total revenue is expected to be between $1.679 billion and $1.689 billion, representing 14% year-over-year growth at the midpoint (13% year-over-year constant currency growth at the midpoint)
•Non-GAAP operating margin is expected to be approximately 16%
•Non-GAAP diluted earnings per share is expected to be between $2.29 and $2.35, assuming between 109.0 million and 111.0 million diluted weighted average ordinary shares outstanding


The guidance assumes, among others, the following exchange rates: 1 Euro = 1.16 US Dollars; and 1 Great British Pound = 1.35 US Dollars.




See the section titled “Forward-Looking Statements” below for information on the factors that could cause our actual results to differ materially from those expressed or implied in our forward-looking statements. We present historical and forward-looking non-GAAP financial measures in addition to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. See the section entitled “Statement Regarding Use of Non-GAAP Financial Measures” below for an explanation of these non-GAAP measures. A reconciliation of forward-looking non-GAAP measures to the corresponding GAAP measures for operating margin and net (loss)/earnings per share is not available without unreasonable effort due to the uncertainty regarding, and the potential variability of, many of the costs and expenses that may be incurred in the future. These items necessary to reconcile such non-GAAP measures could be material and have a significant impact on the Company’s results computed in accordance with GAAP.


Conference Call and Webcast

As previously announced, Elastic’s executive management team will host a conference call today at 2:00 p.m. PT / 5:00 p.m. ET to discuss the Company’s financial results and business outlook. A live audio webcast of the conference call will be available through Elastic’s Investor Relations website at ir.elastic.co. A presentation containing financial and operating information will be available at the same website. The replay of the webcast will also be available on the investor relations website.


About Elastic

Elastic (NYSE: ESTC), the Search AI Company, integrates its deep expertise in search technology with artificial intelligence to help everyone transform all of their data into answers, actions and outcomes. Elastic's Search AI Platform — the foundation for its search, observability, and security solutions — is used by thousands of companies, including more than 50% of the Fortune 500. Learn more at elastic.co.

Elastic and associated marks are trademarks or registered trademarks of Elastic N.V. and its subsidiaries. All other company and product names may be trademarks of their respective owners.




Forward-Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties, which include, but are not limited to, statements regarding our expected financial results for the fiscal quarter ending October 31, 2025 and fiscal year ending April 30, 2026, the expected performance or benefits of and demand for our offerings, our product strategy and innovation, our views on the impacts of AI in technology decision-making, and the value of our products. Actual outcomes and results may differ materially from those contemplated by these forward-looking statements due to uncertainties, risks, and changes in circumstances, including but not limited to, those related to: our future financial performance, including our expectations regarding our revenue, cost of revenue, gross profit or gross margin, operating expenses (which include changes in sales and marketing, research and development and general and administrative expenses), and our ability to achieve and maintain future profitability; the impact of the evolving macroeconomic and geopolitical environments on our business, operations, hiring and financial results, and on businesses and spending priorities of our customers and partners; the impact of our pricing model strategies on our business; the impact of foreign currency exchange rate fluctuations, the uncertain inflation and interest rate environment, and tariffs and other international trade policies on our results; our ability to continue to deliver and improve our offerings and develop new offerings (including innovations around AI use cases); customer acceptance and purchase of our new and existing offerings; the expansion and adoption of our Elastic Cloud offerings; our ability to realize value from investments in the business; our ability to maintain and expand our user and customer base; our international expansion strategy; the impact of our licensing model on the use and adoption of our software; our operating results and cash flows; the sufficiency of our capital resources; our ability to successfully execute our go-to-market strategy; our forecasts regarding our business; and general market, political, economic and business conditions.

Any additional or unforeseen effects from the evolving macroeconomic and geopolitical environments may exacerbate these risks. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those expressed or implied in our forward-looking statements are included in our filings with the Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the fiscal year ended April 30, 2025 and subsequent quarterly and current reports filed with the SEC. SEC filings are available on the Investor Relations section of Elastic’s website at ir.elastic.co and the SEC’s website at www.sec.gov. Elastic assumes no obligation to, and does not currently intend to, update any such forward-looking statements, except as required by law.




Statement Regarding Use of Non-GAAP Financial Measures

In addition to our results determined in accordance with U.S. generally accepted accounting principles (“GAAP”), we believe the non-GAAP measures discussed below are useful in evaluating our operating performance. We use these non-GAAP financial measures to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. Investors are cautioned that there are a number of limitations associated with the use of non-GAAP financial measures and key metrics as analytical tools. Investors are encouraged to review the differences between GAAP financial measures and the corresponding non-GAAP financial measures, and not to rely on any single financial measure to evaluate our business and financial results.

Reconciliations of historical GAAP financial measures to their respective historical non-GAAP financial measures are included below. In relation to constant currency non-GAAP financial measures, the only reconciling item between GAAP financial measures and non-GAAP financial measures is the effect of foreign currency rate fluctuations. Further details on how we calculate such effects can be found in the definition of “Constant Currency” below.

Non-GAAP Gross Profit and Non-GAAP Gross Margin

We define non-GAAP gross profit and non-GAAP gross margin as GAAP gross profit and GAAP gross margin, respectively, excluding stock-based compensation expense and related employer taxes, and amortization of acquired intangible assets. We believe non-GAAP gross profit and non-GAAP gross margin provide our management and investors consistency and comparability with our past financial performance and facilitate period-to-period comparisons of operations, as these metrics generally eliminate the effects of certain variables from period to period for reasons unrelated to overall operating performance.

Non-GAAP Operating Income and Non-GAAP Operating Margin

We define non-GAAP operating income and non-GAAP operating margin as GAAP operating loss and GAAP operating margin, respectively, excluding stock-based compensation expense and related employer taxes, amortization of acquired intangible assets, acquisition-related expenses, and restructuring and other related charges. We believe non-GAAP operating income and non-GAAP operating margin provide our management and investors consistency and comparability with our past financial performance and facilitate period-to-period comparisons of operations, as these metrics generally eliminate the effects of certain variables from period to period for reasons unrelated to overall operating performance.




Non-GAAP Net Income and Non-GAAP Earnings Per Share
We define non-GAAP net income as GAAP loss, excluding stock-based compensation expense and related employer taxes, amortization of acquired intangible assets, acquisition-related expenses, and restructuring and other related charges. Additionally, non-GAAP net income and non-GAAP earnings per share are adjusted for an assumed provision for income taxes based on a projected non-GAAP annual effective tax rate of 13%. We define non-GAAP earnings per share, basic, as non-GAAP net income divided by weighted average shares outstanding and non-GAAP earnings per share, diluted, as non-GAAP net income divided by weighted average diluted shares outstanding, which includes the potentially dilutive effect of the company’s employee equity incentive plan awards. We believe non-GAAP earnings per share provides our management and investors consistency and comparability with our past financial performance and facilitates period-to-period comparisons of operations, as this metric generally eliminates the effects of certain variables from period to period for reasons unrelated to overall operating performance.

Adjusted Free Cash Flow and Adjusted Free Cash Flow Margin

Adjusted free cash flow is a non-GAAP financial measure that we define as net cash provided by operating activities adjusted for cash paid for interest on long-term debt less cash used for investing activities for purchases of property and equipment. Adjusted free cash flow margin is calculated as adjusted free cash flow divided by total revenue. Adjusted free cash flow does not represent residual cash flow available for discretionary expenditures since, among other things, we have mandatory debt service requirements.

Constant Currency

We compare the percent change in certain results from one period to another period using constant currency information to provide a framework for assessing how our business performed excluding the effect of foreign currency rate fluctuations. In presenting this information, current and comparative prior period results are converted into United States dollars at the exchange rates in effect on the last day of our prior fiscal year, rather than the actual exchange rates in effect during the respective periods.

Contact Information


Elastic Investor Relations
ir@elastic.co


Elastic Corporate Communications
PR-Team@elastic.co






Elastic N.V.
Condensed Consolidated Statements of Operations
(in thousands, except share and per share data)
(unaudited)
 
  Three Months Ended July 31,
  2025 2024
Revenue
Subscription $ 388,583  $ 323,774 
Services 26,705  23,646 
Total revenue 415,288  347,420 
Cost of revenue
Subscription 69,418  68,347 
Services 27,328  23,410 
Total cost of revenue 96,746  91,757 
Gross profit 318,542  255,663 
Operating expenses
Research and development 109,122  89,332 
Sales and marketing 174,054  157,357 
General and administrative 44,806  42,673 
Restructuring and other related charges —  139 
Total operating expenses 327,982  289,501 
Operating loss (9,440) (33,838)
Other income, net
Interest expense (6,351) (6,526)
Other income, net 15,782  11,208 
Loss before income taxes (9) (29,156)
Provision for income taxes 24,594  20,071 
Net loss $ (24,603) $ (49,227)
Net loss per share attributable to ordinary shareholders, basic and diluted $ (0.23) $ (0.48)
Weighted-average shares used to compute net loss per share attributable to ordinary shareholders, basic and diluted 105,961,879  102,284,435 




Elastic N.V.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
(unaudited)
 
As of
July 31, 2025
As of
April 30, 2025
Assets
Current assets:    
Cash and cash equivalents $ 662,338  $ 727,543 
Restricted cash 3,652  3,671 
Marketable securities 832,000  669,717 
Accounts receivable, net of allowance for credit losses of $5,238 and $5,510 as of July 31, 2025 and April 30, 2025, respectively 221,989  375,613 
Deferred contract acquisition costs 85,009  86,205 
Prepaid expenses and other current assets 73,323  68,258 
Total current assets 1,878,311  1,931,007 
Property and equipment, net 6,335  6,589 
Goodwill 326,081  319,417 
Operating lease right-of-use assets 21,582  22,334 
Intangible assets, net 13,828  11,404 
Deferred contract acquisition costs, non-current 114,868  117,762 
Deferred tax assets 146,506  168,045 
Other assets 16,491  16,295 
Total assets $ 2,524,002  $ 2,592,853 
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable $ 26,513  $ 17,150 
Accrued expenses and other liabilities 73,295  86,347 
Accrued compensation and benefits 82,826  93,714 
Operating lease liabilities 8,043  8,928 
Deferred revenue 710,136  802,117 
Total current liabilities 900,813  1,008,256 
Deferred revenue, non-current 44,519  50,340 
Long-term debt, net 570,016  569,729 
Operating lease liabilities, non-current 16,112  16,357 
Other liabilities, non-current 21,186  20,937 
Total liabilities 1,552,646  1,665,619 
Shareholders’ equity:
Preference shares, €0.01 par value; 165,000,000 shares authorized, 0 shares issued and outstanding as of July 31, 2025 and April 30, 2025 —  — 
Ordinary shares, par value €0.01 per share: 165,000,000 shares authorized; 106,268,106 shares issued and outstanding as of July 31, 2025 and 105,534,887 shares issued and outstanding as of April 30, 2025 1,120  1,112 
Treasury stock (369) (369)
Additional paid-in capital 2,119,669  2,049,416 
Accumulated other comprehensive loss (24,740) (23,204)
Accumulated deficit (1,124,324) (1,099,721)
Total shareholders’ equity 971,356  927,234 
Total liabilities and shareholders’ equity $ 2,524,002  $ 2,592,853 




Elastic N.V.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)

  Three Months Ended July 31,
  2025 2024
Cash flows from operating activities
Net loss $ (24,603) $ (49,227)
Adjustments to reconcile net loss to cash provided by operating activities:
Depreciation and amortization 2,316  4,173 
Amortization of premium and accretion of discount on marketable securities, net (1,393) (2,200)
Amortization of deferred contract acquisition costs 26,173  23,181 
Amortization of debt issuance costs 287  275 
Non-cash operating lease cost 2,316  2,838 
Stock-based compensation expense 69,935  63,543 
Deferred income taxes 21,562  14,723 
Unrealized foreign currency transaction gain (364) (181)
Changes in operating assets and liabilities, net of impact of business acquisitions:
Accounts receivable, net 153,982  127,203 
Deferred contract acquisition costs (22,284) (13,900)
Prepaid expenses and other current assets (5,066) 176 
Other assets (1,075) (1,939)
Accounts payable 9,570  (16,400)
Accrued expenses and other liabilities (14,892) (9,028)
Accrued compensation and benefits (10,987) (17,789)
Operating lease liabilities (2,730) (3,374)
Deferred revenue (97,912) (69,320)
Net cash provided by operating activities 104,835  52,754 
Cash flows from investing activities
Purchases of property and equipment (656) (747)
Business acquisitions, net of cash acquired (8,489) — 
Purchases of marketable securities (248,596) (95,163)
Sales, maturities, and redemptions of marketable securities 87,366  92,390 
Net cash used in investing activities (170,375) (3,520)
Cash flows from financing activities
Proceeds from issuance of ordinary shares upon exercise of stock options 326  4,745 
Net cash provided by financing activities 326  4,745 
Effect of exchange rate changes on cash, cash equivalents, and restricted cash (10) 1,239 
Net (decrease) increase in cash, cash equivalents, and restricted cash (65,224) 55,218 
Cash, cash equivalents, and restricted cash, beginning of period 731,214  543,089 
Cash, cash equivalents, and restricted cash, end of period $ 665,990  $ 598,307 




Elastic N.V.
Revenue by Type
(in thousands, except percentages)
(unaudited)
 
Three Months Ended July 31,
2025 2024
Amount % of
Total
Revenue
Amount % of
Total
Revenue
Annual Elastic Cloud $ 145,912  35  % $ 111,031  32  %
Monthly Elastic Cloud 49,862  12  % 46,250  13  %
Total Elastic Cloud 195,774  47  % 157,281  45  %
Other subscription 192,809  47  % 166,493  48  %
Total subscription 388,583  94  % 323,774  93  %
Services 26,705  % 23,646  %
Total revenue $ 415,288  100  % $ 347,420  100  %





Elastic N.V.
Reconciliation of GAAP to Non-GAAP Data
Supplementary Information
(in thousands, except percentages)
(unaudited)

  Three Months Ended
July 31, 2025
% Change Year Over Year % Change
Year Over Year Excluding Currency Changes
% Change Quarter Over Quarter % Change
Quarter Over Quarter Excluding Currency Changes
Revenue
Annual Elastic Cloud $ 145,912  31% 31% 8% 8%
Monthly Elastic Cloud 49,862  8% 8% 6% 6%
Total Elastic Cloud 195,774  24% 24% 8% 7%
Other subscription 192,809  16% 14% 7% 4%
Total subscription 388,583  20% 19% 7% 6%
Total revenue $ 415,288  20% 18% 7% 5%
Total sales-led subscription revenue
$ 338,721  22% 20% 8% 6%
Total deferred revenue $ 754,655  20% 19% (11)% (11)%
Total remaining performance obligations $ 1,460,676  16% 15% (5)% (6)%
Remaining performance obligations due within 12 months $ 956,494  18% 17% (4)% (4)%



Elastic N.V.
Reconciliation of GAAP to Non-GAAP Data
Adjusted Free Cash Flow
(in thousands, except percentages)
(unaudited)
 
  Three Months Ended July 31,
  2025 2024
Net cash provided by operating activities $ 104,835  $ 52,754 
Less: Purchases of property and equipment (656) (747)
Add: Interest paid on long-term debt 11,859  11,859 
Adjusted free cash flow (1)
$ 116,038  $ 63,866 
Net cash used in investing activities $ (170,375) $ (3,520)
Net cash provided by financing activities $ 326  $ 4,745 
Net cash provided by operating activities (as a percentage of total revenue) 25  % 15  %
Less: Purchases of property and equipment (as a percentage of total revenue) —  % —  %
Add: Interest paid on long-term debt (as a percentage of total revenue) % %
Adjusted free cash flow margin 28  % 18  %
(1) Adjusted free cash flow includes cash paid for restructuring and other charges of $3.0 million during the three months ended July 31, 2024. There were no cash payments for restructuring and other charges during the three months ended July 31, 2025.



Elastic N.V.
Reconciliation of GAAP to Non-GAAP Data
(in thousands, except percentages, share and per share data)
(unaudited)

  Three Months Ended July 31,
  2025 2024
Gross Profit Reconciliation:
GAAP gross profit $ 318,542  $ 255,663 
Stock-based compensation expense and related employer taxes 6,843  6,309 
Amortization of acquired intangibles 1,576  3,275 
Non-GAAP gross profit $ 326,961  $ 265,247 
Gross Margin Reconciliation(1):
GAAP gross margin 76.7  % 73.6  %
Stock-based compensation expense and related employer taxes 1.6  % 1.8  %
Amortization of acquired intangibles 0.4  % 0.9  %
Non-GAAP gross margin 78.7  % 76.3  %
Operating (Loss) Income Reconciliation:
GAAP operating loss $ (9,440) $ (33,838)
Stock-based compensation expense and related employer taxes 72,863  67,567 
Amortization of acquired intangibles 1,576  3,275 
Acquisition-related expenses 127  48 
Restructuring and other related charges —  139 
Non-GAAP operating income $ 65,126  $ 37,191 
Operating Margin Reconciliation(1):
GAAP operating margin (2.3) % (9.7) %
Stock-based compensation expense and related employer taxes 17.5  % 19.4  %
Amortization of acquired intangibles 0.4  % 0.9  %
Acquisition-related expenses —  % —  %
Restructuring and other related charges —  % —  %
Non-GAAP operating margin 15.7  % 10.7  %
Net (Loss) Income Reconciliation:
GAAP net loss $ (24,603) $ (49,227)
Stock-based compensation expense and related employer taxes 72,863  67,567 
Amortization of acquired intangibles 1,576  3,275 
Acquisition-related expenses 127  48 
Restructuring and other related charges —  139 
Income tax effects and adjustments(2)
14,902  15,314 
Non-GAAP net income $ 64,865  $ 37,116 
Non-GAAP earnings per share attributable to ordinary
    shareholders, basic(1)
$ 0.61  $ 0.36 
Non-GAAP earnings per share attributable to ordinary
    shareholders, diluted(1)
$ 0.60  $ 0.35 
Weighted-average shares used to compute non-GAAP earnings per share attributable to ordinary shareholders, basic 105,961,879  102,284,435 
Weighted-average shares used to compute non-GAAP earnings per share attributable to ordinary shareholders, diluted 107,891,810  105,964,740 
(1) Totals may not sum, due to rounding. Gross margin, operating margin, and earnings per share are calculated based upon the respective underlying, non-rounded data.
(2) Effective May 1, 2025, we use a projected non-GAAP annual effective tax rate of 13% for the purpose of determining non-GAAP net income and non-GAAP earnings per share, basic and diluted, across the interim period. We believe this approach provides investors with a more consistent view of our underlying operating performance. Our annual projected non-GAAP tax rate excludes the impact from stock-based compensation expense and related employer taxes, amortization of acquired intangible assets, acquisition-related expenses, restructuring and other related charges, discrete tax items, releases of valuation allowance against deferred tax assets, and other non-recurring tax adjustments, which may vary in size and frequency. Our annual projected non-GAAP tax rate may change due to factors such as new tax legislation, shifts in the geographic mix of earnings, or other significant business developments. We assess this rate as needed to ensure it reflects current conditions. Applying a consistent annual rate improves comparability across reporting periods by excluding the effects of discrete or non-recurring tax items.



Elastic N.V.
Reconciliation of GAAP to Non-GAAP Data
(in thousands)
(unaudited)

  Three Months Ended July 31,
  2025 2024
Cost of revenue reconciliation:
GAAP subscription $ 69,418  $ 68,347 
Stock-based compensation expense and related employer taxes (2,653) (2,520)
Amortization of acquired intangibles (1,576) (3,275)
Non-GAAP subscription $ 65,189  $ 62,552 
GAAP services $ 27,328  $ 23,410 
Stock-based compensation expense and related employer taxes (4,190) (3,789)
Non-GAAP services $ 23,138  $ 19,621 
Operating expenses reconciliation:
GAAP research and development expense $ 109,122  $ 89,332 
Stock-based compensation expense and related employer taxes (27,773) (25,722)
Acquisition-related expenses (8) (48)
Non-GAAP research and development expense $ 81,341  $ 63,562 
GAAP sales and marketing expense $ 174,054  $ 157,357 
Stock-based compensation expense and related employer taxes (24,069) (22,449)
Non-GAAP sales and marketing expenses $ 149,985  $ 134,908 
GAAP general and administrative expense $ 44,806  $ 42,673 
Stock-based compensation expense and related employer taxes (14,178) (13,087)
Acquisition-related expenses (119) — 
Non-GAAP general and administrative expense $ 30,509  $ 29,586