Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 3, 2024


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: 001-41140

SAMSARA INC.

(Exact name of registrant as specified in its charter)


Delaware						47-3100039
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1 De Haro Street San Francisco, California 94107
(Address of principal executive offices, including zip code)

(415) 985-2400

(Registrant’s telephone number, including area code)


Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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 A Common Stock, $0.0001 par value per share

IOT

The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	x	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	o
		Emerging growth company	o

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of September 3, 2024, there were 224,050,531 shares of the registrant’s Class A common stock, 332,310,673 shares of the registrant’s Class B common stock, and no shares of the registrant’s Class C common stock, each with a $0.0001 par value per share, outstanding.

TABLE OF CONTENTS


		Page
	Special Note Regarding Forward-Looking Statements	2

PART I—FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	4
	Condensed Consolidated Balance Sheets as of August 3, 2024 and February 3, 2024	4
	Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months Ended August 3, 2024 and July 29, 2023	5
	Condensed Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended August 3, 2024 and July 29, 2023	6
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended August 3, 2024 and July 29, 2023	8
	Notes to Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	32
PART II—OTHER INFORMATION
Item 1.	Legal Proceedings	34
Item 1A.	Risk Factors	34
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34
Item 3.	Defaults Upon Senior Securities	34
Item 4.	Mine Safety Disclosures	34
Item 5.	Other Information	34
Item 6.	Exhibits	35
SIGNATURES		36

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “ongoing,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or the negative of these terms or other comparable expressions that concern our expectations, strategies, plans, or intentions.

Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

•our future financial performance, including our expectations regarding our revenue, cost of revenue, operating expenses, other key business metrics and non-GAAP financial measures, our ability to determine reserves, and our ability to achieve and maintain future profitability;

•the sufficiency of our cash, cash equivalents, and investments to meet our liquidity needs;

•our expectations regarding future dividend payments or issuances of additional capital stock;

•our ability to develop new products, features, integrations, and enhancements for our Connected Operations Cloud (our “solution”);

•our ability to compete with existing and new competitors in existing and new markets and offerings;

•our ability to attract, retain, and expand our relationships with customers;

•our and our customers’ expectations regarding the benefits of our solution;

•our ability to successfully acquire and integrate companies and assets;

•our ability to maintain the security and availability of our solution and business systems;

•our expectations regarding the effects and enforcement of existing and developing laws and regulations, including with respect to taxation, privacy and data protection, and the outcomes of litigation that we may become subject to from time to time;

•our expectations regarding the effects of the Russia-Ukraine conflict, geopolitical tensions involving China, the conflict in Israel and the surrounding region, the emergence of pandemics and epidemics, and similar macroeconomic events, including financial distress caused by bank failures, global supply chain challenges, foreign currency fluctuations, elevated inflation and interest rates, and monetary policy changes, on our and our customers’ and partners’ respective businesses;

•our ability to successfully execute on strategic initiatives and manage risk associated with our business, including as we expand the scope of our business;

•our expectations regarding international expansion efforts;

•our expectations regarding our market opportunities and the evolution and growth of these markets and competition within these markets;

•our ability to develop and protect our brand;

•our expectations and management of future growth;

•our ability to hire, retain, and develop our employees;

•our expectations concerning relationships with third parties;

•our ability to maintain, protect, and enhance our intellectual property; and

•our anticipated tax withholding and remittance obligations in connection with restricted stock unit settlements.

Samsara Inc. (the “Company,” “Samsara,” “our,” or “we”) cautions you that the foregoing list does not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q.

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You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations, estimates, forecasts, and projections about future events and trends that we believe may affect our business, financial condition, results of operations, and prospects. Although we believe that we have a reasonable basis for each forward-looking statement contained in this Quarterly Report on Form 10-Q, we cannot guarantee that the outcome, future results, or levels of activity, growth, and performance reflected in the forward-looking statements will be achieved, or that the events and circumstances reflected in the forward-looking statements will occur. The outcome of the events described in the forward-looking statements is subject to risks, uncertainties, and other factors, including those described in the section titled “Risk Factors” and elsewhere in our Annual Report on Form 10-K filed on March 26, 2024. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. Additionally, changes and volatility in political, economic, or industry conditions, the interest rate environment, or financial and capital markets could result in changes in demand for products or services. The results, events, and circumstances reflected in the forward-looking statements may not occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.

The forward-looking statements contained in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are first made available. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments we may make.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this Quarterly Report on Form 10-Q, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely upon these statements.

You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed as exhibits to this Quarterly Report on Form 10-Q in conjunction with other documents that we file with the Securities and Exchange Commission (“SEC”) and with the understanding that our actual future results may be materially different from what we expect. We qualify all of the forward-looking statements in this Quarterly Report on Form 10-Q by these cautionary statements.

Available Information

Our website address is located at samsara.com and our investor relations website is located at investors.samsara.com. We electronically file our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act with the SEC. We make copies of these reports and other information available on our investor relations website, free of charge, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.

We announce material information to the public about us, our products, and other matters through a variety of means, including filings with the SEC, press releases, public conference calls, webcasts, our investor relations website, our corporate website (www.samsara.com), and our corporate blog (www.samsara.com/blog) in order to achieve broad, non-exclusionary distribution of information to the public and to comply with our disclosure obligations under Regulation FD. Except as expressly set forth in this Quarterly Report on Form 10-Q, the contents of our websites are not incorporated by reference into, or otherwise to be regarded as part of, this report or any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.

The information disclosed by the foregoing channels could be deemed to be material information. As such, we encourage investors, the media, and others to follow the channels listed above and review the information disclosed through such channels.

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PART I—FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

SAMSARA INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)


	As of
	August 3, 2024		February 3, 2024
Assets
Current assets:
Cash and cash equivalents	$	159,272	$	135,536
Short-term investments	513,361		412,126
Accounts receivable, net	178,794		161,829
Inventories	38,623		22,238
Connected device costs, current	111,323		104,008
Prepaid expenses and other current assets	38,264		51,221
Total current assets	1,039,637		886,958
Restricted cash	19,431		19,202
Long-term investments	207,705		276,166
Property and equipment, net	57,556		54,969
Operating lease right-of-use assets	72,617		81,974
Connected device costs, non-current	234,354		230,782
Deferred commissions	188,444		177,562
Other assets, non-current	6,398		7,232
Total assets	$	1,826,142	$	1,734,845
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	47,345	$	46,281
Accrued expenses and other current liabilities	59,636		61,437
Accrued compensation and benefits	34,875		37,068
Deferred revenue, current	485,909		426,369
Operating lease liabilities, current	19,398		20,661
Total current liabilities	647,163		591,816
Deferred revenue, non-current	136,813		139,117
Operating lease liabilities, non-current	68,300		78,830
Other liabilities, non-current	9,183		9,935
Total liabilities	861,459		819,698
Commitments and contingencies (Note 9)

Stockholders’ equity:
Preferred stock, $0.0001 par value—400,000,000 shares authorized as of August 3, 2024 and February 3, 2024; zero shares issued and outstanding as of August 3, 2024 and February 3, 2024	—		—
Class A common stock, $0.0001 par value—4,000,000,000 shares authorized as of August 3, 2024 and February 3, 2024; 224,050,531 and 200,989,931 shares issued and outstanding as of August 3, 2024 and February 3, 2024, respectively	10		9
Class B common stock, $0.0001 par value—600,000,000 shares authorized as of August 3, 2024 and February 3, 2024; 332,310,673 and 344,983,598 shares issued and outstanding as of August 3, 2024 and February 3, 2024, respectively	23		23
Class C common stock, $0.0001 par value—1,200,000,000 shares authorized as of August 3, 2024 and February 3, 2024; zero shares issued and outstanding as of August 3, 2024 and February 3, 2024	—		—
Additional paid-in capital	2,524,042		2,368,597
Accumulated other comprehensive income	1,605		1,616
Accumulated deficit	(1,560,997)		(1,455,098)
Total stockholders’ equity	964,683		915,147
Total liabilities and stockholders’ equity	$	1,826,142	$	1,734,845

See accompanying notes to condensed consolidated financial statements.

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SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except share and per share data)

(Unaudited)


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Revenue	$	300,202	$	219,257	$	580,928	$	423,577
Cost of revenue	73,365		58,866		141,990		116,423
Gross profit	226,837		160,391		438,938		307,154
Operating expenses:
Research and development	76,476		63,969		149,449		124,335
Sales and marketing	151,493		117,908		298,930		236,863
General and administrative	57,062		48,268		114,750		91,534



Total operating expenses	285,031		230,145		563,129		452,732
Loss from operations	(58,194)		(69,754)		(124,191)		(145,578)
Interest income and other income, net	9,626		10,220		19,710		19,115
Loss before provision for income taxes	(48,568)		(59,534)		(104,481)		(126,463)
Provision for income taxes	1,042		434		1,418		1,361
Net loss	$	(49,610)	$	(59,968)	$	(105,899)	$	(127,824)
Other comprehensive income (loss):
Foreign currency translation adjustments, net of tax	(1,510)		2,009		(1,410)		1,096
Unrealized gains (losses) on investments, net of tax	3,086		(1,404)		1,399		(1,445)
Other comprehensive income (loss)	1,576		605		(11)		(349)
Comprehensive loss	$	(48,034)	$	(59,363)	$	(105,910)	$	(128,173)
Basic and diluted net loss per share:
Net loss per share attributable to common stockholders, basic and diluted	$	(0.09)	$	(0.11)	$	(0.19)	$	(0.24)

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	553,917,926		531,751,683		551,285,115		529,077,540

See accompanying notes to condensed consolidated financial statements.

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SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands, except share data)

(Unaudited)


		Three Months Ended August 3, 2024
	Common Stock		Additional Paid-In Capital			Accumulated Other Comprehensive Income		Accumulated Deficit		Total Stockholders’ Equity
		Shares			Amount
Balance at May 4, 2024		550,805,158	$	33		$	2,435,213	$	29	$	(1,511,387)	$	923,888
Issuance of common stock for vesting of restricted stock units (“RSUs”)		4,928,832	—			—		—		—		—
Issuance of common stock in connection with equity compensation plans		627,214	—			16,115		—		—		16,115


Stock-based compensation expense		—	—			72,714		—		—		72,714
Other comprehensive income		—	—			—		1,576		—		1,576
Net loss		—	—			—		—		(49,610)		(49,610)
Balance at August 3, 2024		556,361,204	$	33		$	2,524,042	$	1,605	$	(1,560,997)	$	964,683


		Three Months Ended July 29, 2023
	Common Stock		Additional Paid-In Capital			Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders’ Equity
		Shares			Amount
Balance at April 29, 2023		528,511,394	$	30		$	2,160,399	$	(1,606)	$	(1,236,228)	$	922,595
Issuance of common stock for vesting of RSUs		5,130,041	1			—		—		—		1
Issuance of common stock in connection with equity compensation plans		1,275,962	—			13,011		—		—		13,011


Stock-based compensation expense		—	—			60,123		—		—		60,123
Other comprehensive income		—	—			—		605		—		605
Net loss		—	—			—		—		(59,968)		(59,968)
Balance at July 29, 2023		534,917,397	$	31		$	2,233,533	$	(1,001)	$	(1,296,196)	$	936,367

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SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY—CONTINUED

(In thousands, except share data)

(Unaudited)


		Six Months Ended August 3, 2024
	Common Stock		Additional Paid-In Capital			Accumulated Other Comprehensive Income		Accumulated Deficit		Total Stockholders’ Equity
		Shares			Amount
Balance at February 3, 2024		545,973,529	$	32		$	2,368,597	$	1,616	$	(1,455,098)	$	915,147
Issuance of common stock for vesting of RSUs		9,460,162	1			—		—		—		1
Issuance of common stock in connection with equity compensation plans		927,513	—			16,923		—		—		16,923


Stock-based compensation expense		—	—			138,522		—		—		138,522
Other comprehensive loss		—	—			—		(11)		—		(11)
Net loss		—	—			—		—		(105,899)		(105,899)
Balance at August 3, 2024		556,361,204	$	33		$	2,524,042	$	1,605	$	(1,560,997)	$	964,683


		Six Months Ended July 29, 2023
	Common Stock		Additional Paid-In Capital			Accumulated Other Comprehensive Loss		Accumulated Deficit		Total Stockholders’ Equity
		Shares			Amount
Balance at January 28, 2023		524,160,209	$	30		$	2,107,013	$	(652)	$	(1,168,372)	$	938,019
Issuance of common stock for vesting of RSUs		9,245,415	1			—		—		—		1
Issuance of common stock in connection with equity compensation plans		1,511,773	—			13,126		—		—		13,126
Vesting of early exercised stock options		—	—			25		—		—		25

Stock-based compensation expense		—	—			113,369		—		—		113,369
Other comprehensive loss		—	—			—		(349)		—		(349)
Net loss		—	—			—		—		(127,824)		(127,824)
Balance at July 29, 2023		534,917,397	$	31		$	2,233,533	$	(1,001)	$	(1,296,196)	$	936,367

See accompanying notes to condensed consolidated financial statements.

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SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Six Months Ended
	August 3, 2024		July 29, 2023
Operating activities
Net loss	$	(105,899)	$	(127,824)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	9,088		7,193
Stock-based compensation expense	136,260		112,604




Net accretion of discounts on investments	(8,289)		(8,623)




Other non-cash adjustments	1,712		109
Changes in operating assets and liabilities:
Accounts receivable, net	(20,160)		6,767
Inventories	(18,406)		18,803
Prepaid expenses and other current assets	12,957		243
Connected device costs	(10,887)		(27,664)
Deferred commissions	(10,882)		(13,078)
Other assets, non-current	934		371
Accounts payable and other liabilities	(1,977)		(5,249)
Deferred revenue	57,236		50,471
Operating lease right-of-use assets and liabilities, net	100		4,051
Net cash provided by operating activities	41,787		18,174
Investing activities
Purchases of property and equipment	(10,054)		(5,503)
Purchases of investments	(330,057)		(374,389)
Proceeds from sales of investments	1,247		4,474
Proceeds from maturities and redemptions of investments	305,726		340,878
Other investing activities	(100)		(50)
Net cash used in investing activities	(33,238)		(34,590)
Financing activities



Proceeds from issuance of common stock in connection with equity compensation plans	16,923		13,170






Payment of principal on finance leases	(944)		(915)
Net cash provided by financing activities	15,979		12,255
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash	(563)		518
Net increase (decrease) in cash, cash equivalents, and restricted cash	23,965		(3,643)
Cash, cash equivalents, and restricted cash, beginning of period	154,738		223,766
Cash, cash equivalents, and restricted cash, end of period	$	178,703	$	220,123
Supplemental disclosure of cash flow information
Cash paid for income taxes, net of refunds	$	1,040	$	586
Supplemental disclosures of non-cash investing and financing activities
Property and equipment accrued but not yet paid	$	147	$	135



Vesting of early exercised stock options	$	—	$	25

See accompanying notes to condensed consolidated financial statements.

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SAMSARA INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Description of Business

Samsara Inc. (“Samsara”) and its subsidiaries (collectively, the “Company”) are the pioneers of the Connected Operations Cloud, which is a system of record that enables businesses that depend on physical operations to harness Internet of Things (“IoT”) data to develop actionable insights and improve their operations. Samsara was incorporated in Delaware in 2015 as Samsara Networks Inc. and changed its name to Samsara Inc. in February 2021. Samsara’s principal executive offices are located at 1 De Haro Street, San Francisco, California 94107.

2. Summary of Significant Accounting Policies

Basis of Presentation and Fiscal Year—The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024, which was filed with the SEC on March 26, 2024.

In management’s opinion, these unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of August 3, 2024 and the results of operations for the three and six months ended August 3, 2024 and July 29, 2023, and cash flows for the six months ended August 3, 2024 and July 29, 2023. The condensed consolidated balance sheet as of February 3, 2024 was derived from the audited consolidated financial statements but does not include all disclosures required by GAAP. The results of operations for the three and six months ended August 3, 2024 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period.

The Company’s fiscal year is a 52- or 53-week period ending on the Saturday closest to February 1. Fiscal year 2025 consists of 52 weeks, with the fourth quarter consisting of 13 weeks, and fiscal year 2024 consisted of 53 weeks, with the fourth quarter consisting of 14 weeks. Every sixth fiscal year is a 53-week year. Fiscal year 2030 is the Company’s next 53-week fiscal year, with the fourth quarter consisting of 14 weeks.

Principles of Consolidation—The condensed consolidated financial statements include the accounts of Samsara and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

Use of Estimates—The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, the fair value of stock-based awards, internal-use software development costs, sales return reserve, accrued liabilities and contingencies, depreciation and amortization periods, lease modification, impairment, and related charges, and accounting for income taxes. Actual results could materially differ from the estimates and assumptions made.

Significant Accounting Policies—There were no material changes to the Company’s significant accounting policies during the six months ended August 3, 2024.

Recently Adopted Accounting Pronouncements—There were no new accounting pronouncements adopted during the six months ended August 3, 2024.

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Recent Accounting Pronouncements Not Yet Adopted—In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This standard requires disclosure of incremental segment information on an annual and interim basis. This guidance is effective for the Company’s Annual Report on Form 10-K for the fiscal year ending February 1, 2025, and subsequent interim periods. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on the Company’s consolidated financial statements, which is expected to result in expanded financial statement disclosures. The Company does not expect the adoption of this new guidance to have a material impact on its business, results, or operations.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard requires further transparency to income tax disclosures related to the rate reconciliation and income taxes paid information. This guidance is effective for the Company for its fiscal year beginning February 2, 2025 and should be applied on a prospective basis. Early adoption and retrospective application are permitted. The Company is currently evaluating the timing of its adoption of this ASU and the impact on its consolidated financial statements.

The Company has reviewed all other recently issued accounting pronouncements and concluded they were either not applicable or not expected to have a material impact on the Company’s condensed consolidated financial statements.

3. Cash, Cash Equivalents, Restricted Cash, and Investments

As of August 3, 2024 and February 3, 2024, cash and cash equivalents consist of cash deposited with banks and money market funds, and all highly liquid investments with an original or remaining maturity of 90 days or less when purchased. As of August 3, 2024 and February 3, 2024, short-term and long-term investments in marketable debt securities consist of U.S. government and agency securities, corporate notes and bonds, and commercial paper.

Restricted cash as of August 3, 2024 and February 3, 2024 consists of letters of credit secured as collateral on the Company’s office space leases.

Total cash, cash equivalents, and restricted cash consist of the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Cash and cash equivalents	$	159,272	$	135,536
Restricted cash	19,431		19,202
Total cash, cash equivalents, and restricted cash	$	178,703	$	154,738

The following is a summary of the Company’s available-for-sale marketable debt securities recorded within short-term and long-term investments on the condensed consolidated balance sheets (in thousands):


	As of
	August 3, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	96,806	$	—	$	—	$	96,806
Corporate notes and bonds	396,059		1,405		(95)		397,369
U.S. government and agency securities	226,438		541		(88)		226,891
Total investments	$	719,303	$	1,946	$	(183)	$	721,066

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	As of
	February 3, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	67,107	$	—	$	—	$	67,107
Corporate notes and bonds	381,511		797		(280)		382,028
U.S. government and agency securities	239,310		241		(394)		239,157
Total investments	$	687,928	$	1,038	$	(674)	$	688,292

The Company included $4.8 million and $4.9 million of accrued interest receivable, net of the allowance for credit losses, in “Prepaid expenses and other current assets” on the condensed consolidated balance sheets as of August 3, 2024 and February 3, 2024, respectively. The Company did not recognize an allowance for credit losses against accrued interest receivable as of August 3, 2024 and February 3, 2024 because such potential losses were not material.

For available-for-sale marketable debt securities with unrealized loss positions, the Company does not intend to sell any of the securities and the Company considers it more likely than not that the Company will hold these securities until a recovery of the cost basis, which may not occur until maturity. The Company did not recognize an allowance for credit losses on these securities as of August 3, 2024 and February 3, 2024 because such potential losses were not material.

As of August 3, 2024, the estimated fair values of available-for-sale marketable debt securities, by remaining contractual maturity, are as follows (in thousands):


	As of
	August 3, 2024
Due within one year	$	513,361
Due in one year to three years	207,705

Total	$	721,066

There were no material realized gains or losses that were reclassified out of accumulated other comprehensive income (loss), either individually or in the aggregate, during the three and six months ended August 3, 2024 and July 29, 2023. There were no material unrealized gains or losses for cash equivalents and available-for-sale marketable debt securities, either individually or in the aggregate, as of August 3, 2024 and February 3, 2024.

Concentrations of Credit Risk—The Company maintains its investments in marketable debt securities with high-quality financial institutions with investment-grade ratings.

4. Fair Value Measurements

The Company reports financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the condensed consolidated financial statements on a recurring basis. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

Level 1—Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2—Observable inputs other than quoted prices in active markets for identical assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability.

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety.

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The condensed consolidated financial statements as of August 3, 2024 and February 3, 2024 do not include any non-recurring fair value measurements relating to assets or liabilities.

The following tables present the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis as of the periods presented (in thousands):


	As of August 3, 2024
	Level 1		Level 2		Level 3		Total
Cash equivalents and restricted cash
Cash equivalents:
Money market funds	$	63,316	$	—	$	—	$	63,316
Commercial paper	—		19,091		—		19,091
U.S. government and agency securities	—		10,230		—		10,230

Restricted cash—letters of credit	17,316		—		—		17,316
Total cash equivalents and restricted cash	$	80,632	$	29,321	$	—	$	109,953

Marketable debt securities
Commercial paper	$	—	$	96,806	$	—	$	96,806
Corporate notes and bonds	—		397,369		—		397,369
U.S. government and agency securities	—		226,891		—		226,891
Total marketable debt securities	$	—	$	721,066	$	—	$	721,066


	As of February 3, 2024
	Level 1		Level 2		Level 3		Total
Cash equivalents and restricted cash
Cash equivalents:
Money market funds	$	43,977	$	—	$	—	$	43,977
Commercial paper	—		19,920		—		19,920
U.S. government and agency securities	—		11,972		—		11,972
Corporate notes and bonds	—		1,999		—		1,999
Restricted cash—letters of credit	17,711		—		—		17,711
Total cash equivalents and restricted cash	$	61,688	$	33,891	$	—	$	95,579

Marketable debt securities
Commercial paper	$	—	$	67,107	$	—	$	67,107
Corporate notes and bonds	—		382,028		—		382,028
U.S. government and agency securities	—		239,157		—		239,157
Total marketable debt securities	$	—	$	688,292	$	—	$	688,292

The Company determines the fair value of its security holdings based on pricing from the Company’s service providers and market prices from industry-standard independent data providers. Such market prices may be quoted prices in active markets for identical assets (Level 1 inputs) or pricing determined using inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs), such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures.

There were no transfers between Level 1 or Level 2, or transfers in or out of Level 3, of the fair value hierarchy during the six months ended August 3, 2024 and July 29, 2023.

5. Costs to Obtain and Fulfill a Contract

Deferred Commissions—Total deferred commissions as of August 3, 2024 and February 3, 2024 were $188.4 million and $177.6 million, respectively.

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The following table provides the amounts capitalized and amortized for the Company’s commission costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized commission costs	$	19,641	$	22,502	$	37,689	$	39,489
Amortization expense	$	13,876	$	12,942	$	26,807	$	26,411

Connected Devices—Total connected device costs, which the Company also refers to as IoT device costs, current and non-current, as of August 3, 2024 and February 3, 2024 were $345.7 million and $334.8 million, respectively.

The following table provides the amounts capitalized and amortized for the Company’s connected device costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized connected device costs	$	33,655	$	40,655	$	67,369	$	71,230
Amortization expense	$	28,827	$	22,698	$	56,482	$	43,567

6. Balance Sheet Components

Property and Equipment, Net—Property and equipment, net, comprises the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Gross property and equipment:
Computers and equipment	$	4,134	$	1,758
Leasehold improvements	50,667		50,524
Furniture and fixtures	22,359		22,273
Internal-use software development costs (1)	41,189		32,137
Total gross property and equipment	118,349		106,692
Accumulated depreciation and amortization	(60,793)		(51,723)
Property and equipment, net	$	57,556	$	54,969

__________

(1)The Company’s internal-use software development costs included $1.1 million and $2.3 million of stock-based compensation costs for the three and six months ended August 3, 2024, respectively, and $0.7 million and $1.2 million of stock-based compensation costs for the three and six months ended July 29, 2023, respectively.

Depreciation and amortization of property and equipment included on the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Depreciation and amortization expense	$	4,633	$	3,709	$	9,088	$	7,193

7. Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations

Revenue Recognition—Subscription revenue is generated from subscriptions to access the Company’s Connected Operations Cloud. Subscription agreements contain multiple service elements for one or more of the Company’s cloud-based Applications via mobile app(s) or a website that enable data collection and provide access to the cellular network, generally one or more wireless gateways, cameras, sensors and other devices (collectively, “connected devices” or “IoT devices”), support services delivered over the term of the arrangement and warranty coverage. The Company’s Connected Operations Cloud and the related connected device access points are highly interdependent and interrelated, and represent a combined performance obligation, which is recognized over the related subscription period.

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Other revenue is generally recognized at a point in time and is earned through the sale of replacement gateways, sensors and cameras, as well as related shipping and handling fees, credit card processing fees, and professional services.

Revenue consists of the following (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Subscription revenue	$	295,324	$	215,179	$	571,518	$	414,663
Other revenue	4,878		4,078		9,410		8,914
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

Accounts Receivable—An allowance for credit losses balance of $7.6 million and $7.8 million was recorded as of August 3, 2024 and February 3, 2024, respectively. During the three and six months ended August 3, 2024, the Company recorded a charge of $1.0 million and $3.2 million, respectively, to operations and wrote off $1.7 million and $3.4 million, respectively, against the allowance. During the three and six months ended July 29, 2023, the Company recorded a charge of $1.2 million and $0.7 million, respectively, to operations and wrote off $1.0 million and $2.0 million, respectively, against the allowance.

Deferred Revenue—The following table provides the deferred revenue balances and revenue recognized from beginning deferred revenue balances for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Deferred revenue, beginning of period	$	588,017	$	449,943	$	565,486	$	426,565
Deferred revenue, end of period	$	622,722	$	477,037	$	622,722	$	477,037
Revenue recognized in the period from beginning deferred revenue balance	$	270,053	$	195,160	$	331,754	$	232,793

Remaining Performance Obligations (“RPO”)—RPO represents the amount of contracted future revenue that has not yet been recognized, including both deferred revenue and non-cancelable contracted amounts that will be invoiced and recognized as revenue in future periods.

As of August 3, 2024, the Company’s RPO was $2,293.1 million, of which the Company expects to recognize revenue of approximately $1,088.2 million over the next 12 months, with the remaining balance to be recognized thereafter.

Concentrations of Significant Customers and Credit Risk—No customer accounted for greater than 10% of the Company’s total revenue for the three and six months ended August 3, 2024 and July 29, 2023.

There were no customers that individually represented greater than 10% of the Company’s accounts receivable as of August 3, 2024 and February 3, 2024.

8. Leases

The Company leases office space under operating lease agreements that are non-cancelable (subject to limited termination rights). These leases have remaining lease terms ranging from one year to approximately seven years. The Company is required to pay property taxes, insurance, and normal maintenance costs for certain of these facilities and will be required to pay any increases over the base year of these expenses on the remainder of the Company’s facilities.

The components of operating lease expense were as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Operating lease cost	$	5,700	$	6,015	$	11,397	$	12,290
Short-term lease cost	182		382		389		747
Sublease income	(345)		(184)		(690)		(438)
Total lease cost	$	5,537	$	6,213	$	11,096	$	12,599

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Supplemental information related to operating leases was as follows (in thousands, except for weighted-average data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cash paid for amounts in the measurement of operating lease liabilities—operating cash flows	$	7,021	$	6,778	$	13,933	$	13,427

During the six months ended August 3, 2024, the Company recorded no additional operating lease liabilities arising from obtaining right-of-use (“ROU”) assets.


	As of
	August 3, 2024		February 3, 2024
Weighted-average remaining lease term—operating leases (in years)	5.7		5.9
Weighted-average discount rate—operating leases	4.88	%	4.73	%

Future minimum lease payments included in the measurement of operating lease liabilities as of August 3, 2024 were as follows (in thousands):


Fiscal Years Ending	Amount
Remainder of 2025	$	13,479
2026	20,595
2027	14,466
2028	12,596
2029	12,984
2030 and thereafter	30,632
Total future minimum lease payments (1)	104,752
Less: imputed interest	(14,512)
Total operating lease liabilities	$	90,240

__________

(1)The contractual commitment amounts under operating leases in the table above are primarily related to facility leases for the Company’s corporate office facilities in San Francisco, California, as well as other offices for the Company’s local operations. The table above does not reflect obligations under contracts that the Company can cancel without a significant penalty, the Company’s option to exercise early termination rights, or the payment of related early termination fees.

In addition to its operating leases, the Company has entered into non-cancelable finance leases for equipment beginning in 2020. The balances for finance leases were recorded in “Other assets, non-current,” “Accrued expenses and other current liabilities,” and “Other liabilities, non-current” as the amounts were immaterial as of August 3, 2024 and February 3, 2024.

9. Commitments and Contingencies

Operating Leases—See Note 8, “Leases,” for the maturities of operating lease liabilities as of August 3, 2024.

Purchase Commitments—The Company’s purchase commitments consist of contractual arrangements with software-as-a-service subscription providers and non-cancelable purchase orders based on current inventory needs fulfilled by the Company’s suppliers and contract manufacturers. There were no material contractual obligations that were entered into by the Company during the six months ended August 3, 2024 that were outside of the ordinary course of business.

Letters of Credit—As of August 3, 2024 and February 3, 2024, the Company had $17.3 million and $17.7 million, respectively, in letters of credit outstanding primarily in favor of certain landlords for office space. These letters of credit renew annually and expire on various dates through 2031.

Litigation—From time to time, the Company has been and may become involved in various legal proceedings in the ordinary course of its business, including proceedings initiated by us, and has been and may be subject to third-party intellectual property infringement claims. Such proceedings, even if not meritorious, can require significant financial and operational resources, including the diversion of management’s attention from the Company’s business objectives.

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The Company continually evaluates uncertainties associated with litigation and records a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the condensed consolidated financial statements indicates that it is probable that a liability has been incurred at the date of the condensed consolidated financial statements and (ii) the loss or range of loss can be reasonably estimated. If the Company determines that a loss is possible and a range of the loss can be reasonably estimated, the Company will disclose the range of the possible loss. The Company evaluates developments in legal matters that could affect the amount of liability that has been previously accrued, if any, and the matters and related ranges of possible losses disclosed and makes adjustments and changes to the disclosures, as appropriate. Significant judgment is required to determine both likelihood of there being, and the estimated amount of, a loss related to such matters. Until the final resolution of such matters, there may be an exposure to loss, and such amounts could be material. For legal proceedings for which there is a reasonable possibility of loss (meaning those losses for which the likelihood is more than remote but less than probable), the Company has determined there is no material exposure on an aggregate basis. The amounts recorded for losses deemed probable as of August 3, 2024 were also not material.

Indemnification—In the normal course of business, the Company has agreed and may continue to agree to indemnify third parties with whom it enters into contractual relationships, including customers, lessors, and parties to other transactions with the Company, with respect to certain matters. The Company has agreed, under certain conditions, to hold these third parties harmless against specified losses, such as those arising from a breach of representations or covenants, claims that the Company’s products infringe the intellectual property rights of other parties, or other claims made against certain parties. It is not possible to determine the maximum potential amount of liability under these indemnification obligations due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances that are likely to be involved in each particular claim.

10. Equity

As of August 3, 2024, there were 224,050,531, 332,310,673, and no shares of Class A, Class B, and Class C common stock issued and outstanding, respectively. As of February 3, 2024, there were 200,989,931, 344,983,598, and no shares of Class A, Class B, and Class C common stock issued and outstanding, respectively.

The Company had reserved shares of common stock for future issuance as of August 3, 2024 and February 3, 2024, as follows:


	As of
	August 3, 2024	February 3, 2024

2015 Equity Incentive Plan:
Options outstanding	5,854,565	6,165,885
RSUs outstanding	3,034,669	6,654,559

2021 Equity Incentive Plan:
RSUs outstanding	28,293,217	28,716,715
Shares available for future grants	90,202,920	68,321,018
2021 Employee Stock Purchase Plan:
Shares available for future issuance	21,719,508	16,875,966
Total shares of common stock reserved for future issuance	149,104,879	126,734,143

Employee Compensation Plans

The Company currently has two equity incentive plans, the 2015 Equity Incentive Plan (the “2015 Plan”) and the 2021 Equity Incentive Plan (the “2021 Plan”). The 2015 Plan was terminated in connection with the adoption of the 2021 Plan in December 2021 but continues to govern the terms of outstanding stock options and RSUs that were granted prior to the termination of the 2015 Plan. The Company no longer grants equity awards pursuant to the 2015 Plan.

2021 Equity Incentive Plan—In December 2021, the Board of Directors adopted and stockholders approved the 2021 Plan, which became effective in December 2021 in connection with the Company’s initial public offering (“IPO”). The total number of shares of the Company’s Class A common stock reserved for future grants as of August 3, 2024 includes 27,298,676 shares added on the first day of fiscal year 2025 pursuant to the annual automatic evergreen increase provision of the 2021 Plan.

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Options—A summary of the stock options activity under the 2015 Plan during the six months ended August 3, 2024 is presented below (the number of options represents shares of common stock exercisable in respect thereof):


	Number of Shares	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (In Years)	Aggregate Intrinsic Value (1) (In Thousands)








Balance as of February 3, 2024	6,165,885	$	5.07	5.7	$	169,153
Granted	—	$	—
Exercised	(311,320)	$	2.64
Forfeited, canceled, or expired	—	$	—
Balance as of August 3, 2024	5,854,565	$	5.20	5.2	$	176,773
Exercisable as of August 3, 2024	5,663,860	$	5.13	5.2	$	171,470

__________

(1)Aggregate intrinsic value for stock options represents the difference between the exercise price and the per share fair value of the Company’s Class A common stock for each period end presented, multiplied by the number of stock options outstanding or exercisable as of each period end presented.

The intrinsic value of stock options exercised was $11.1 million and $7.0 million during the six months ended August 3, 2024 and July 29, 2023, respectively.

As of August 3, 2024, unrecognized stock-based compensation expense related to outstanding unvested stock options for employees that are expected to vest was approximately $0.6 million. The remaining unrecognized stock-based compensation expense is expected to be recognized over a weighted-average period of approximately 0.1 years.

RSUs—RSUs granted prior to the IPO had both a service condition and a performance condition (defined under the 2015 Plan as the occurrence of a qualifying liquidity event, which was defined as the earlier of a successful IPO or acquisition). Stock-based compensation expense was only recognized for RSUs for which both the service condition and performance condition have been met. The service condition for these awards is generally satisfied over four years. The performance condition was satisfied upon the IPO. Prior to the IPO, the Company did not record expense on RSUs as a liquidity event upon which vesting is contingent was not probable of occurring. Following the closing of the IPO in December 2021, the Company began recording stock-based compensation expense for these RSUs using the accelerated attribution method, based on the grant-date fair value of the RSUs. RSUs granted after the IPO only have a service condition, and the related stock-based compensation expense is recognized on a straight-line basis over the requisite service period. The service condition for these awards is generally satisfied over four years for RSUs granted through fiscal year 2023 and either three or four years for RSUs granted after fiscal year 2023.

A summary of the RSUs activity under the 2015 Plan and 2021 Plan during the six months ended August 3, 2024 is presented below:


	Number of Shares	Weighted-Average Grant-Date Fair Value








Balance as of February 3, 2024	35,371,274	$	15.17
Granted	9,104,540	$	33.77
Vested	(9,460,162)	$	15.82
Forfeited	(3,687,766)	$	15.76
Balance as of August 3, 2024	31,327,886	$	20.31

As of August 3, 2024, unrecognized stock-based compensation expense related to outstanding unvested RSUs for employees that are expected to vest was approximately $574.3 million. The remaining unrecognized stock-based compensation expense is expected to be recognized over a weighted-average period of approximately 1.3 years.

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2021 Employee Stock Purchase Plan—In December 2021, the Board of Directors adopted and stockholders approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which became effective in December 2021 in connection with the IPO. The total number of shares of the Company’s Class A common stock reserved for future issuance as of August 3, 2024 includes 5,459,735 shares added on the first day of fiscal year 2025 pursuant to the annual automatic evergreen increase provision of the 2021 ESPP.

The price at which Class A common stock is purchased under the 2021 ESPP is equal to 85% of the lower of the fair market value of a share of the Company’s Class A common stock on the enrollment date or on the exercise date. The enrollment date means the first trading day of each offering period, and the exercise date means the last trading day of each purchase period. Offering periods are generally 12 months long, commencing on the first trading day on or after June 11 and December 11 of each year and terminating on the last trading day on or before June 10 and December 10 of each year. Purchase periods are generally six months long, commencing on the first trading day after one exercise date and ending with the next exercise date.

For the six months ended August 3, 2024 and July 29, 2023, 616,193 and 1,152,816 shares of Class A common stock were purchased under the 2021 ESPP, resulting in net cash proceeds of $16.1 million and $13.0 million, respectively.

As of August 3, 2024, unrecognized stock-based compensation expense related to the 2021 ESPP was approximately $7.1 million. The remaining unrecognized stock-based compensation expense is expected to be recognized over a weighted-average period of approximately 0.6 years.

Employee Stock Purchase Plan Valuation—The Company estimates the fair value of shares to be issued under the 2021 ESPP using the Black-Scholes option-pricing model. The Black-Scholes option-pricing model requires estimates of highly subjective assumptions, which greatly affect fair value. The weighted-average assumptions used to estimate the fair value of shares to be issued under the 2021 ESPP were as follows:

Six Months Ended

August 3, 2024

July 29, 2023

Expected volatility

53.2% – 57.4%

66.9% – 72.5%

Expected term (years)

0.5 – 1.0

Risk-free interest rate

5.2% – 5.4%

Expected dividend yield

—%

Expected volatility—The expected volatility for the six months ended August 3, 2024 and July 29, 2023 was based on the historical volatility of the Company.

Expected term (years)—The expected term is approximately 0.5 years for the first purchase period and approximately 1.0 year for the second purchase period.

Risk-free interest rate—The risk-free interest rate assumption is based on observed U.S. Treasury yield curve interest rates in effect at the time of grant appropriate for the expected term of the stock-based award.

Expected dividend yield—Because the Company has never paid and has no current intention to pay cash dividends on its common stock, the expected dividend yield is zero.

Stock-Based Compensation Expense—Stock-based compensation expense, by grant type, was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Stock options	$	773	$	775	$	1,557	$	1,586
RSUs	67,630		55,674		128,498		105,090
Employee stock purchase plan	3,201		3,207		6,205		5,928
Total stock-based compensation expense	$	71,604	$	59,656	$	136,260	$	112,604

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Stock-based compensation expense included in the following line items of the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cost of revenue	$	3,218	$	3,056	$	6,148	$	5,762
Research and development	25,977		22,524		49,376		42,855
Sales and marketing	21,386		17,337		39,878		32,579
General and administrative	21,023		16,739		40,858		31,408
Total stock-based compensation expense	$	71,604	$	59,656	$	136,260	$	112,604

11. Income Taxes

The Company had an effective tax rate of (2.1%) and (0.7%) for the three months ended August 3, 2024 and July 29, 2023, respectively, and (1.4%) and (1.1%) for the six months ended August 3, 2024 and July 29, 2023, respectively. The Company’s provision for income taxes was $1.0 million and $0.4 million for the three months ended August 3, 2024 and July 29, 2023, respectively, and $1.4 million and $1.4 million for the six months ended August 3, 2024 and July 29, 2023, respectively. The Company has incurred U.S. operating losses and has minimal profits in foreign jurisdictions.

The Company computes its tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date pre-tax income from recurring operations and adjusting for discrete tax items arising in that quarter.

As of August 3, 2024 and February 3, 2024, based on all available objective evidence, including the existence of cumulative losses, the Company determined that it was not more likely than not that the net deferred tax assets were fully realizable for U.S. federal and state tax purposes. Accordingly, the Company established a full valuation allowance against its deferred tax assets for U.S. federal and state tax purposes. The Company intends to maintain a full valuation allowance on net deferred tax assets until sufficient positive evidence exists to support reversal of the valuation allowance for U.S. federal and state tax purposes.

The unrecognized tax benefits as of August 3, 2024, if recognized, would not affect the effective income tax rate due to the valuation allowance that currently offsets the deferred tax assets.

During the six months ended August 3, 2024, there were no material changes to the total amount of unrecognized tax benefits and the Company does not expect any significant changes in the next 12 months.

The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The statute of limitations is generally open for all fiscal years after fiscal year 2021, during which the Company is subject to examination by U.S. federal, state, and foreign authorities, where applicable.

12. Net Loss Per Share, Basic and Diluted

For purposes of calculating net loss per share, the Company continues to use the two-class method. As Class A, Class B, and Class C common stock have identical liquidation and dividend rights, the undistributed earnings are allocated on a proportionate basis to each class of common stock. As a result, the basic and diluted net loss per share attributable to common stockholders are the same for all classes of the Company’s common stock, on both an individual and combined basis, and therefore are presented together.

The following table presents the calculation of basic and diluted net loss per share (in thousands, except share and per share data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Numerator:


Net loss attributable to common stockholders	$	(49,610)	$	(59,968)	$	(105,899)	$	(127,824)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	553,917,926		531,751,683		551,285,115		529,077,540





Net loss per share attributable to common stockholders, basic and diluted	$	(0.09)	$	(0.11)	$	(0.19)	$	(0.24)

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The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would have been antidilutive:


	Three Months Ended		Six Months Ended
	August 3, 2024	July 29, 2023	August 3, 2024	July 29, 2023

Outstanding stock options	5,854,565	6,573,583	5,854,565	6,573,583
RSUs	31,327,886	46,351,211	31,327,886	46,351,211
Employee stock purchase rights under the 2021 ESPP	712,979	848,923	712,979	848,923
Total antidilutive securities	37,895,430	53,773,717	37,895,430	53,773,717

13. Segment Information

The Company has a single operating and reportable segment. The Company’s chief operating decision maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. The Company derives its subscription revenue from customers that leverage the Company’s Connected Operations Cloud, which consists of a data platform and set of applications to consolidate data from their physical operations into a single, integrated solution. Amounts derived from subscription and other revenue are summarized in Note 7, “Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations.”

Revenue by Geographic Area

The following table presents the Company’s revenue disaggregated by geography, based on the location of the Company’s customers (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
United States	$	260,430	$	192,278	$	503,450	$	372,919
Other (1)	39,772		26,979		77,478		50,658
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

__________

(1)No individual country other than the United States exceeded 10% of the Company’s total revenue for any period presented.

Long-Lived Assets, Net, by Geographic Area

The following table presents the Company’s long-lived assets, net, disaggregated by geography, which consist of property and equipment, net, and operating lease ROU assets (in thousands):


	As of
	August 3, 2024		February 3, 2024
United States	$	124,441	$	129,988
Other (1)	5,732		6,955
Total long-lived assets, net	$	130,173	$	136,943

__________

(1)No individual country other than the United States exceeded 10% of the Company’s total long-lived assets, net, for any period presented.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with (1) our audited consolidated financial statements and related notes and the discussion under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” for the fiscal year ended February 3, 2024 included in our Annual Report on Form 10-K filed with the SEC on March 26, 2024, and (2) our unaudited condensed consolidated financial statements and related notes and other financial information included under Part I, Item 1 of this Quarterly Report on Form 10-Q. Some of the information contained in the following discussion and analysis, including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risks and uncertainties. You should review the sections titled “Special Note Regarding Forward-Looking Statements” and “Risk Factors” for a discussion of forward-looking statements and important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis. These statements speak only as of their date (unless another date is indicated), and we undertake no obligation to update or revise these statements in light of future developments. Our fiscal year ends on the Saturday closest to February 1, resulting in a 52-week or 53-week fiscal year. Our fiscal years 2025 and 2023 each consist of 52 weeks, with the fourth quarter consisting of 13 weeks, and our fiscal year 2024 was a 53-week fiscal year, with the fourth quarter consisting of 14 weeks.

Overview

Samsara is on a mission to increase the safety, efficiency, and sustainability of the operations that power the global economy.

To realize this vision, we pioneered the Connected Operations Cloud, which is a system of record that enables businesses that depend on physical operations to harness IoT data to develop actionable insights and improve their operations.

Our Connected Operations Cloud consolidates data from our IoT devices and a growing ecosystem of connected assets and third-party systems, and makes it easy for organizations to access, analyze, and act on data insights using our cloud dashboard, custom alerts and reports, mobile apps, and workflows. Our differentiated, purpose-built suite of Applications enables organizations to embrace and deploy a digital, cloud-connected strategy across their operations. With Samsara, customers have the ability to drive safer operations, increase business efficiency, and achieve their sustainability goals, all to improve the lives of their employees and the customers they serve.

We were founded in 2015 and have achieved significant growth since our inception. For the three months ended August 3, 2024 and July 29, 2023, our revenue was $300.2 million and $219.3 million, respectively, representing year-over-year growth of 37%. Our net loss was $49.6 million and $60.0 million for the three months ended August 3, 2024 and July 29, 2023, respectively. For the six months ended August 3, 2024 and July 29, 2023, our revenue was $580.9 million and $423.6 million, respectively, representing year-over-year growth of 37%. Our net loss was $105.9 million and $127.8 million for the six months ended August 3, 2024 and July 29, 2023, respectively. Our business model focuses on maximizing the lifetime value of our customer relationships, and we continue to make significant investments to grow our customer base.

Key Business Metrics

The following table shows a summary of our key business metrics as of the periods presented (dollars in thousands):


	As of
	August 3, 2024		July 29, 2023
Annual recurring revenue (“ARR”)	$	1,263,950	$	930,016
Customers > $100,000 ARR	2,133		1,515

ARR

We believe that ARR is a key indicator of the trajectory of our business performance, enables measurement of the progress of our business initiatives, and serves as an indicator of future growth. We define ARR as the annualized value of subscription contracts that have commenced revenue recognition as of the measurement date. ARR highlights trends that may be less visible from our financial statements due to ratable revenue recognition. ARR does not have a standardized meaning and is not necessarily comparable to similarly titled measures presented by other companies. ARR should be viewed independently of revenue and is not intended to be combined with or replace it. ARR is not a forecast, and the active contracts at the date used in calculating ARR may or may not be renewed.

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Number of Customers Over $100,000 in ARR

We focus on customers representing over $100,000 in ARR, as this key business metric is indicative of our penetration with larger customers. The number of our customers over $100,000 in ARR has grown over time as we have focused our sales efforts on larger customers, invested in our partner ecosystem, and released more Applications to address the needs of our larger customers.

Factors Affecting Our Performance

Acquiring New Customers

We believe that we have a substantial opportunity to continue to grow our customer base. We intend to drive new customer acquisition by continuing to invest significantly in sales and marketing to engage our prospective customers, increase brand awareness, and drive adoption of our Connected Operations Cloud. Our ability to attract new customers depends on a number of factors, including the effectiveness of our sales and marketing efforts, macroeconomic factors and their impact on our customers’ businesses, and the success of our efforts to expand internationally.

Expanding Within Our Existing Customer Base

We believe that there is a significant opportunity to expand sales to existing customers following their initial adoption of our Connected Operations Cloud. We expand within our customer base by selling more Applications and expanding existing Applications across geographies and divisions. Our ability to expand within our customer base will depend on a number of factors, including our customers’ satisfaction, pricing, competition, macroeconomic factors, and changes in our customers’ spending levels.

Investments in Innovation and Future Growth

Our performance is driven by continuous innovation on our Connected Operations Cloud and our ability to scale our headcount to grow our business. We continuously invest in adding new data types to our Connected Operations Cloud and innovate with this growing data asset to introduce new Applications over time. Our performance is also impacted by our ability to scale our headcount across our business to support our growth. We remain committed to investing in our sales and marketing capacity and our research and development organization, and to driving revenue growth globally.

Macroeconomic Trends

Unfavorable conditions in the economy, both in the United States and abroad, may negatively affect the growth of our business and our results of operations. For example, our business and results of operations could be affected by global macroeconomic trends and events such as inflationary pressure, interest rate increases and declines in consumer confidence, widespread disruptions of supply chains and freight and shipping channels, increased prices for many goods and services (including fluctuating fuel costs), labor shortages, delayed or reduced spending on information technology (“IT”) products, and significant volatility and disruption of financial markets, as well as other conditions arising from international conflicts, such as the ongoing conflict between Russia and Ukraine, geopolitical tensions involving China, and the conflict in Israel and the surrounding region, uncertainty around the outcome of political elections, and the emergence of pandemics and epidemics. We are continuously monitoring these global events and other macroeconomic developments and how they may impact us directly or indirectly as a result of the effects on our customers and suppliers.

Refer to the section titled “Risk Factors” and elsewhere in our Annual Report on Form 10-K filed on March 26, 2024 for further discussion of the impacts of macroeconomic trends on our business.

Components of Results of Operations

Revenue

We provide access to our Connected Operations Cloud through subscription arrangements, whereby the customer is charged a per-subscription fee for access for a specified term. Subscription agreements contain multiple service elements for one or more of our cloud-based Applications via mobile app(s) or a website that enable data collection and provide access to the cellular network, IoT devices (which we also refer to as connected devices), and support services delivered over the term of the arrangement. Our subscription contracts typically have an initial term of three to five years and are generally non-cancelable and non-refundable, subject to limited exceptions under our standard terms of service and other exceptions for public sector customers, who are often subject to annual budget appropriations cycles. Our Connected Operations Cloud and IoT devices are highly interdependent and interrelated, and represent a combined performance obligation within the context of the contract.

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In each of our past two fiscal years, we generated approximately 98% of our revenue from subscriptions to our Connected Operations Cloud. The remaining portion of our revenue not generated from subscriptions to our Connected Operations Cloud is derived from the sale of replacement IoT devices, including gateways, sensors and cameras, related shipping and handling fees, and professional services.

Cost of Revenue

Cost of revenue consists primarily of the amortization of IoT device costs associated with subscription agreements, cellular-related costs, third-party cloud infrastructure expenses, customer support costs, warranty costs, and employee-related costs directly associated with our customer support and operations, including salaries, employee benefits and stock-based compensation, amortization of internal-use software development and certain cloud computing implementation costs, expenses related to shipping and handling, packaging, fulfillment, warehousing, write-downs of excess and obsolete inventory, and costs associated with software subscriptions, office facilities, IT-related expenses, and depreciation and amortization of property and equipment.

As our customers expand and increase the use of our Connected Operations Cloud driven by additional IoT devices and Applications, our cost of revenue may vary from quarter to quarter as a percentage of our revenue due to the timing and extent of these expenses. We intend to continue to invest additional resources in our Connected Operations Cloud and customer support and operations personnel as we grow our business. The level and timing of investment in these areas will affect our cost of revenue in the future.

Operating Expenses

Research and Development

Research and development expenses consist primarily of employee-related costs, including salaries, employee benefits and stock-based compensation, depreciation and other expenses related to prototyping IoT devices, product initiatives, software subscriptions, hosting used in research and development, and costs associated with office facilities, IT-related expenses, and depreciation and amortization of property and equipment. We continue to focus our research and development efforts on adding new features and products and enhancing the utility of our Connected Operations Cloud. We capitalize the portion of our internal-use software development costs that meets the criteria for capitalization.

We expect our research and development expenses to generally increase in absolute dollars for the foreseeable future as we continue to invest in research and development efforts to enhance our Connected Operations Cloud. Our research and development expenses have fluctuated in the past and may in the future fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses.

Sales and Marketing

Sales and marketing expenses consist primarily of employee-related costs directly associated with our sales and marketing activities, including salaries, employee benefits, stock-based compensation, and sales commissions. Sales and marketing expenses also include expenditures related to advertising, media, marketing, promotional costs, free trial expenses, brand awareness activities, business development, corporate partnerships, travel, conferences and events, professional services, and costs associated with software subscriptions, office facilities, IT-related expenses, and depreciation and amortization of property and equipment.

We plan to continue to invest in sales and marketing to grow our customer base and increase our brand awareness. As a result, we expect our sales and marketing expenses to increase in absolute dollars for the foreseeable future. Our sales and marketing expenses have fluctuated in the past and may in the future fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses, including seasonally higher spend on conferences and events in the first half of our fiscal year.

General and Administrative

General and administrative expenses consist of employee-related costs for executive, finance, legal, human resources, facilities, and certain IT personnel, including salaries, employee benefits and stock-based compensation, professional fees for external legal, accounting, recruiting and other consulting services, bad debt, costs associated with software subscriptions, office facilities, IT-related expenses, and depreciation and amortization of property and equipment, and unallocated lease costs.

We expect our general and administrative expenses to continue to increase in absolute dollars for the foreseeable future to support our growth. Our general and administrative expenses have fluctuated in the past and may in the future fluctuate as a percentage of our revenue from period to period due to the timing and extent of these expenses.

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Interest Income and Other Income, Net

Interest income and other income, net, consists primarily of income earned on our money market funds included in cash and cash equivalents, restricted cash, and our short-term and long-term investments, including amortization of premiums and accretion of discounts related to our marketable debt securities, net of associated fees. We also have foreign currency remeasurement gains and losses and foreign currency transaction gains and losses. As we have expanded our global operations, our exposure to fluctuations in foreign currencies has increased, and we expect this to continue.

Provision for Income Taxes

Provision for income taxes consists primarily of income taxes in certain foreign jurisdictions in which we conduct business. We maintain a full valuation allowance against our U.S. deferred tax assets because we have concluded that it is more likely than not that the deferred tax assets will not be realized.

In December 2021, the Organization for Economic Co-operation and Development introduced a new global minimum corporate tax of 15%, commonly referred to as Pillar Two. While the United States has not yet adopted the Pillar Two rules, various other international governments are enacting legislation which will apply to us beginning in fiscal year 2026. We do not currently have material operations in jurisdictions with tax rates lower than the Pillar Two minimum, but we expect to incur additional costs related to compliance with this legislation. There remains uncertainty as to the final Pillar Two model rules and their application. We will continue to monitor United States and global legislative action related to Pillar Two for potential impacts.

Results of Operations

Comparison of the Three and Six Months Ended August 3, 2024 and July 29, 2023

Revenue

Our total revenue is summarized as follows (in thousands, except percentages):


	Three Months Ended				Change				Six Months Ended				Change
	August 3, 2024		July 29, 2023		Amount		%		August 3, 2024		July 29, 2023		Amount		%
Revenue	$	300,202	$	219,257	$	80,945	37	%	$	580,928	$	423,577	$	157,351	37	%

Revenue increased by $80.9 million and $157.4 million, or 37% and 37%, for the three and six months ended August 3, 2024, respectively, compared to the three and six months ended July 29, 2023, primarily due to an increase in customer count and increased purchases of our subscription offerings, including subscriptions to additional Applications, by existing customers.

Cost of Revenue, Gross Profit, and Gross Margin

Our cost of revenue, gross profit, and gross margin are summarized as follows (in thousands, except percentages):


	Three Months Ended						Change				Six Months Ended						Change
	August 3, 2024			July 29, 2023			Amount		%		August 3, 2024			July 29, 2023			Amount		%
Cost of revenue	$	73,365		$	58,866		$	14,499	25	%	$	141,990		$	116,423		$	25,567	22	%
Gross profit	$	226,837		$	160,391						$	438,938		$	307,154
Gross margin	76		%	73		%					76		%	73		%

Cost of revenue increased by $14.5 million, or 25%, for the three months ended August 3, 2024 compared to the three months ended July 29, 2023, primarily due to $6.3 million of increased amortization of deferred IoT device costs, $6.3 million of increased infrastructure costs associated with our product offerings, $3.3 million of increased employee-related costs, which included a $2.9 million increase in salaries and benefits and related employer taxes and a $0.4 million increase in stock-based compensation expense, and $0.7 million of increased amortization of internally-developed software, partially offset by $2.3 million of decreased warranty costs. The increases in amortization of deferred IoT device costs and infrastructure costs were primarily due to increased sales volume year-over-year.

Our gross margin increased to 76% for the three months ended August 3, 2024 compared to 73% for the three months ended July 29, 2023, mainly due to operational efficiencies in warranty charges and infrastructure costs.

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Cost of revenue increased by $25.6 million, or 22%, for the six months ended August 3, 2024 compared to the six months ended July 29, 2023, primarily due to $13.2 million of increased amortization of deferred IoT device costs, $8.0 million of increased infrastructure costs associated with our product offerings, $5.3 million of increased employee-related costs, which included a $4.5 million increase in salaries and benefits and related employer taxes and a $0.8 million increase in stock-based compensation expense, and $1.4 million of increased amortization of internally-developed software, partially offset by $3.5 million of decreased warranty costs. The increases in amortization of deferred IoT device costs and infrastructure costs were primarily due to increased sales volume year-over-year.

Our gross margin increased to 76% for the six months ended August 3, 2024 compared to 73% for the six months ended July 29, 2023, mainly due to operational efficiencies in warranty charges, direct labor costs, and deferred IoT device costs.

Research and Development

Research and development expense is summarized as follows (in thousands, except percentages):


	Three Months Ended						Change				Six Months Ended						Change
	August 3, 2024			July 29, 2023			Amount		%		August 3, 2024			July 29, 2023			Amount		%
Research and development	$	76,476		$	63,969		$	12,507	20	%	$	149,449		$	124,335		$	25,114	20	%
Percentage of revenue	26		%	29		%					26		%	29		%

Research and development expense increased by $12.5 million, or 20%, for the three months ended August 3, 2024 compared to the three months ended July 29, 2023, primarily due to a $9.3 million increase in employee-related costs, which included a $5.9 million increase in salaries and benefits and related employer taxes and a $3.5 million increase in stock-based compensation expense, primarily due to increased headcount to support our research and development organization. The increase in our research and development expense was also due to a $1.1 million increase in prototyping and third-party infrastructure expenses, a $1.1 million increase in software subscriptions and IT-related costs, and a $0.8 million increase in expenses relating to contractor and other professional services.

Research and development expense increased by $25.1 million, or 20%, for the six months ended August 3, 2024 compared to the six months ended July 29, 2023, primarily due to a $18.8 million increase in employee-related costs, which included a $12.3 million increase in salaries and benefits and related employer taxes and a $6.5 million increase in stock-based compensation expense, primarily due to increased headcount to support our research and development organization. The increase in our research and development expense was also due to a $3.1 million increase in prototyping and third-party infrastructure expenses, a $2.3 million increase in software subscriptions and IT-related costs, and a $1.3 million increase in expenses relating to contractor and other professional services.

Sales and Marketing

Sales and marketing expense is summarized as follows (in thousands, except percentages):


	Three Months Ended						Change				Six Months Ended						Change
	August 3, 2024			July 29, 2023			Amount		%		August 3, 2024			July 29, 2023			Amount		%
Sales and marketing	$	151,493		$	117,908		$	33,585	28	%	$	298,930		$	236,863		$	62,067	26	%
Percentage of revenue	50		%	54		%					51		%	56		%

Sales and marketing expense increased by $33.6 million, or 28%, for the three months ended August 3, 2024 compared to the three months ended July 29, 2023, primarily due to a $24.2 million increase in employee-related costs, which included a $19.5 million increase in salaries and benefits and related employer taxes and a $4.0 million increase in stock-based compensation expense, primarily due to increased headcount to support our sales organization. The increase in our sales and marketing expense was also due to a $3.4 million increase in travel-related expenses and expenses relating to our customer visits, conferences, and other events, a $2.0 million increase in expenses relating to professional services, a $1.5 million increase in IT-related costs and software subscriptions, and a $1.1 million increase in expenses relating to lead generation initiatives. These increases were primarily to support the growth in our business.

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Sales and marketing expense increased by $62.1 million, or 26%, for the six months ended August 3, 2024 compared to the six months ended July 29, 2023, primarily due to a $45.9 million increase in employee-related costs, which included a $38.5 million increase in salaries and benefits and related employer taxes and a $7.3 million increase in stock-based compensation expense, primarily due to increased headcount to support our sales organization. The increase in our sales and marketing expense was also due to a $6.6 million increase in travel-related expenses and expenses relating to our customer visits, conferences, and other events, a $3.9 million increase in IT-related costs and software subscriptions, a $2.3 million increase in expenses relating to professional services, and a $1.5 million increase in expenses relating to lead generation initiatives. These increases were primarily to support the growth in our business.

General and Administrative

General and administrative expense is summarized as follows (in thousands, except percentages):


	Three Months Ended						Change				Six Months Ended						Change
	August 3, 2024			July 29, 2023			Amount		%		August 3, 2024			July 29, 2023			Amount		%
General and administrative	$	57,062		$	48,268		$	8,794	18	%	$	114,750		$	91,534		$	23,216	25	%
Percentage of revenue	19		%	22		%					20		%	22		%

General and administrative expense increased by $8.8 million, or 18%, for the three months ended August 3, 2024 compared to the three months ended July 29, 2023, primarily due to a $7.8 million increase in employee-related costs, which included a $4.3 million increase in stock-based compensation expense and a $3.5 million increase in salaries and benefits and related employer taxes, primarily due to increased headcount to support the growth of our finance, accounting, human resources, and legal functions. Our increase in general and administrative expense was also due to a $2.5 million increase in expenses relating to legal fees. The increases in general and administrative expense were partially offset by a $1.3 million decrease in IT-related costs.

General and administrative expense increased by $23.2 million, or 25%, for the six months ended August 3, 2024 compared to the six months ended July 29, 2023, primarily due to a $18.9 million increase in employee-related costs, which included a $9.5 million increase in stock-based compensation expense and a $9.4 million increase in salaries and benefits and related employer taxes, primarily due to increased headcount to support the growth of our finance, accounting, human resources, and legal functions. The increase in our general and administrative expense was also due to a $5.0 million increase in legal fees and a $2.5 million increase in bad debt expense. The increases in general and administrative expense were partially offset by a $4.2 million decrease in IT-related costs.

Interest Income and Other Income, Net

Interest income and other income, net, are summarized as follows (in thousands, except percentages):


	Three Months Ended				Change				Six Months Ended				Change
	August 3, 2024		July 29, 2023		Amount		%		August 3, 2024		July 29, 2023		Amount		%
Interest income and other income, net	$	9,626	$	10,220	$	(594)	(6	%)	$	19,710	$	19,115	$	595	3	%

Interest income and other income, net, decreased by $0.6 million, or 6%, for the three months ended August 3, 2024 compared to the three months ended July 29, 2023. $1.7 million of this decrease was due to an increase in foreign currency losses. The decrease in our interest income and other income, net, was partially offset by a $0.9 million increase in interest income earned due to a larger investment base of our managed portfolio of marketable debt securities.

Interest income and other income, net, increased by $0.6 million, or 3%, for the six months ended August 3, 2024 compared to the six months ended July 29, 2023. $2.7 million of this increase was primarily due to a larger investment base of our managed portfolio of marketable debt securities. The increase in our interest income and other income, net, was partially offset by a $2.2 million increase in foreign currency losses.

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Provision for Income Taxes

Provision for income taxes is summarized as follows (in thousands, except percentages):


	Three Months Ended						Change				Six Months Ended						Change
	August 3, 2024			July 29, 2023			Amount		%		August 3, 2024			July 29, 2023			Amount		%
Provision for income taxes	$	1,042		$	434		$	608	140	%	$	1,418		$	1,361		$	57	4	%
Effective tax rate	(2.1		%)	(0.7		%)					(1.4		%)	(1.1		%)

The provision for income taxes increased by $0.6 million and $0.1 million, or 140% and 4%, for the three and six months ended August 3, 2024, respectively, compared to the three and six months ended July 29, 2023, primarily due to higher expected taxes related to our foreign jurisdictions.

Non-GAAP Financial Measures

To supplement our condensed consolidated financial statements prepared in accordance with generally accepted accounting principles (“GAAP”), we review the following non-GAAP financial measures to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions (in thousands, except percentages):


	Three Months Ended
	August 3, 2024			July 29, 2023
Non-GAAP gross profit	$	230,776		$	163,683
Non-GAAP gross margin	77		%	75		%
Non-GAAP income (loss) from operations	$	17,552		$	(5,904)
Non-GAAP operating margin	6		%	(3		%)
Non-GAAP net income	$	26,136		$	3,882

	Six Months Ended
	August 3, 2024			July 29, 2023

Free cash flow	$	31,733		$	12,671
Free cash flow margin	5		%	3		%

Limitations and Reconciliations of Non-GAAP Financial Measures

Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as substitutes for financial information presented under GAAP. There are a number of limitations related to the use of non-GAAP financial measures versus comparable financial measures determined under GAAP. For example, other companies in our industry may calculate these non-GAAP financial measures differently or may use other measures to evaluate their performance. In addition, free cash flow does not reflect our future contractual commitments or the total increase or decrease of our cash balance for a given period. These and other limitations could reduce the usefulness of these non-GAAP financial measures as analytical tools. Investors are encouraged to review the related GAAP financial measures and the reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures and to not rely on any single financial measure to evaluate our business.

Expenses Excluded from Non-GAAP Performance Financial Measures

Stock-based compensation expense-related charges include the amortization of deferred stock-based compensation expense for capitalized software and employer taxes on employee equity transactions. Stock-based compensation expense-related charges are excluded because they are primarily a non-cash expense that management believes is not reflective of our ongoing operational performance. Employer taxes on employee equity transactions, which are a cash expense, are excluded because such taxes are directly tied to the timing and size of employee equity transactions and the future fair market value of our common stock, which may vary from period to period independent of the operating performance of our business.

Lease modification, impairment, and related charges, and legal settlements are excluded because management believes that such charges are not reflective of our ongoing operational performance.

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Non-GAAP Performance Financial Measures

Non-GAAP Gross Profit and Non-GAAP Gross Margin

We define non-GAAP gross profit as gross profit excluding the effect of stock-based compensation expense-related charges included in cost of revenue. Non-GAAP gross margin is defined as non-GAAP gross profit as a percentage of total revenue. We use non-GAAP gross profit and non-GAAP gross margin in conjunction with traditional GAAP measures to evaluate our financial performance. We believe that 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. The following table presents a reconciliation of our non-GAAP gross profit to our GAAP gross profit for the periods presented (in thousands, except percentages):


	Three Months Ended
	August 3, 2024			July 29, 2023
Gross profit	$	226,837		$	160,391
Add:
Stock-based compensation expense-related charges (1)	3,939			3,292
Non-GAAP gross profit	$	230,776		$	163,683
GAAP gross margin	76		%	73		%
Non-GAAP gross margin	77		%	75		%

__________

(1)Stock-based compensation expense-related charges included approximately $0.2 million and $0.2 million of employer taxes on employee equity transactions for the three months ended August 3, 2024 and July 29, 2023, respectively.

Non-GAAP Income (Loss) from Operations and Non-GAAP Operating Margin

We define non-GAAP income (loss) from operations, or non-GAAP operating income (loss), as income (loss) from operations excluding the effect of stock-based compensation expense-related charges, lease modification, impairment, and related charges, and legal settlements. Non-GAAP operating margin is defined as non-GAAP operating income (loss) as a percentage of total revenue. We use non-GAAP income (loss) from operations and non-GAAP operating margin in conjunction with traditional GAAP measures to evaluate our financial performance. We believe that non-GAAP income (loss) from operations 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. The following table presents a reconciliation of our non-GAAP income (loss) from operations to our GAAP loss from operations for the periods presented (in thousands, except percentages):


	Three Months Ended
	August 3, 2024			July 29, 2023
Loss from operations	$	(58,194)		$	(69,754)
Add:
Stock-based compensation expense-related charges (1)	75,746			63,850



Non-GAAP income (loss) from operations	$	17,552		$	(5,904)
GAAP operating margin	(19		%)	(32		%)
Non-GAAP operating margin	6		%	(3		%)

__________

(1)Stock-based compensation expense-related charges included approximately $3.6 million and $4.2 million of employer taxes on employee equity transactions for the three months ended August 3, 2024 and July 29, 2023, respectively.

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Non-GAAP Net Income (Loss)

We define non-GAAP net income (loss) as net income (loss) excluding the effect of stock-based compensation expense-related charges, lease modification, impairment, and related charges, and legal settlements. We use non-GAAP net income (loss) in conjunction with traditional GAAP measures to evaluate our financial performance. We believe that non-GAAP net income (loss) provides our management and investors consistency and comparability with our past financial performance and facilitates period-to-period comparisons of operations. The following table presents a reconciliation of our non-GAAP net income to our GAAP net loss for the periods presented (in thousands, except percentages):


	Three Months Ended
	August 3, 2024		July 29, 2023
Net loss	$	(49,610)	$	(59,968)
Add:
Stock-based compensation expense-related charges	75,746		63,850




Non-GAAP net income (1)	$	26,136	$	3,882

__________

(1)There were no material income tax effects on our non-GAAP adjustments for all periods presented.

Non-GAAP Liquidity Financial Measures

Free Cash Flow and Free Cash Flow Margin

We define free cash flow as net cash provided by (used in) operating activities reduced by cash used for purchases of property and equipment. Free cash flow margin is calculated as free cash flow as a percentage of total revenue. We believe that free cash flow and free cash flow margin, even if negative, are useful in evaluating liquidity and provide information to management and investors about our ability to fund future operating needs and strategic initiatives. The following table presents a reconciliation of free cash flow to net cash provided by operating activities for the periods presented (in thousands, except percentages):


	Six Months Ended
	August 3, 2024			July 29, 2023
Net cash provided by operating activities	$	41,787		$	18,174
Purchases of property and equipment	(10,054)			(5,503)
Free cash flow (1)	$	31,733		$	12,671


Net cash provided by operating activities margin	7		%	4		%
Free cash flow margin (1)	5		%	3		%

Net cash used in investing activities	$	(33,238)		$	(34,590)
Net cash provided by financing activities	$	15,979		$	12,255

__________

(1)Free cash flow includes the cash impact of non-recurring capital expenditures associated with the build-out of our corporate office facilities in San Francisco, California, net of tenant allowances (in thousands):


	Six Months Ended
	August 3, 2024		July 29, 2023
Purchases of property and equipment for build-out of corporate office facilities, net of tenant allowances (2)	$	—	$	(10,179)

(2)In April 2023, we settled a lease dispute which was primarily related to lease incentives associated with leasehold improvements in the form of a tenant allowance and received $11.3 million.

Liquidity and Capital Resources

Liquidity is a measure of our ability to access sufficient cash flows to meet the short-term and long-term cash requirements of our business operations.

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Since our founding, we have financed our operations primarily through the sale of equity securities and payments received from our customers. In December 2021, we completed our initial public offering (“IPO”), which resulted in aggregate net proceeds of $846.7 million, including proceeds from the underwriters’ exercise of their option to purchase additional shares of our Class A common stock in January 2022 and net of underwriting discounts and commissions. We have generated significant operating losses from our operations, as reflected in our accumulated deficit of $1,561.0 million as of August 3, 2024. We intend to continue investing in our business, and as a result, we may require additional capital resources to execute on our strategic initiatives to grow our business, particularly if we generate negative cash flows in future quarters. We believe that our existing cash, cash equivalents, and short-term and long-term investments will be sufficient to support working capital, including our non-cancelable arrangements, and capital expenditure requirements for at least the next 12 months.

As of August 3, 2024, our principal sources of liquidity were cash, cash equivalents, and short-term and long-term investments of $880.3 million. Cash and cash equivalents consisted of cash on deposit with banks as well as highly liquid investments with an original maturity of 90 days or less, when purchased. Our investments primarily consisted of U.S. government and agency securities, corporate notes and bonds, and commercial paper. Our primary uses of cash include personnel-related costs, third-party cloud and cellular infrastructure expenses, sales and marketing expenses, overhead costs, and funding other working capital requirements, such as inventory and connected device costs to meet our performance obligations related to our Connected Operations Cloud.

Our future capital requirements will depend on many factors, including, but not limited to, our growth, our ability to attract and retain customers, the continued market acceptance of our solution, the timing and extent of spending necessary to support our efforts to develop our Connected Operations Cloud and meet our performance obligations related to our Connected Operations Cloud, the expansion of sales and marketing activities, and the impact of macroeconomic conditions on our and our customers’ and partners’ businesses. Further, we may in the future enter into arrangements to acquire or invest in businesses, products, services, and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.

Cash Flows

The following table shows a summary of our cash flows for the periods presented (in thousands):


	Six Months Ended
	August 3, 2024		July 29, 2023
Net cash provided by operating activities	$	41,787	$	18,174
Net cash used in investing activities	$	(33,238)	$	(34,590)
Net cash provided by financing activities	$	15,979	$	12,255

Operating Activities

Our largest source of operating cash is payments received from our customers. Our primary uses of cash from operating activities are for employee-related expenses, sales and marketing expenses, inventory and connected device costs, third-party cloud and cellular infrastructure expenses, and overhead expenses. We have generated negative cash flows from operations in each of the past two fiscal years, and have supplemented working capital through net proceeds from the sale of equity securities.

Cash provided by operating activities mainly consists of our net loss adjusted for certain non-cash items, including stock-based compensation, depreciation and amortization of property and equipment, net accretion of discounts on marketable debt securities, and non-cash operating lease costs, and changes in operating assets and liabilities during each period.

Cash provided by operating activities was $41.8 million for the six months ended August 3, 2024. This consisted of a net loss of $105.9 million, adjusted for non-cash charges of $138.8 million, and changes in our operating assets and liabilities of $8.9 million. The non-cash charges were primarily composed of stock-based compensation expense of $136.3 million and depreciation and amortization of $9.1 million, partially offset by net accretion of discounts on marketable debt securities of $8.3 million. Changes in our operating assets and liabilities during the six months ended August 3, 2024 reflect increases in deferred revenue due to the growth of our business and lower prepaid expenses and other current assets, partially offset by lower cash collections from customers, higher levels of inventories to meet anticipated demand requirements, higher connected device costs, and higher deferred commissions during the six months ended August 3, 2024.

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Cash provided by operating activities was $18.2 million for the six months ended July 29, 2023. This consisted of a net loss of $127.8 million, adjusted for non-cash charges of $111.3 million, and changes in our operating assets and liabilities of $34.7 million. The non-cash charges were primarily composed of stock-based compensation expense of $112.6 million and depreciation and amortization of $7.2 million, partially offset by net accretion of discounts on marketable debt securities of $8.6 million. Changes in our operating assets and liabilities during the six months ended July 29, 2023 reflect increases in deferred revenue due to the growth of our business, lower inventories due to operating efficiencies in our order fulfillment processes, and higher cash collections from customers, partially offset by higher connected device costs and higher deferred commissions during the six months ended July 29, 2023.

Investing Activities

Cash used in investing activities was $33.2 million for the six months ended August 3, 2024, which primarily consisted of $330.1 million of purchases of investments and $10.1 million of capital expenditures for internal-use software development costs and our office facilities, partially offset by $305.7 million of proceeds from maturities and redemptions of investments and $1.2 million of proceeds from sales of investments.

Cash used in investing activities was $34.6 million for the six months ended July 29, 2023, which primarily consisted of $374.4 million of purchases of investments and $5.5 million of capital expenditures for internal-use software development costs and our office facilities, partially offset by $340.9 million of proceeds from maturities and redemptions of investments and $4.5 million of proceeds from sales of investments.

Financing Activities

Cash provided by financing activities was $16.0 million for the six months ended August 3, 2024, which primarily consisted of $16.9 million of proceeds from employee stock purchases under the 2021 Employee Stock Purchase Plan (the “2021 ESPP”) and exercises of stock options, partially offset by $0.9 million in payments of principal on finance leases.

Cash provided by financing activities was $12.3 million for the six months ended July 29, 2023, which primarily consisted of $13.2 million of proceeds from employee stock purchases under the 2021 ESPP and exercises of stock options, partially offset by $0.9 million in payments of principal on finance leases.

Contractual Obligations and Commitments

Our estimated future obligations consist of leases and non-cancelable purchase commitments as of August 3, 2024. For additional discussion on our leases and other commitments, refer to Notes 8, “Leases,” and 9, “Commitments and Contingencies,” to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Critical Accounting Policies and Estimates

Our condensed consolidated financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q are prepared in accordance with GAAP.

The preparation of our condensed consolidated financial statements in conformity with GAAP requires us to make estimates and judgments that affect the amounts reported in those financial statements and accompanying notes. Although we believe that the estimates we use are reasonable, due to the inherent uncertainty involved in making those estimates, actual results reported in future periods could differ from those estimates.

There were no material changes to our critical accounting policies and estimates during the six months ended August 3, 2024.

Recent Accounting Pronouncements

For information on recently issued accounting pronouncements, see Note 2 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risks in connection with our business, which primarily relate to fluctuations in interest rates and foreign exchange and inflation risks.

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Interest Rate Risk

As of August 3, 2024, we had $880.3 million of cash, cash equivalents, and short-term and long-term investments in a variety of marketable debt securities, including U.S. government and agency securities, corporate notes and bonds, and commercial paper. In addition, we had $19.4 million of restricted cash primarily due to outstanding letters of credit. Our cash, cash equivalents, and short-term and long-term investments are held for working capital purposes. We do not enter into investments for trading or speculative purposes. Our cash equivalents and our portfolio of marketable debt securities are subject to market risk due to changes in interest rates. A hypothetical 100 basis point increase or decrease in interest rates would have resulted in a decrease or an increase of $5.1 million in the market value of our cash equivalents, and short-term and long-term investments as of August 3, 2024.

As of February 3, 2024, we had $823.8 million of cash, cash equivalents, and short-term and long-term investments, and a hypothetical 100 basis point increase or decrease in interest rates would have resulted in a decrease or an increase of $5.3 million in the market value.

Foreign Currency Exchange Risk

Our reporting currency is the U.S. dollar. The functional currency of our wholly-owned foreign subsidiaries is the U.S. dollar or the Mexican peso. A substantial majority of our sales are denominated in U.S. dollars, and therefore our revenue is not currently subject to significant foreign currency risk. Our operating expenses are denominated in the currencies of the countries in which our operations are located, which are primarily in the United States and the United Kingdom. Our condensed consolidated results of operations and cash flows are, therefore, subject to fluctuations due to changes in foreign currency exchange rates and may be adversely affected in the future due to changes in foreign exchange rates. To date, we have not entered into any hedging arrangements with respect to foreign currency risk or other derivative financial instruments, although we may choose to do so in the future. We do not believe that a hypothetical 10% increase or decrease in the relative value of the U.S. dollar to other currencies during any of the periods presented would have had a material impact on our condensed consolidated financial statements.

Inflation Risk

We do not believe that inflation has had a material impact on our condensed consolidated financial statements. If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such higher costs through price increases. Our inability or failure to do so could have a material impact on our condensed consolidated financial statements.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation and supervision of our principal executive officer and principal financial officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q.

Based on that evaluation, our principal executive officer and principal financial officer have concluded that as of the end of the period covered by this report, our disclosure controls and procedures are designed to, and are effective to, provide reasonable assurance that the information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in SEC rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures.

Changes in Internal Control Over Financial Reporting

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of any changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our most recently completed fiscal quarter. Based on that evaluation, our principal executive officer and principal financial officer concluded that there has not been any material change in our internal control over financial reporting during the fiscal quarter ended August 3, 2024 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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Limitations on Effectiveness of Controls and Procedures and Internal Control Over Financial Reporting

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all errors and fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of an error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions or the degree of compliance with policies or procedures may deteriorate. Due to inherent limitations in a control system, misstatements due to error or fraud may occur and may not be detected.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings

We are involved in various legal proceedings arising from the normal course of business activities. We are not presently a party to any litigation the outcome of which, we believe, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, cash flows, or financial condition. The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors. For additional information on legal proceedings, refer to the section titled “Litigation” under Note 9, “Commitments and Contingencies,” to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors

Our business, operations, and financial condition are subject to various risks and uncertainties that could materially adversely affect our business, results of operations, financial condition, growth prospects, and the trading price of our Class A common stock. You should carefully consider the risks and uncertainties described under the section “Risk Factors” in Part 1, Item 1A of our Annual Report on Form 10-K filed with the SEC on March 26, 2024, together with all of the other information contained in this Quarterly Report on Form 10-Q, including the sections titled “Special Note Regarding Forward-Looking Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q. These factors, among others not currently known by us or that we currently do not believe are material, could cause our actual results to differ materially from historical results and those expressed in forward-looking statements made by us or on our behalf in filings with the SEC, press releases, communications with investors, and oral and other statements.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities

None.

Issuer Purchases of Equity Securities

None.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Arrangements

During the quarterly period ended August 3, 2024, no director or officer, as defined in Rule 16a-1(f), adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” each as defined in Regulation S-K, Item 408.

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Item 6. Exhibits

EXHIBIT INDEX

Incorporated by Reference

Exhibit Number

Description

Form

File Number

Exhibit

Filing Date

3.1

Amended and Restated Certificate of Incorporation of the registrant, as amended and currently in effect.

S-1

333-261204

3.2

11/19/2021

3.2

Amended and Restated Bylaws of the registrant, effective November 30, 2022.

10-Q

001-41140

3.2

12/6/2022

10.1*+

Samsara Inc. Executive Change in Control and Severance Plan.

31.1*

Section 302 Certification of Principal Executive Officer.

31.2*

Section 302 Certification of Principal Financial Officer.

32.1*#

Section 906 Certification of Principal Executive Officer.

32.2*#

Section 906 Certification of Principal Financial Officer.

101.INS

Inline XBRL Instance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH*

Inline XBRL Taxonomy Extension Schema Document

101.CAL*

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF*

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB*

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE*

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

Filed herewith.

Indicates management contract or compensatory plan.

The certifications attached as Exhibit 32.1 and 32.2 accompany this Quarterly Report on Form 10-Q pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the Registrant for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not to be incorporated by reference into any of the Registrant’s filings under the Securities Act of 1933, as amended, irrespective of any general incorporation language contained in any such filing.

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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, thereunto duly authorized.


	SAMSARA INC.

Date: September 10, 2024	By:	/s/ Sanjit Biswas
		Sanjit Biswas
		Chief Executive Officer
		(Principal Executive Officer)

Date: September 10, 2024	By:	/s/ Dominic Phillips
		Dominic Phillips
		Chief Financial Officer
		(Principal Financial Officer)

Exhibit 10.1

SAMSARA INC.

EXECUTIVE CHANGE IN CONTROL AND SEVERANCE PLAN

AND SUMMARY PLAN DESCRIPTION

(as amended and restated September 3, 2024)

1.Introduction. The purpose of this Samsara Inc. Executive Change in Control and Severance Plan (as set forth in this document, and as hereafter amended from time to time, the “Plan”) is to provide assurances of specified benefits to certain employees of the Company whose employment could be being involuntarily terminated other than for death, Disability, or Cause or voluntarily terminated for Good Reason under the circumstances described in the Plan. This Plan is an “employee welfare benefit plan,” as defined in Section 3(1) of ERISA. This document is both the written instrument under which the Plan is maintained and the required summary plan description for the Plan.

This Plan (as amended and restated) will be effective as of the date it is approved by the Company’s Compensation Committee (the “Effective Date”).

2.Important Terms. The following words and phrases, when the initial letter of the term is capitalized, will have the meanings set forth in this Section 2, unless a different meaning is plainly required by the context:

a.“Administrator” means the Company, acting through the Compensation Committee or another duly constituted committee of members of the Board, or any person to whom the Administrator has delegated any authority or responsibility with respect to the Plan pursuant to Section 11, but only to the extent of such delegation.

b.“Base Salary” means the Participant’s annual base salary as in effect immediately prior to the Participant’s Qualifying Termination (or if the termination is due to a resignation for Good Reason based on a material reduction in base salary, then the Participant’s annual base salary in effect immediately prior to the reduction) or, if the Participant’s Qualifying Termination is a CIC Qualifying Termination and the amount is greater, at the level in effect immediately prior to the Change in Control.

c.“Board” means the Board of Directors of the Company.

d.“Cause” has the meaning set forth in the Participant’s Participation Agreement or, if no definition is set forth, means the following: (i) Participant’s failure (other than due to Disability or death) to substantially perform Participant’s duties to the Company after there has been delivered to Participant a written demand for performance, the failure of which remains uncured after ten (10) business days from the date of such written demand; (ii) Participant’s conviction for, or plea of nolo contendere to, a felony or a crime involving fraud, embezzlement, or any other act of moral turpitude; (iii) Participant’s gross negligence or willful misconduct in the performance of any obligations and duties to the Company; (iv) an act of fraud against or willful misappropriation by Participant of property belonging to the Company; (v) an act of dishonesty or fraud by Participant in connection with Participant’s responsibilities as an employee, (vi) misconduct by Participant that has had or can reasonably be expected to have an adverse effect on the Company’s reputation or business; or (vii) Participant’s material breach of Participant’s employment offer letter or Employee Invention Assignment and Confidentiality Agreement, a material breach of the Company’s documented service provider policies, or any unauthorized misuse of the Company’s trade secrets or proprietary information.

e.“Change in Control” means the occurrence of any of the following events:

(i)Change in Ownership of the Company. A change in the ownership of the Company which occurs on the date that any one person, or more than one person acting as a group (“Person”), acquires ownership of the stock of the Company that, together with the stock held by such Person, constitutes more than 50% of the total voting power of the stock of the Company; provided, however, that for purposes of this subsection, (A) the acquisition of additional stock by any one Person, who is considered to own more than 50% of the total voting power of the stock of the Company will not be considered a Change in Control, and (B) any acquisition of additional stock by the Excluded Parties and/or his Permitted Entities (each as defined in the Company’s certificate of incorporation, as amended from time to time (the “COI”)) as a result of a Permitted Transfer (as defined in the COI) or from the Company in a transaction or issuance (including pursuant to equity awards) approved by the Board or a committee thereof, that results in such parties owning more than 50% of the total voting power of the stock of the Company will not be considered a Change in Control. Further, if the stockholders of the Company immediately before such change in ownership continue to retain immediately after the change in ownership, in substantially the same proportions as their ownership of shares of the Company’s voting stock immediately prior to the change in ownership, direct or indirect beneficial ownership of 50% or more of the total voting power of the stock of the Company or of the ultimate parent entity of the Company, such event will not be considered a Change in Control under this subsection (i). For this purpose, indirect beneficial ownership will include, without limitation, an interest resulting from ownership of the voting securities of one or more corporations or other business entities which own the Company, as the case may be, either directly or through one or more subsidiary corporations or other business entities. For the avoidance of doubt, increases in the percentage of total voting power owned by the Excluded Parties and/or his Permitted Entities resulting solely from a decrease in the number of shares of stock of the Company outstanding shall not constitute an acquisition that creates a Change in Control under this subsection (i); or

(ii)Change in Effective Control of the Company. A change in the effective control of the Company which occurs on the date that a majority of members of the Board is replaced during any 12-month period by Directors whose appointment or election is not endorsed by a majority of the members of the Board prior to the date of the appointment or election. For purposes of this subsection (ii), if any Person is considered to be in effective control of the Company, the acquisition of additional control of the Company by the same Person will not be considered a Change in Control; or

(iii)Change in Ownership of a Substantial Portion of the Company’s Assets. A change in the ownership of a substantial portion of the Company’s assets which occurs on the date that any Person acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such Person) assets from the Company that have a total gross fair market value equal to or more than 50% of the total gross fair market value of all of the assets of the Company immediately prior to such acquisition or acquisitions; provided, however, that for purposes of this subsection (iii), the following will not constitute a change in the ownership of a substantial portion of the Company’s assets: (A) a transfer to an entity that is controlled by the Company’s stockholders immediately after the transfer, or (B) a transfer of assets by the Company to: (1) a stockholder of the Company (immediately before the asset transfer) in exchange for or with respect to the Company’s stock, (2) an entity, 50% or more of the total value or voting power of which is owned, directly or indirectly, by the Company, (3) a Person that owns, directly or indirectly, 50% or more of the total value or voting power of all the outstanding stock of the Company, or (4) an entity, at least 50% of the total value or voting power of which is owned, directly or indirectly, by a Person described in this subsection (iii)(B)(3). For purposes of this subsection (iii), gross fair market value means the value of the assets of the Company, or the value of the assets being disposed of, determined without regard to any liabilities associated with such assets.

For purposes of this definition, persons will be considered to be acting as a group if they are owners of a corporation that enters into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the Company.

Notwithstanding the foregoing, a transaction will not be deemed a Change in Control with respect to any deferred compensation (within the meaning of Section 409A) unless the transaction qualifies as a “change in control event” within the meaning of Section 409A.

Further and for the avoidance of doubt, a transaction will not constitute a Change in Control if: (x) its primary purpose is to change the jurisdiction of the Company’s incorporation, or (y) its primary purpose is to create a holding company that will be owned in substantially the same proportions by the persons who held the Company’s securities immediately before such transaction.

f.“Change in Control Period” means the time period beginning on the date that is 3 months prior to a Change in Control and ending on the date that is 18 months following a Change in Control.

-2-

g.“CIC Qualifying Termination” means a termination of a Participant’s employment with the Company (or any parent or subsidiary of the Company) within the Change in Control Period by (i) the Participant for Good Reason, or (ii) the Company (or any parent or subsidiary of the Company) for a reason other than Cause, the Participant’s death or Disability.

h.“Code” means the Internal Revenue Code of 1986, as amended.

i.“Company” means Samsara Inc., a Delaware corporation, and any successor that assumes the obligations of the Company under the Plan, by way of merger, acquisition, consolidation or other transaction.

j.“Compensation Committee” means the Compensation Committee of the Board.

k.“Director” means a member of the Board.

l.“Disability” means “Disability” as defined in the Company’s long-term disability plan or policy then in effect with respect to that Participant, as such plan or policy may be in effect from time to time, and, if there is no such plan or policy, a total and permanent disability as defined in Code Section 22(e)(3).

m.“Equity Awards” means a Participant’s outstanding stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance stock units and any other Company equity compensation awards.

n.“ERISA” means the Employee Retirement Income Security Act of 1974, as amended.

o.“Good Reason” has the meaning set forth in the Participant’s Participation Agreement or, if no definition is set forth, means the following: Participant’s resignation within 30 days following the expiration of any Cure Period (as defined below) following the occurrence of one or more of the following, without Participant’s consent: (i) the assignment to Participant of any duties, or the reduction of Participant’s duties, either of which results in a material diminution of Participant’s authority, duties, or responsibilities with the Company in effect immediately prior to such assignment, or the removal of Participant from such position and responsibilities; provided, however, that a reduction in duties, position or responsibilities solely by virtue of the Company being acquired and made part of a larger entity, whether as a subsidiary, business unit or otherwise (as, for example, when the Chief Executive Officer of the Company remains the Chief Executive Officer of the Company following a change in control where the Company becomes a wholly owned subsidiary of the acquiror, but is not made the Chief Executive Officer of the acquiring corporation) will not constitute “Good Reason”; (ii) a material reduction of Participant’s Base Salary (in other words, a reduction of more than 10% of Participant’s then current annual salary) (other than (x) in connection with a general decrease in the Base Salary of all similarly situated employees of the Company or (y) following a Change in Control, to the extent necessary to make Participant’s salary commensurate with the salary of those other employees of the Company or its successor entity or parent entity who are similarly situated with Participant following such Change in Control); (iii) the relocation of Participant to a facility or a location that is more than 50 miles from Participant’s current location; or (iv) failure by a successor to assume this Plan. Participant will not resign for Good Reason without first providing the Company with written notice of the acts or omissions constituting the grounds for “Good Reason” within 90 days of the initial existence of the grounds for “Good Reason” and a reasonable cure period of not less than 30 days following the date of such notice (such period, the “Cure Period”).

p.“Non-CIC Qualifying Termination” means a termination of a Participant’s employment with the Company (or any parent or subsidiary of the Company) other than within the Change in Control Period by the Company (or any parent or subsidiary of the Company) for a reason other than Cause, the Participant’s death or Disability.

q.“Participant” means an employee of the Company or of any subsidiary of the Company who (a) has been designated by the Administrator to participate in the Plan either by position or by name and (b) has timely and properly executed and delivered a Participation Agreement to the Company.

r.“Participation Agreement” means the individual agreement (as will be provided in separate cover as Appendix A) provided by the Administrator to a Participant under the Plan, which has been signed and accepted by the Participant.

s.“Qualifying Termination” means a CIC Qualifying Termination or a Non-CIC Qualifying Termination, as applicable, occurring during the Term.

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t.“Section 409A Limit” means 200% of the lesser of: (i) the Participant’s annualized compensation based upon the annual rate of pay paid to the Participant during the Participant’s taxable year preceding the Participant’s taxable year of the Participant’s termination of employment as determined under, and with such adjustments as are set forth in, Treasury Regulation 1.409A-1(b)(9)(iii)(A)(1) and any Internal Revenue Service guidance issued with respect thereto; or (ii) the maximum amount that may be taken into account under a qualified plan pursuant to Section 401(a)(17) of the Code for the year in which the Participant’s employment is terminated.

u.“Severance Benefits” means the compensation and other benefits that the Participant will be provided in the circumstances described in Section 4.

3.Eligibility for Severance Benefits. A Participant is eligible for Severance Benefits, as described in Section 4, only if he or she experiences a Qualifying Termination.

4.Qualifying Termination. Upon a Qualifying Termination, then, subject to the Participant’s compliance with Section 6, the Participant will be eligible to receive the following Severance Benefits as described in Participant’s Participation Agreement, subject to the terms and conditions of the Plan and the Participant’s Participation Agreement:

(a)Cash Severance Benefits. Cash severance equal to the amount set forth in the Participant’s Participation Agreement and payable in cash at the time(s) specified the Participant’s Participation Agreement.

(b)Continued Medical Benefits. If the Participant, and any spouse and/or dependents of the Participant (“Family Members”) has or have coverage on the date of the Participant’s Qualifying Termination under a group health plan sponsored by the Company, the Company will reimburse the Participant the total applicable premium cost for continued group health plan coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), during the period of time following the Participant’s employment termination, as set forth in the Participant’s Participation Agreement, provided that the Participant validly elects and is eligible to continue coverage under COBRA for the Participant and his or her Family Members. However, if the Company determines in its sole discretion that it cannot provide the COBRA reimbursement benefits without potentially violating applicable laws (including, without limitation, Section 2716 of the Public Health Service Act and the ERISA), the Company will in lieu thereof provide to the Participant a lump sum payment equal to the monthly COBRA premium (on an after-tax basis) that the Participant would be required to pay to continue the group health coverage in effect on the date of the Participant’s termination of employment (which amount will be based on the premium for the first month of COBRA coverage), multiplied by the number of months in the period of time set forth in the Participant’s Participation Agreement following the termination, which payments will be made regardless of whether the Participant elects COBRA continuation coverage. Furthermore, for any Participant who, due to non-U.S. local law considerations, is covered by a health plan that is not subject to COBRA, the Company may (in its discretion) instead provide cash or continued coverage in a manner intended to replicate the benefits of this Section 4(b) and to comply with applicable local law considerations.

(c)Equity Award Vesting Acceleration Benefit. Only to the extent specifically provided in the Participant’s Participation Agreement, a portion of Participant’s Equity Awards will vest and, to the extent applicable, become immediately exercisable.

5.Limitation on Payments. In the event that the severance and other benefits provided for in this Plan or otherwise payable to a Participant (i) constitute “parachute payments” within the meaning of Section 280G of the Code (“280G Payments”), and (ii) but for this Section 5, would be subject to the excise tax imposed by Section 4999 of the Code (the “Excise Tax”), then the 280G Payments will be either:

(x)delivered in full, or

(y)delivered as to such lesser extent which would result in no portion of such benefits being subject to the Excise Tax, whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the excise tax imposed by Section 4999, results in the receipt by Participant on an after-tax basis, of the greatest amount of benefits, notwithstanding that all or some portion of such benefits may be taxable under Section 4999 of the Code. If a reduction in the 280G Payments is necessary so that no portion of such benefits are subject to the Excise Tax, reduction will occur in the following order: (i) cancellation of equity awards granted “contingent on a change in ownership or control” (within the meaning of Code Section 280G); (ii) a pro rata reduction of (A) cash payments that are subject to Section 409A as deferred compensation and (B) cash payments not subject to Section 409A; (iii) a pro rata reduction of (A) employee benefits that are subject to Section 409A as deferred compensation and (B) employee benefits not subject to Section 409A; and (iv) a pro rata cancellation of (A) accelerated vesting of equity awards that are subject to Section 409A as deferred compensation and (B) equity awards not subject to Section 409A. In the event that acceleration of vesting of equity awards is to be cancelled, such acceleration of vesting will be cancelled in the reverse order of the date of grant of a Participant’s equity awards.

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A nationally recognized professional services firm selected by the Company, the Company’s legal counsel or such other person or entity to which the parties mutually agree (the “Firm”) will make any determination required under this Section 5. Such determinations will be made in writing by the Firm and any good faith determinations of the Firm will be conclusive and binding upon Participant and the Company. For purposes of making the calculations required by this Section 5, the Firm may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of Sections 280G and 4999 of the Code. Participant and the Company will furnish to the Firm such information and documents as the Firm may reasonably request in order to make a determination under this Section 5. The Company will bear all costs the Firm may incur in connection with any calculations contemplated by this Section 5.

6.Conditions to Receipt of Severance.

(a)Release Agreement. As a condition to receiving the Severance Benefits, each Participant will be required to sign and not revoke a separation and release of claims agreement in a form reasonably satisfactory to the Company (the “Release”). In all cases, the Release must become effective and irrevocable no later than the 60th day following the Participant’s Qualifying Termination (the “Release Deadline Date”). If the Release does not become effective and irrevocable by the Release Deadline Date, the Participant will forfeit any right to the Severance Benefits. In no event will the Severance Benefits be paid or provided until the Release becomes effective and irrevocable.

(b)Confidential Information. A Participant’s receipt of Severance Benefits will be subject to the Participant continuing to comply with the terms of any confidentiality, proprietary information and inventions agreement between the Participant and the Company (a “Confidential Information Agreement”).

(c)Non-Disparagement. As a condition to receiving Severance Benefits under this Plan, the Participant agrees that following the Participant’s termination, the Participant will not knowingly and materially disparage, libel, slander, or otherwise make any materially derogatory statements regarding the Company or any of its officers or directors. Notwithstanding the foregoing, nothing contained in the Plan will be deemed to restrict the Participant from providing information to any governmental or regulatory agency or body (or in any way limit the content of any such information) to the extent the Participant is required to provide such information pursuant a subpoena or as otherwise required by applicable law or regulation, or in accordance with any governmental investigation or audit relating to the Company.

(d)Other Requirements. Severance Benefits under this Plan shall terminate immediately for a Participant if such Participant, at any time, violates any Confidential Information Agreement and/or the provisions of the Plan (including this Section 6).

7.Timing of Severance Benefits. Unless otherwise provided in a Participant’s Participation Agreement, provided that the Release becomes effective and irrevocable by the Release Deadline Date and subject to Section 9, the Severance Benefits will be paid, or in the case of installments, will commence, on the first Company payroll date following the Release Deadline Date (such payment date, the “Severance Start Date”), and any Severance Benefits otherwise payable to the Participant during the period immediately following the Participant’s termination of employment with the Company through the Severance Start Date will be paid in a lump sum to the Participant on the Severance Start Date, with any remaining payments to be made as provided in this Plan and the Participant’s Participation Agreement.

8.Exclusive Benefit. Except as otherwise specifically provided in Appendix A, the Severance Benefits shall be the exclusive benefit for a Participant related to termination of employment with the Company (or any parent or subsidiary).

9.Section 409A.

(a)Notwithstanding anything to the contrary in this Plan, no Severance Benefits to be paid or provided to a Participant, if any, under this Plan that, when considered together with any other severance payments or separation benefits, are considered deferred compensation under Section 409A of the Code, and the final regulations and any guidance promulgated thereunder (“Section 409A”) (together, the “Deferred Payments”) will be paid or provided until the Participant has a “separation from service” within the meaning of Section 409A. Similarly, no Severance Benefits payable to a Participant, if any, under this Plan that otherwise would be exempt from Section 409A pursuant to Treasury Regulation Section 1.409A-1(b)(9) will be payable until the Participant has a “separation from service” within the meaning of Section 409A.

(b)It is intended that none of the Severance Benefits will constitute Deferred Payments but rather will be exempt from Section 409A as a payment that would fall within the “short-term deferral period” as described in Section 9(d) below or resulting from an involuntary separation from service as described in Section 9(e) below. In no event will a Participant have discretion to determine the taxable year of payment of any Deferred Payment.

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(c)Notwithstanding anything to the contrary in this Plan, if a Participant is a “specified employee” within the meaning of Section 409A at the time of the Participant’s separation from service (other than due to death), then the Deferred Payments, if any, that are payable within the first 6 months following the Participant’s separation from service, will become payable on the date 6 months and 1 day following the date of the Participant’s separation from service. All subsequent Deferred Payments, if any, will be payable in accordance with the payment schedule applicable to each payment or benefit. Notwithstanding anything herein to the contrary, in the event of the Participant’s death following the Participant’s separation from service, but before the 6 month anniversary of the separation from service, then any payments delayed in accordance with this paragraph will be payable in a lump sum as soon as administratively practicable after the date of the Participant’s death and all other Deferred Payments will be payable in accordance with the payment schedule applicable to each payment or benefit. Each payment and benefit payable under this Plan is intended to constitute a separate payment under Section 1.409A-2(b)(2) of the Treasury Regulations.

(d)Any amount paid under this Plan that satisfies the requirements of the “short-term deferral” rule set forth in Section 1.409A-1(b)(4) of the Treasury Regulations will not constitute Deferred Payments for purposes of this Section 9.

(e)Any amount paid under this Plan that qualifies as a payment made as a result of an involuntary separation from service pursuant to Section 1.409A-1(b)(9)(iii) of the Treasury Regulations that does not exceed the Section 409A Limit will not constitute Deferred Payments for purposes of this Section 9.

(f)The foregoing provisions are intended to comply with or be exempt from the requirements of Section 409A so that none of the Severance Benefits will be subject to the additional tax imposed under Section 409A, and any ambiguities herein will be interpreted to so comply or be exempt. Notwithstanding anything to the contrary in the Plan, including but not limited to Sections 11 and 14, the Company reserves the right to amend the Plan as it deems necessary or advisable, in its sole discretion and without the consent of the Participants, to comply with Section 409A or to avoid income recognition under Section 409A prior to the actual payment of Severance Benefits or imposition of any additional tax. In no event will the Company reimburse a Participant for any taxes or other costs that may be imposed on the Participant as result of Section 409A.

10.Withholdings. The Company will withhold from any Severance Benefits all applicable U.S. federal, state, local and non-U.S. taxes required to be withheld and any other required payroll deductions.

11.Administration. The Company is the administrator of the Plan (within the meaning of section 3(16)(A) of ERISA). The Plan will be administered and interpreted by the Administrator (in his or her sole discretion). The Administrator is the “named fiduciary” of the Plan for purposes of ERISA and will be subject to the fiduciary standards of ERISA when acting in such capacity. Any decision made or other action taken by the Administrator with respect to the Plan, and any interpretation by the Administrator of any term or condition of the Plan, or any related document, will be conclusive and binding on all persons and be given the maximum possible deference allowed by law. In accordance with Section 2(a), the Administrator (a) may, in its sole discretion and on such terms and conditions as it may provide, delegate in writing to one or more officers of the Company all or any portion of its authority or responsibility with respect to the Plan, and (b) has the authority to act for the Company (in a non-fiduciary capacity) as to any matter pertaining to the Plan; provided, however, that any Plan amendment or termination or any other action that reasonably could be expected to increase materially the cost of the Plan must be approved by the Board.

12.Eligibility to Participate. To the extent that the Administrator has delegated administrative authority or responsibility to one or more officers of the Company in accordance with Sections 2(a) and 11, each such officer will not be excluded from participating in the Plan if otherwise eligible, but he or she is not entitled to act upon or make determinations regarding any matters pertaining specifically to his or her own benefit or eligibility under the Plan. The Administrator will act upon and make determinations regarding any matters pertaining specifically to the benefit or eligibility of each such officer under the Plan.

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13.Term. Subject to the terms of this paragraph, this Plan will have a term of 3 years commencing on the Effective Date (the “Term”) unless the Administrator decides to sooner terminate this Plan in accordance with Section 14 below or the affected Participant consents to an earlier termination. Any termination of this Plan by the Administrator must be in writing and will be taken in a non-fiduciary capacity. Neither the lapse of this Plan by its terms nor the termination of this Plan by the Company will by itself constitute termination of employment or grounds for “Good Reason” in accordance with the definition herein. Further, if a Change in Control occurs when there are fewer than 3 months remaining during the Term, the Term will extend automatically through the date that is 18 months following the date of the Change in Control (unless the affected Participant consents to an earlier termination). Notwithstanding the foregoing, if during the Term, an initial occurrence of an act or omission by the Company constituting grounds for “Good Reason” in accordance with the definition herein has occurred (the “Initial Grounds”), and the expiration date of the Cure Period (as such defined herein) with respect to such Initial Grounds could occur following the expiration of the Term, the Term will extend automatically through the date that is 30 days following the expiration of the Cure Period, but such extension of the Term will only apply with respect to the Initial Grounds.

14.Amendment or Termination. The Company, by action of the Administrator, reserves the right to amend or terminate the Plan at any time, without advance notice to any Participant and without regard to the effect of the amendment or termination on any Participant or on any other individual; provided, however, that any amendment or termination of the Plan that is materially detrimental to a Participant prior to such amendment or termination of the Plan will not be effective with respect to such Participant without such Participant’s prior written consent. Any amendment or termination of the Plan will be in writing. Notwithstanding the foregoing, any amendment to the Plan that (a) causes an individual to cease to be a Participant, or (b) reduces or alters to the detriment of the Participant the Severance Benefits potentially payable to that Participant (including, without limitation, imposing additional conditions or modifying the timing of payment), will not be effective without that Participant’s written consent. Any action of the Company in amending or terminating the Plan will be taken in a non-fiduciary capacity.

15.Claims and Appeals.

(a)Claims Procedure. Any employee or other person who believes he or she is entitled to any Severance Benefits may submit a claim in writing to the Administrator within 90 days of the earlier of (i) the date the claimant learned the amount of his or her Severance Benefits or (ii) the date the claimant learned that he or she will not be entitled to any Severance Benefits. If the claim is denied (in full or in part), the claimant will be provided a written notice explaining the specific reasons for the denial and referring to the provisions of the Plan on which the denial is based. The notice also will describe any additional information needed to support the claim and the Plan’s procedures for appealing the denial. The denial notice will be provided within 90 days after the claim is received. If special circumstances require an extension of time (up to 90 days), written notice of the extension will be given within the initial 90-day period. This notice of extension will indicate the special circumstances requiring the extension of time and the date by which the Administrator expects to render its decision on the claim.

(b)Appeal Procedure. If the claimant’s claim is denied, the claimant (or his or her authorized representative) may apply in writing to the Administrator for a review of the decision denying the claim. Review must be requested within 60 days following the date the claimant received the written notice of their claim denial or else the claimant loses the right to review. The claimant (or representative) then has the right to review and obtain copies of all documents and other information relevant to the claim, upon request and at no charge, and to submit issues and comments in writing. The Administrator will provide written notice of its decision on review within 60 days after it receives a review request. If additional time (up to 60 days) is needed to review the request, the claimant (or representative) will be given written notice of the reason for the delay. This notice of extension will indicate the special circumstances requiring the extension of time and the date by which the Administrator expects to render its decision. If the claim is denied (in full or in part), the claimant will be provided a written notice explaining the specific reasons for the denial and referring to the provisions of the Plan on which the denial is based. The notice also will include a statement that the claimant will be provided, upon request and free of charge, reasonable access to, and copies of, all documents and other information relevant to the claim and a statement regarding the claimant’s right to bring an action under Section 502(a) of ERISA.

(16)Attorneys’ Fees. The parties shall each bear their own expenses, legal fees and other fees incurred in connection with this Plan.

(17)Source of Payments. All payments under the Plan will be paid from the general funds of the Company; no separate fund will be established under the Plan, and the Plan will have no assets. No right of any person to receive any payment under the Plan will be any greater than the right of any other general unsecured creditor of the Company.

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(18)Inalienability. In no event may any current or former employee of the Company or any of its subsidiaries or affiliates sell, transfer, anticipate, assign or otherwise dispose of any right or interest under the Plan. At no time will any such right or interest be subject to the claims of creditors nor liable to attachment, execution or other legal process.

(19)No Enlargement of Employment Rights. Neither the establishment or maintenance or amendment of the Plan, nor the making of any benefit payment hereunder, will be construed to confer upon any individual any right to continue to be an employee of the Company. The Company expressly reserves the right to discharge any of its employees at any time, with or without cause. However, as described in the Plan, a Participant may be entitled to Severance Benefits depending upon the circumstances of his or her termination of employment.

(20)Successors. Any successor to the Company of all or substantially all of the Company’s business and/or assets (whether direct or indirect and whether by purchase, merger, consolidation, liquidation or other transaction) will assume the obligations under the Plan and agree expressly to perform the obligations under the Plan in the same manner and to the same extent as the Company would be required to perform such obligations in the absence of a succession. For all purposes under the Plan, the term “Company” will include any successor to the Company’s business and/or assets which become bound by the terms of the Plan by operation of law, or otherwise.

(21)Applicable Law. The provisions of the Plan will be construed, administered and enforced in accordance with ERISA and, to the extent applicable, the internal substantive laws of the state of California (but not its conflict of laws provisions).

(22)Severability. If any provision of the Plan is held invalid or unenforceable, its invalidity or unenforceability will not affect any other provision of the Plan, and the Plan will be construed and enforced as if such provision had not been included.

(23)Headings. Headings in this Plan document are for purposes of reference only and will not limit or otherwise affect the meaning hereof.

(24)Indemnification. The Company hereby agrees to indemnify and hold harmless the officers and employees of the Company, and the members of its Board, from all losses, claims, costs or other liabilities arising from their acts or omissions in connection with the administration, amendment or termination of the Plan, to the maximum extent permitted by applicable law. This indemnity will cover all such liabilities, including judgments, settlements and costs of defense. The Company will provide this indemnity from its own funds to the extent that insurance does not cover such liabilities. This indemnity is in addition to and not in lieu of any other indemnity provided to such person by the Company.

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(25)Additional Information.


Plan Name:			Samsara Inc. Executive Change in Control and Severance Plan
Plan Sponsor:			Samsara Inc.
			1 De Haro Street, San Francisco, CA 94107
			(415) 985-2400
Identification Numbers:			EIN: 47-3100039
			PLAN: [ ]
Plan Year:			Company’s fiscal year
Plan Administrator:			Samsara Inc.
			Attention: Administrator of the Samsara Inc. Executive Change in Control and Severance Plan
			1 De Haro Street, San Francisco, CA 94107
			(415) 985-2400
Agent for Service of Legal Process:			Samsara Inc.
			Attention: General Counsel
			1 De Haro Street, San Francisco, CA 94107
			(415) 985-2400

			Service of process also may be made upon the Administrator.
Type of Plan			Severance Plan/Employee Welfare Benefit Plan
Plan Costs			The cost of the Plan is paid by the Company.

26.Statement of ERISA Rights.

As a Participant under the Plan, you have certain rights and protections under ERISA:

You may examine (without charge) all Plan documents, including any amendments and copies of all documents filed with the U.S. Department of Labor. These documents are available for your review in the Company’s human resources department.

You may obtain copies of all Plan documents and other Plan information upon written request to the Administrator. A reasonable charge may be made for such copies.

In addition to creating rights for Participants, ERISA imposes duties upon the people who are responsible for the operation of the Plan. The people who operate the Plan (called “fiduciaries”) have a duty to do so prudently and in the interests of you and the other Participants. No one, including the Company or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a benefit under the Plan or exercising your rights under ERISA. If your claim for a severance benefit is denied, in whole or in part, you must receive a written explanation of the reason for the denial. You have the right to have the denial of your claim reviewed. (The claim review procedure is explained in Section 15 above.)

Under ERISA, there are steps you can take to enforce the above rights. For example, if you request materials and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the Administrator to provide the materials and to pay you up to $110 a day until you receive the materials, unless the materials were not sent due to reasons beyond the control of the Administrator. If you have a claim which is denied or ignored, in whole or in part, you may file suit in a federal court. If it should happen that you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or you may file suit in a federal court.

In any case, the court will decide who will pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds that your claim is frivolous.

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If you have any questions regarding the Plan, please contact the Administrator. If you have any questions about this statement or about your rights under ERISA, you may contact the nearest area office of the Employee Benefits Security Administration (formerly the Pension and Welfare Benefits Administration), U.S. Department of Labor, listed in your telephone directory, or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue, N.W. Washington, D.C. 20210. You also may obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration.

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For plan participants after

the amendment and restatement date

Appendix A

Samsara Inc. Executive Change in Control and Severance Plan Amended and Restated Participation Agreement

Samsara Inc. (the “Company”) is pleased to inform you, the undersigned, that you have been selected to participate in the Company’s Executive Change in Control and Severance Plan (the “Plan”) as a Participant.

A copy of the Plan was delivered to you with this Participation Agreement. Your participation in the Plan is subject to all of the terms and conditions of the Plan. The capitalized terms used but not defined herein will have the meanings ascribed to them in the Plan.

The Plan describes in detail certain circumstances under which you may become eligible for Severance Benefits. As described more fully in the Plan, you may become eligible for certain Severance Benefits if you experience a Qualifying Termination.

1.Non-CIC Qualifying Termination. Upon your Non-CIC Qualifying Termination, subject to the terms and conditions of the Plan, you will receive:

(a)Cash Severance Benefits. A lump-sum payment equal to (i) [CEO: 100%] [EVP: 50%] [SVP / VP: 25%] of your Base Salary (less applicable withholding taxes), plus (ii) [CEO: 100%] [EVP: 50%] [SVP / VP: 25%] of your target annual bonus as in effect for the fiscal year in which your Non-CIC Qualifying Termination occurs (the “Target Bonus”) (less applicable withholding taxes), which will be paid on the Severance Start Date.

(b)Continued Medical Benefits. Reimbursement of continued health coverage under COBRA or a taxable lump sum payment in lieu of reimbursement, as applicable, and as described in Section 4(b) of the Plan will be provided for a period of [CEO: 12] [EVP: 6] [SVP / VP: 3] months following the date of your Qualifying Termination.

(c)Equity Vesting Acceleration. Satisfaction of the time and service-based vesting requirements under each of your then-outstanding and unvested Equity Awards (but without waiver of any cliff service vesting date) with respect to [CEO / EVP: (x) any vesting date applicable to an Equity Award occurring after the date of your Qualifying Termination and in the same fiscal quarter in which your Qualifying Termination occurred (such fiscal quarter, the “Termination Fiscal Quarter”), (y) any vesting date applicable to an Equity Award occurring in the first fiscal quarter following the Termination Fiscal Quarter, and (z) only to the extent that subclause (x) is not applicable to an Equity Award because your Qualifying Termination occurred after the vesting date applicable to an Equity Award occurring in the Termination Fiscal Quarter, any vesting date applicable to an Equity Award occurring in the second fiscal quarter following the Termination Fiscal Quarter.] / [SVP / VP: (x) any vesting date applicable to an Equity Award occurring after the date of your Qualifying Termination and in the same fiscal quarter in which your Qualifying Termination occurred (such fiscal quarter, the “Termination Fiscal Quarter”) and (y) only to the extent that subclause (x) is not applicable to an Equity Award because your Qualifying Termination occurred after the vesting date applicable to an Equity Award occurring in the Termination Fiscal Quarter, any vesting date applicable to an Equity Award occurring in the first fiscal quarter following the Termination Fiscal Quarter.]

2.CIC Qualifying Termination. Upon your CIC Qualifying Termination, subject to the terms and conditions of the Plan, you will receive:

(a)Cash Severance Benefits. A lump-sum payment equal to (i) [CEO: 150%][EVP: 100%] of your Base Salary (less applicable withholding taxes), plus (ii) [CEO: 150%] [EVP: 100%] of your Target Bonus (less applicable withholding taxes), which will be paid on the later of (A) the Severance Start Date or (B) on or as soon as administratively practicable following the closing date of the applicable Change in Control.

(b)Continued Medical Benefits. Reimbursement of continued health coverage under COBRA or a taxable lump sum payment in lieu of reimbursement, as applicable, and as described in Section 4(b) of the Plan, will be provided for a period of [CEO: 12][EVP: 6] months following the date of your Qualifying Termination.

(c)Equity Award Vesting Acceleration. 100% of your then-outstanding and unvested Equity Awards will become vested in full and, to the extent applicable, become immediately exercisable (it being understood that forfeiture of any equity awards due to termination of employment will be tolled to the extent necessary to implement this section (c)). If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria (other than the Liquidity Event Trigger (as defined in Section 4 below)), then, unless otherwise determined by the applicable agreement governing the Equity Award, the Equity Award will vest as to 100% of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

3.Non-Duplication of Payment or Benefits. If (a) your Qualifying Termination occurs prior to a Change in Control that qualifies you for Severance Benefits under Section 1 of this Participation Agreement and (b) a Change in Control occurs within the 3-month period following your Qualifying Termination that qualifies you for the superior Severance Benefits under Section 2 of this Participation Agreement, then (i) you will cease receiving any further payments or benefits under Section 1 of this Participation Agreement and (ii) the Cash Severance Benefits, Continued Medical Benefits, and Equity Award Vesting Acceleration, as applicable, otherwise payable under Section 2 of this Participation Agreement each will be offset by the corresponding payments or benefits you already received under Section 1 of this Participation Agreement in connection your Qualifying Termination (if any).

4.Exclusive Benefit. In accordance with Section 8 of the Plan, the benefits, if any, provided under this Plan will be the exclusive benefits for a Participant related to his or her termination of employment with the Company and/or a change in control of the Company and will supersede and replace any severance and/or change in control benefits set forth in any offer letter, employment or severance agreement and/or other agreement between the Participant and the Company, including any equity award agreement. For the avoidance of doubt, if a Participant was otherwise eligible to participate in any other Company severance and/or change in control plan (whether or not subject to ERISA), then participation in this Plan will supersede and replace eligibility in such other plan, except as otherwise provided in this paragraph. Notwithstanding the foregoing, any provision in a Participant’s existing offer letter, employment agreement, and/or equity award agreement with the Company that provides for vesting of Participant’s restricted stock units upon (i) the effective date of the initial public offering of the Company’s securities or (ii) the date of an Acquisition (as defined in the letter and/or agreement) (in either case, a “Liquidity Event Trigger”) or such other similar terms as set forth therein will not be superseded by the Plan or the Participation Agreement, and will continue in full force and effect pursuant to its existing terms.

In order to receive any Severance Benefits for which you otherwise become eligible under the Plan, you must sign and deliver to the Company the Release, which must have become effective and irrevocable within the requisite period, and otherwise comply with the requirements under Section 6 of the Plan.

By your signature below, you and the Company agree that your participation in the Plan is governed by this Participation Agreement and the provisions of the Plan. Your signature below confirms that: (1) you have received a copy of the Executive Change in Control and Severance Plan and Summary Plan Description; (2) you have carefully read this Participation Agreement and the Executive Change in Control and Severance Plan and Summary Plan Description and you acknowledge and agree to its terms in accordance with the terms of the Plan and this Participation Agreement; and (3) decisions and determinations by the Administrator under the Plan will be final and binding on you and your successors.

[Signature page follows]


SAMSARA INC.						PARTICIPANT

Signature						Signature

Name						Name

Title						Date

Attachment: Samsara Inc. Executive Change in Control and Severance Plan and Summary Plan Description

[Signature page to the Participation Agreement]

-2-

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Sanjit Biswas, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Samsara Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: September 10, 2024	By:	/s/ Sanjit Biswas
		Sanjit Biswas
		Chief Executive Officer
		(Principal Executive Officer)

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Dominic Phillips, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Samsara Inc.;

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: September 10, 2024	By:	/s/ Dominic Phillips
		Dominic Phillips
		Chief Financial Officer
		(Principal Financial Officer)

Exhibit 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Sanjit Biswas, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-Q of Samsara Inc. for the period ended August 3, 2024 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Samsara Inc.


Date: September 10, 2024	By:	/s/ Sanjit Biswas
		Sanjit Biswas
		Chief Executive Officer
		(Principal Executive Officer)

Exhibit 32.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Dominic Phillips, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-Q of Samsara Inc. for the period ended August 3, 2024 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Quarterly Report on Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Samsara Inc.


Date: September 10, 2024	By:	/s/ Dominic Phillips
		Dominic Phillips
		Chief Financial Officer
		(Principal Financial Officer)

Cover - shares	6 Months Ended
Cover - shares	Aug. 03, 2024	Sep. 03, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Aug. 03, 2024
Document Transition Report	false
Entity File Number	001-41140
Entity Registrant Name	SAMSARA INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-3100039
Entity Address, Address Line One	1 De Haro Street
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94107
City Area Code	415
Local Phone Number	985-2400
Title of 12(b) Security	Class A Common Stock, $0.0001 par value per share
Trading Symbol	IOT
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001642896
Amendment Flag	false
Current Fiscal Year End Date	--02-01
Document Fiscal Year Focus	2025
Document Fiscal Period Focus	Q2
Common Class A
Cover [Abstract]
Entity Common Stock, Shares Outstanding		224,050,531
Common Class B
Cover [Abstract]
Entity Common Stock, Shares Outstanding		332,310,673
Common Class C
Cover [Abstract]
Entity Common Stock, Shares Outstanding		0

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024
Current assets:
Cash and cash equivalents	$ 159,272	$ 135,536
Short-term investments	513,361	412,126
Accounts receivable, net	178,794	161,829
Inventories	38,623	22,238
Connected device costs, current	111,323	104,008
Prepaid expenses and other current assets	38,264	51,221
Total current assets	1,039,637	886,958
Restricted cash	19,431	19,202
Long-term investments	207,705	276,166
Property and equipment, net	57,556	54,969
Operating lease right-of-use assets	72,617	81,974
Connected device costs, non-current	234,354	230,782
Deferred commissions	188,444	177,562
Other assets, non-current	6,398	7,232
Total assets	1,826,142	1,734,845
Current liabilities:
Accounts payable	47,345	46,281
Accrued expenses and other current liabilities	59,636	61,437
Accrued compensation and benefits	34,875	37,068
Deferred revenue, current	485,909	426,369
Operating lease liabilities, current	19,398	20,661
Total current liabilities	647,163	591,816
Deferred revenue, non-current	136,813	139,117
Operating lease liabilities, non-current	68,300	78,830
Other liabilities, non-current	9,183	9,935
Total liabilities	861,459	819,698
Commitments and contingencies (Note 9)
Stockholders’ equity:
Preferred stock, $0.0001 par value—400,000,000 shares authorized as of August 3, 2024 and February 3, 2024; zero shares issued and outstanding as of August 3, 2024 and February 3, 2024	0	0
Additional paid-in capital	2,524,042	2,368,597
Accumulated other comprehensive income	1,605	1,616
Accumulated deficit	(1,560,997)	(1,455,098)
Total stockholders’ equity	964,683	915,147
Total liabilities and stockholders’ equity	1,826,142	1,734,845
Common Class A
Stockholders’ equity:
Common stock	10	9
Common Class B
Stockholders’ equity:
Common stock	23	23
Common Class C
Stockholders’ equity:
Common stock	$ 0	$ 0

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Aug. 03, 2024	Feb. 03, 2024
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (in shares)	400,000,000	400,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common Class A
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	4,000,000,000	4,000,000,000
Common stock, issued (in shares)	224,050,531	200,989,931
Common stock, outstanding (in shares)	224,050,531	200,989,931
Common Class B
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	600,000,000	600,000,000
Common stock, issued (in shares)	332,310,673	344,983,598
Common stock, outstanding (in shares)	332,310,673	344,983,598
Common Class C
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	1,200,000,000	1,200,000,000
Common stock, issued (in shares)	0	0
Common stock, outstanding (in shares)	0	0

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Income Statement [Abstract]
Revenue	$ 300,202	$ 219,257	$ 580,928	$ 423,577
Cost of revenue	73,365	58,866	141,990	116,423
Gross profit	226,837	160,391	438,938	307,154
Operating expenses:
Research and development	76,476	63,969	149,449	124,335
Sales and marketing	151,493	117,908	298,930	236,863
General and administrative	57,062	48,268	114,750	91,534
Total operating expenses	285,031	230,145	563,129	452,732
Loss from operations	(58,194)	(69,754)	(124,191)	(145,578)
Interest income and other income, net	9,626	10,220	19,710	19,115
Loss before provision for income taxes	(48,568)	(59,534)	(104,481)	(126,463)
Provision for income taxes	1,042	434	1,418	1,361
Net loss	(49,610)	(59,968)	(105,899)	(127,824)
Other comprehensive income (loss):
Foreign currency translation adjustments, net of tax	(1,510)	2,009	(1,410)	1,096
Unrealized gains (losses) on investments, net of tax	3,086	(1,404)	1,399	(1,445)
Other comprehensive income (loss)	1,576	605	(11)	(349)
Comprehensive loss	$ (48,034)	$ (59,363)	$ (105,910)	$ (128,173)
Basic and diluted net loss per share:
Net loss per share attributable to common stockholders, basic (in dollars per share)	$ (0.09)	$ (0.11)	$ (0.19)	$ (0.24)
Net loss per share attributable to common stockholders, diluted (in dollars per share)	$ (0.09)	$ (0.11)	$ (0.19)	$ (0.24)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares)	553,917,926	531,751,683	551,285,115	529,077,540
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)	553,917,926	531,751,683	551,285,115	529,077,540

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income	Accumulated Deficit
Balance at beginning of period (in shares) at Jan. 28, 2023		524,160,209
Balance at beginning of period at Jan. 28, 2023	$ 938,019	$ 30	$ 2,107,013	$ (652)	$ (1,168,372)
Stockholders' Equity (Deficit)
Issuance of common stock for vesting of restricted stock units (“RSUs”) (in shares)		9,245,415
Issuance of common stock for vesting of restricted stock units (“RSUs”)	1	$ 1
Issuance of common stock in connection with equity compensation plans (in shares)		1,511,773
Issuance of common stock in connection with equity compensation plans	13,126		13,126
Vesting of early exercised stock options	25		25
Stock-based compensation expense	113,369		113,369
Other comprehensive income (loss)	(349)			(349)
Net loss	(127,824)				(127,824)
Balance at end of period (in shares) at Jul. 29, 2023		534,917,397
Balance at end of period at Jul. 29, 2023	936,367	$ 31	2,233,533	(1,001)	(1,296,196)
Balance at beginning of period (in shares) at Apr. 29, 2023		528,511,394
Balance at beginning of period at Apr. 29, 2023	922,595	$ 30	2,160,399	(1,606)	(1,236,228)
Stockholders' Equity (Deficit)
Issuance of common stock for vesting of restricted stock units (“RSUs”) (in shares)		5,130,041
Issuance of common stock for vesting of restricted stock units (“RSUs”)	1	$ 1
Issuance of common stock in connection with equity compensation plans (in shares)		1,275,962
Issuance of common stock in connection with equity compensation plans	13,011		13,011
Stock-based compensation expense	60,123		60,123
Other comprehensive income (loss)	605			605
Net loss	(59,968)				(59,968)
Balance at end of period (in shares) at Jul. 29, 2023		534,917,397
Balance at end of period at Jul. 29, 2023	936,367	$ 31	2,233,533	(1,001)	(1,296,196)
Balance at beginning of period (in shares) at Feb. 03, 2024		545,973,529
Balance at beginning of period at Feb. 03, 2024	915,147	$ 32	2,368,597	1,616	(1,455,098)
Stockholders' Equity (Deficit)
Issuance of common stock for vesting of restricted stock units (“RSUs”) (in shares)		9,460,162
Issuance of common stock for vesting of restricted stock units (“RSUs”)	1	$ 1
Issuance of common stock in connection with equity compensation plans (in shares)		927,513
Issuance of common stock in connection with equity compensation plans	16,923		16,923
Stock-based compensation expense	138,522		138,522
Other comprehensive income (loss)	(11)			(11)
Net loss	(105,899)				(105,899)
Balance at end of period (in shares) at Aug. 03, 2024		556,361,204
Balance at end of period at Aug. 03, 2024	964,683	$ 33	2,524,042	1,605	(1,560,997)
Balance at beginning of period (in shares) at May. 04, 2024		550,805,158
Balance at beginning of period at May. 04, 2024	923,888	$ 33	2,435,213	29	(1,511,387)
Stockholders' Equity (Deficit)
Issuance of common stock for vesting of restricted stock units (“RSUs”) (in shares)		4,928,832
Issuance of common stock for vesting of restricted stock units (“RSUs”)	0
Issuance of common stock in connection with equity compensation plans (in shares)		627,214
Issuance of common stock in connection with equity compensation plans	16,115		16,115
Stock-based compensation expense	72,714		72,714
Other comprehensive income (loss)	1,576			1,576
Net loss	(49,610)				(49,610)
Balance at end of period (in shares) at Aug. 03, 2024		556,361,204
Balance at end of period at Aug. 03, 2024	$ 964,683	$ 33	$ 2,524,042	$ 1,605	$ (1,560,997)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023
Operating activities
Net loss	$ (105,899)	$ (127,824)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	9,088	7,193
Stock-based compensation expense	136,260	112,604
Net accretion of discounts on investments	(8,289)	(8,623)
Other non-cash adjustments	1,712	109
Changes in operating assets and liabilities:
Accounts receivable, net	(20,160)	6,767
Inventories	(18,406)	18,803
Prepaid expenses and other current assets	12,957	243
Connected device costs	(10,887)	(27,664)
Deferred commissions	(10,882)	(13,078)
Other assets, non-current	934	371
Accounts payable and other liabilities	(1,977)	(5,249)
Deferred revenue	57,236	50,471
Operating lease right-of-use assets and liabilities, net	100	4,051
Net cash provided by operating activities	41,787	18,174
Investing activities
Purchases of property and equipment	(10,054)	(5,503)
Purchases of investments	(330,057)	(374,389)
Proceeds from sales of investments	1,247	4,474
Proceeds from maturities and redemptions of investments	305,726	340,878
Other investing activities	(100)	(50)
Net cash used in investing activities	(33,238)	(34,590)
Financing activities
Proceeds from issuance of common stock in connection with equity compensation plans	16,923	13,170
Payment of principal on finance leases	(944)	(915)
Net cash provided by financing activities	15,979	12,255
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash	(563)	518
Net increase (decrease) in cash, cash equivalents, and restricted cash	23,965	(3,643)
Cash, cash equivalents, and restricted cash, beginning of period	154,738	223,766
Cash, cash equivalents, and restricted cash, end of period	178,703	220,123
Supplemental disclosure of cash flow information
Cash paid for income taxes, net of refunds	1,040	586
Supplemental disclosures of non-cash investing and financing activities
Property and equipment accrued but not yet paid	147	135
Vesting of early exercised stock options	$ 0	$ 25

Description of Business	6 Months Ended
Description of Business	Aug. 03, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business Samsara Inc. (“Samsara”) and its subsidiaries (collectively, the “Company”) are the pioneers of the Connected Operations Cloud, which is a system of record that enables businesses that depend on physical operations to harness Internet of Things (“IoT”) data to develop actionable insights and improve their operations. Samsara was incorporated in Delaware in 2015 as Samsara Networks Inc. and changed its name to Samsara Inc. in February 2021. Samsara’s principal executive offices are located at 1 De Haro Street, San Francisco, California 94107.

Summary of Significant Accounting Policies	6 Months Ended
Summary of Significant Accounting Policies	Aug. 03, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation and Fiscal Year—The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024, which was filed with the SEC on March 26, 2024. In management’s opinion, these unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of August 3, 2024 and the results of operations for the three and six months ended August 3, 2024 and July 29, 2023, and cash flows for the six months ended August 3, 2024 and July 29, 2023. The condensed consolidated balance sheet as of February 3, 2024 was derived from the audited consolidated financial statements but does not include all disclosures required by GAAP. The results of operations for the three and six months ended August 3, 2024 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. The Company’s fiscal year is a 52- or 53-week period ending on the Saturday closest to February 1. Fiscal year 2025 consists of 52 weeks, with the fourth quarter consisting of 13 weeks, and fiscal year 2024 consisted of 53 weeks, with the fourth quarter consisting of 14 weeks. Every sixth fiscal year is a 53-week year. Fiscal year 2030 is the Company’s next 53-week fiscal year, with the fourth quarter consisting of 14 weeks. Principles of Consolidation—The condensed consolidated financial statements include the accounts of Samsara and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates—The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, the fair value of stock-based awards, internal-use software development costs, sales return reserve, accrued liabilities and contingencies, depreciation and amortization periods, lease modification, impairment, and related charges, and accounting for income taxes. Actual results could materially differ from the estimates and assumptions made. Significant Accounting Policies—There were no material changes to the Company’s significant accounting policies during the six months ended August 3, 2024. Recently Adopted Accounting Pronouncements—There were no new accounting pronouncements adopted during the six months ended August 3, 2024. Recent Accounting Pronouncements Not Yet Adopted—In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This standard requires disclosure of incremental segment information on an annual and interim basis. This guidance is effective for the Company’s Annual Report on Form 10-K for the fiscal year ending February 1, 2025, and subsequent interim periods. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on the Company’s consolidated financial statements, which is expected to result in expanded financial statement disclosures. The Company does not expect the adoption of this new guidance to have a material impact on its business, results, or operations. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard requires further transparency to income tax disclosures related to the rate reconciliation and income taxes paid information. This guidance is effective for the Company for its fiscal year beginning February 2, 2025 and should be applied on a prospective basis. Early adoption and retrospective application are permitted. The Company is currently evaluating the timing of its adoption of this ASU and the impact on its consolidated financial statements. The Company has reviewed all other recently issued accounting pronouncements and concluded they were either not applicable or not expected to have a material impact on the Company’s condensed consolidated financial statements.

Cash, Cash Equivalents, Restricted Cash, and Investments

6 Months Ended

Aug. 03, 2024

Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]

Cash, Cash Equivalents, Restricted Cash, and Investments

Restricted cash as of August 3, 2024 and February 3, 2024 consists of letters of credit secured as collateral on the Company’s office space leases.

Total cash, cash equivalents, and restricted cash consist of the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Cash and cash equivalents	$	159,272	$	135,536
Restricted cash	19,431		19,202
Total cash, cash equivalents, and restricted cash	$	178,703	$	154,738


	As of
	August 3, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	96,806	$	—	$	—	$	96,806
Corporate notes and bonds	396,059		1,405		(95)		397,369
U.S. government and agency securities	226,438		541		(88)		226,891
Total investments	$	719,303	$	1,946	$	(183)	$	721,066


	As of
	February 3, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	67,107	$	—	$	—	$	67,107
Corporate notes and bonds	381,511		797		(280)		382,028
U.S. government and agency securities	239,310		241		(394)		239,157
Total investments	$	687,928	$	1,038	$	(674)	$	688,292

As of August 3, 2024, the estimated fair values of available-for-sale marketable debt securities, by remaining contractual maturity, are as follows (in thousands):


	As of
	August 3, 2024
Due within one year	$	513,361
Due in one year to three years	207,705

Total	$	721,066

Concentrations of Credit Risk—The Company maintains its investments in marketable debt securities with high-quality financial institutions with investment-grade ratings.

Fair Value Measurements

6 Months Ended

Aug. 03, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

Level 1—Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 3—Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability.

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety.

The condensed consolidated financial statements as of August 3, 2024 and February 3, 2024 do not include any non-recurring fair value measurements relating to assets or liabilities.

The following tables present the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis as of the periods presented (in thousands):


	As of August 3, 2024
	Level 1		Level 2		Level 3		Total
Cash equivalents and restricted cash
Cash equivalents:
Money market funds	$	63,316	$	—	$	—	$	63,316
Commercial paper	—		19,091		—		19,091
U.S. government and agency securities	—		10,230		—		10,230

Restricted cash—letters of credit	17,316		—		—		17,316
Total cash equivalents and restricted cash	$	80,632	$	29,321	$	—	$	109,953

Marketable debt securities
Commercial paper	$	—	$	96,806	$	—	$	96,806
Corporate notes and bonds	—		397,369		—		397,369
U.S. government and agency securities	—		226,891		—		226,891
Total marketable debt securities	$	—	$	721,066	$	—	$	721,066


	As of February 3, 2024
	Level 1		Level 2		Level 3		Total
Cash equivalents and restricted cash
Cash equivalents:
Money market funds	$	43,977	$	—	$	—	$	43,977
Commercial paper	—		19,920		—		19,920
U.S. government and agency securities	—		11,972		—		11,972
Corporate notes and bonds	—		1,999		—		1,999
Restricted cash—letters of credit	17,711		—		—		17,711
Total cash equivalents and restricted cash	$	61,688	$	33,891	$	—	$	95,579

Marketable debt securities
Commercial paper	$	—	$	67,107	$	—	$	67,107
Corporate notes and bonds	—		382,028		—		382,028
U.S. government and agency securities	—		239,157		—		239,157
Total marketable debt securities	$	—	$	688,292	$	—	$	688,292

There were no transfers between Level 1 or Level 2, or transfers in or out of Level 3, of the fair value hierarchy during the six months ended August 3, 2024 and July 29, 2023.

Costs to Obtain and Fulfill a Contract

6 Months Ended

Aug. 03, 2024

Revenue from Contract with Customer [Abstract]

Costs to Obtain and Fulfill a Contract

Deferred Commissions—Total deferred commissions as of August 3, 2024 and February 3, 2024 were $188.4 million and $177.6 million, respectively.

The following table provides the amounts capitalized and amortized for the Company’s commission costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized commission costs	$	19,641	$	22,502	$	37,689	$	39,489
Amortization expense	$	13,876	$	12,942	$	26,807	$	26,411

The following table provides the amounts capitalized and amortized for the Company’s connected device costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized connected device costs	$	33,655	$	40,655	$	67,369	$	71,230
Amortization expense	$	28,827	$	22,698	$	56,482	$	43,567

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations

Revenue consists of the following (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Subscription revenue	$	295,324	$	215,179	$	571,518	$	414,663
Other revenue	4,878		4,078		9,410		8,914
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

Deferred Revenue—The following table provides the deferred revenue balances and revenue recognized from beginning deferred revenue balances for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Deferred revenue, beginning of period	$	588,017	$	449,943	$	565,486	$	426,565
Deferred revenue, end of period	$	622,722	$	477,037	$	622,722	$	477,037
Revenue recognized in the period from beginning deferred revenue balance	$	270,053	$	195,160	$	331,754	$	232,793

There were no customers that individually represented greater than 10% of the Company’s accounts receivable as of August 3, 2024 and February 3, 2024.

Balance Sheet Components

6 Months Ended

Aug. 03, 2024

Disclosure Text Block Supplement [Abstract]

Balance Sheet Components

Property and Equipment, Net—Property and equipment, net, comprises the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Gross property and equipment:
Computers and equipment	$	4,134	$	1,758
Leasehold improvements	50,667		50,524
Furniture and fixtures	22,359		22,273
Internal-use software development costs (1)	41,189		32,137
Total gross property and equipment	118,349		106,692
Accumulated depreciation and amortization	(60,793)		(51,723)
Property and equipment, net	$	57,556	$	54,969

__________

Depreciation and amortization of property and equipment included on the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Depreciation and amortization expense	$	4,633	$	3,709	$	9,088	$	7,193

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations

6 Months Ended

Aug. 03, 2024

Revenue from Contract with Customer [Abstract]

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations

Costs to Obtain and Fulfill a Contract

Deferred Commissions—Total deferred commissions as of August 3, 2024 and February 3, 2024 were $188.4 million and $177.6 million, respectively.

The following table provides the amounts capitalized and amortized for the Company’s commission costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized commission costs	$	19,641	$	22,502	$	37,689	$	39,489
Amortization expense	$	13,876	$	12,942	$	26,807	$	26,411

The following table provides the amounts capitalized and amortized for the Company’s connected device costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized connected device costs	$	33,655	$	40,655	$	67,369	$	71,230
Amortization expense	$	28,827	$	22,698	$	56,482	$	43,567

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations

Revenue consists of the following (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Subscription revenue	$	295,324	$	215,179	$	571,518	$	414,663
Other revenue	4,878		4,078		9,410		8,914
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

Deferred Revenue—The following table provides the deferred revenue balances and revenue recognized from beginning deferred revenue balances for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Deferred revenue, beginning of period	$	588,017	$	449,943	$	565,486	$	426,565
Deferred revenue, end of period	$	622,722	$	477,037	$	622,722	$	477,037
Revenue recognized in the period from beginning deferred revenue balance	$	270,053	$	195,160	$	331,754	$	232,793

There were no customers that individually represented greater than 10% of the Company’s accounts receivable as of August 3, 2024 and February 3, 2024.

Leases

6 Months Ended

Aug. 03, 2024

Leases [Abstract]

Leases

The components of operating lease expense were as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Operating lease cost	$	5,700	$	6,015	$	11,397	$	12,290
Short-term lease cost	182		382		389		747
Sublease income	(345)		(184)		(690)		(438)
Total lease cost	$	5,537	$	6,213	$	11,096	$	12,599

Supplemental information related to operating leases was as follows (in thousands, except for weighted-average data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cash paid for amounts in the measurement of operating lease liabilities—operating cash flows	$	7,021	$	6,778	$	13,933	$	13,427

During the six months ended August 3, 2024, the Company recorded no additional operating lease liabilities arising from obtaining right-of-use (“ROU”) assets.


	As of
	August 3, 2024		February 3, 2024
Weighted-average remaining lease term—operating leases (in years)	5.7		5.9
Weighted-average discount rate—operating leases	4.88	%	4.73	%

Future minimum lease payments included in the measurement of operating lease liabilities as of August 3, 2024 were as follows (in thousands):


Fiscal Years Ending	Amount
Remainder of 2025	$	13,479
2026	20,595
2027	14,466
2028	12,596
2029	12,984
2030 and thereafter	30,632
Total future minimum lease payments (1)	104,752
Less: imputed interest	(14,512)
Total operating lease liabilities	$	90,240

__________

Leases

The components of operating lease expense were as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Operating lease cost	$	5,700	$	6,015	$	11,397	$	12,290
Short-term lease cost	182		382		389		747
Sublease income	(345)		(184)		(690)		(438)
Total lease cost	$	5,537	$	6,213	$	11,096	$	12,599

Supplemental information related to operating leases was as follows (in thousands, except for weighted-average data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cash paid for amounts in the measurement of operating lease liabilities—operating cash flows	$	7,021	$	6,778	$	13,933	$	13,427

During the six months ended August 3, 2024, the Company recorded no additional operating lease liabilities arising from obtaining right-of-use (“ROU”) assets.


	As of
	August 3, 2024		February 3, 2024
Weighted-average remaining lease term—operating leases (in years)	5.7		5.9
Weighted-average discount rate—operating leases	4.88	%	4.73	%

Future minimum lease payments included in the measurement of operating lease liabilities as of August 3, 2024 were as follows (in thousands):


Fiscal Years Ending	Amount
Remainder of 2025	$	13,479
2026	20,595
2027	14,466
2028	12,596
2029	12,984
2030 and thereafter	30,632
Total future minimum lease payments (1)	104,752
Less: imputed interest	(14,512)
Total operating lease liabilities	$	90,240

__________

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Aug. 03, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Operating Leases—See Note 8, “Leases,” for the maturities of operating lease liabilities as of August 3, 2024. Purchase Commitments—The Company’s purchase commitments consist of contractual arrangements with software-as-a-service subscription providers and non-cancelable purchase orders based on current inventory needs fulfilled by the Company’s suppliers and contract manufacturers. There were no material contractual obligations that were entered into by the Company during the six months ended August 3, 2024 that were outside of the ordinary course of business. Letters of Credit—As of August 3, 2024 and February 3, 2024, the Company had $17.3 million and $17.7 million, respectively, in letters of credit outstanding primarily in favor of certain landlords for office space. These letters of credit renew annually and expire on various dates through 2031. Litigation—From time to time, the Company has been and may become involved in various legal proceedings in the ordinary course of its business, including proceedings initiated by us, and has been and may be subject to third-party intellectual property infringement claims. Such proceedings, even if not meritorious, can require significant financial and operational resources, including the diversion of management’s attention from the Company’s business objectives. The Company continually evaluates uncertainties associated with litigation and records a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the condensed consolidated financial statements indicates that it is probable that a liability has been incurred at the date of the condensed consolidated financial statements and (ii) the loss or range of loss can be reasonably estimated. If the Company determines that a loss is possible and a range of the loss can be reasonably estimated, the Company will disclose the range of the possible loss. The Company evaluates developments in legal matters that could affect the amount of liability that has been previously accrued, if any, and the matters and related ranges of possible losses disclosed and makes adjustments and changes to the disclosures, as appropriate. Significant judgment is required to determine both likelihood of there being, and the estimated amount of, a loss related to such matters. Until the final resolution of such matters, there may be an exposure to loss, and such amounts could be material. For legal proceedings for which there is a reasonable possibility of loss (meaning those losses for which the likelihood is more than remote but less than probable), the Company has determined there is no material exposure on an aggregate basis. The amounts recorded for losses deemed probable as of August 3, 2024 were also not material. Indemnification—In the normal course of business, the Company has agreed and may continue to agree to indemnify third parties with whom it enters into contractual relationships, including customers, lessors, and parties to other transactions with the Company, with respect to certain matters. The Company has agreed, under certain conditions, to hold these third parties harmless against specified losses, such as those arising from a breach of representations or covenants, claims that the Company’s products infringe the intellectual property rights of other parties, or other claims made against certain parties. It is not possible to determine the maximum potential amount of liability under these indemnification obligations due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances that are likely to be involved in each particular claim.

Equity

6 Months Ended

Aug. 03, 2024

Equity [Abstract]

Equity

The Company had reserved shares of common stock for future issuance as of August 3, 2024 and February 3, 2024, as follows:


	As of
	August 3, 2024	February 3, 2024

2015 Equity Incentive Plan:
Options outstanding	5,854,565	6,165,885
RSUs outstanding	3,034,669	6,654,559

2021 Equity Incentive Plan:
RSUs outstanding	28,293,217	28,716,715
Shares available for future grants	90,202,920	68,321,018
2021 Employee Stock Purchase Plan:
Shares available for future issuance	21,719,508	16,875,966
Total shares of common stock reserved for future issuance	149,104,879	126,734,143

Employee Compensation Plans


	Number of Shares	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (In Years)	Aggregate Intrinsic Value (1) (In Thousands)








Balance as of February 3, 2024	6,165,885	$	5.07	5.7	$	169,153
Granted	—	$	—
Exercised	(311,320)	$	2.64
Forfeited, canceled, or expired	—	$	—
Balance as of August 3, 2024	5,854,565	$	5.20	5.2	$	176,773
Exercisable as of August 3, 2024	5,663,860	$	5.13	5.2	$	171,470

__________

The intrinsic value of stock options exercised was $11.1 million and $7.0 million during the six months ended August 3, 2024 and July 29, 2023, respectively.

A summary of the RSUs activity under the 2015 Plan and 2021 Plan during the six months ended August 3, 2024 is presented below:


	Number of Shares	Weighted-Average Grant-Date Fair Value








Balance as of February 3, 2024	35,371,274	$	15.17
Granted	9,104,540	$	33.77
Vested	(9,460,162)	$	15.82
Forfeited	(3,687,766)	$	15.76
Balance as of August 3, 2024	31,327,886	$	20.31

Six Months Ended

August 3, 2024

July 29, 2023

Expected volatility

53.2% – 57.4%

66.9% – 72.5%

Expected term (years)

0.5 – 1.0

Risk-free interest rate

5.2% – 5.4%

Expected dividend yield

—%

Expected volatility—The expected volatility for the six months ended August 3, 2024 and July 29, 2023 was based on the historical volatility of the Company.

Expected term (years)—The expected term is approximately 0.5 years for the first purchase period and approximately 1.0 year for the second purchase period.

Expected dividend yield—Because the Company has never paid and has no current intention to pay cash dividends on its common stock, the expected dividend yield is zero.

Stock-Based Compensation Expense—Stock-based compensation expense, by grant type, was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Stock options	$	773	$	775	$	1,557	$	1,586
RSUs	67,630		55,674		128,498		105,090
Employee stock purchase plan	3,201		3,207		6,205		5,928
Total stock-based compensation expense	$	71,604	$	59,656	$	136,260	$	112,604

Stock-based compensation expense included in the following line items of the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cost of revenue	$	3,218	$	3,056	$	6,148	$	5,762
Research and development	25,977		22,524		49,376		42,855
Sales and marketing	21,386		17,337		39,878		32,579
General and administrative	21,023		16,739		40,858		31,408
Total stock-based compensation expense	$	71,604	$	59,656	$	136,260	$	112,604

Income Taxes	6 Months Ended
Income Taxes	Aug. 03, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company had an effective tax rate of (2.1%) and (0.7%) for the three months ended August 3, 2024 and July 29, 2023, respectively, and (1.4%) and (1.1%) for the six months ended August 3, 2024 and July 29, 2023, respectively. The Company’s provision for income taxes was $1.0 million and $0.4 million for the three months ended August 3, 2024 and July 29, 2023, respectively, and $1.4 million and $1.4 million for the six months ended August 3, 2024 and July 29, 2023, respectively. The Company has incurred U.S. operating losses and has minimal profits in foreign jurisdictions. The Company computes its tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date pre-tax income from recurring operations and adjusting for discrete tax items arising in that quarter. As of August 3, 2024 and February 3, 2024, based on all available objective evidence, including the existence of cumulative losses, the Company determined that it was not more likely than not that the net deferred tax assets were fully realizable for U.S. federal and state tax purposes. Accordingly, the Company established a full valuation allowance against its deferred tax assets for U.S. federal and state tax purposes. The Company intends to maintain a full valuation allowance on net deferred tax assets until sufficient positive evidence exists to support reversal of the valuation allowance for U.S. federal and state tax purposes. The unrecognized tax benefits as of August 3, 2024, if recognized, would not affect the effective income tax rate due to the valuation allowance that currently offsets the deferred tax assets. During the six months ended August 3, 2024, there were no material changes to the total amount of unrecognized tax benefits and the Company does not expect any significant changes in the next 12 months. The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The statute of limitations is generally open for all fiscal years after fiscal year 2021, during which the Company is subject to examination by U.S. federal, state, and foreign authorities, where applicable.

Net Loss Per Share, Basic and Diluted

6 Months Ended

Aug. 03, 2024

Earnings Per Share [Abstract]

Net Loss Per Share, Basic and Diluted

The following table presents the calculation of basic and diluted net loss per share (in thousands, except share and per share data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Numerator:


Net loss attributable to common stockholders	$	(49,610)	$	(59,968)	$	(105,899)	$	(127,824)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	553,917,926		531,751,683		551,285,115		529,077,540





Net loss per share attributable to common stockholders, basic and diluted	$	(0.09)	$	(0.11)	$	(0.19)	$	(0.24)


	Three Months Ended		Six Months Ended
	August 3, 2024	July 29, 2023	August 3, 2024	July 29, 2023

Outstanding stock options	5,854,565	6,573,583	5,854,565	6,573,583
RSUs	31,327,886	46,351,211	31,327,886	46,351,211
Employee stock purchase rights under the 2021 ESPP	712,979	848,923	712,979	848,923
Total antidilutive securities	37,895,430	53,773,717	37,895,430	53,773,717

Segment Information

6 Months Ended

Aug. 03, 2024

Segment Reporting [Abstract]

Segment Information

Revenue by Geographic Area

The following table presents the Company’s revenue disaggregated by geography, based on the location of the Company’s customers (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
United States	$	260,430	$	192,278	$	503,450	$	372,919
Other (1)	39,772		26,979		77,478		50,658
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

__________

(1)No individual country other than the United States exceeded 10% of the Company’s total revenue for any period presented.

Long-Lived Assets, Net, by Geographic Area

The following table presents the Company’s long-lived assets, net, disaggregated by geography, which consist of property and equipment, net, and operating lease ROU assets (in thousands):


	As of
	August 3, 2024		February 3, 2024
United States	$	124,441	$	129,988
Other (1)	5,732		6,955
Total long-lived assets, net	$	130,173	$	136,943

__________

(1)No individual country other than the United States exceeded 10% of the Company’s total long-lived assets, net, for any period presented.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Pay vs Performance Disclosure
Net loss	$ (49,610)	$ (59,968)	$ (105,899)	$ (127,824)

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Aug. 03, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Summary of Significant Accounting Policies (Policies)	6 Months Ended
Summary of Significant Accounting Policies (Policies)	Aug. 03, 2024
Accounting Policies [Abstract]
Basis of Presentation and Fiscal Year	Basis of Presentation and Fiscal Year—The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024, which was filed with the SEC on March 26, 2024. In management’s opinion, these unaudited condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of August 3, 2024 and the results of operations for the three and six months ended August 3, 2024 and July 29, 2023, and cash flows for the six months ended August 3, 2024 and July 29, 2023. The condensed consolidated balance sheet as of February 3, 2024 was derived from the audited consolidated financial statements but does not include all disclosures required by GAAP. The results of operations for the three and six months ended August 3, 2024 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual period. The Company’s fiscal year is a 52- or 53-week period ending on the Saturday closest to February 1. Fiscal year 2025 consists of 52 weeks, with the fourth quarter consisting of 13 weeks, and fiscal year 2024 consisted of 53 weeks, with the fourth quarter consisting of 14 weeks. Every sixth fiscal year is a 53-week year. Fiscal year 2030 is the Company’s next 53-week fiscal year, with the fourth quarter consisting of 14 weeks.
Principles of Consolidation	Principles of Consolidation—The condensed consolidated financial statements include the accounts of Samsara and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	Use of Estimates—The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Such management estimates include, but are not limited to, the fair value of stock-based awards, internal-use software development costs, sales return reserve, accrued liabilities and contingencies, depreciation and amortization periods, lease modification, impairment, and related charges, and accounting for income taxes. Actual results could materially differ from the estimates and assumptions made.
Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Pronouncements—There were no new accounting pronouncements adopted during the six months ended August 3, 2024. Recent Accounting Pronouncements Not Yet Adopted—In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This standard requires disclosure of incremental segment information on an annual and interim basis. This guidance is effective for the Company’s Annual Report on Form 10-K for the fiscal year ending February 1, 2025, and subsequent interim periods. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on the Company’s consolidated financial statements, which is expected to result in expanded financial statement disclosures. The Company does not expect the adoption of this new guidance to have a material impact on its business, results, or operations. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard requires further transparency to income tax disclosures related to the rate reconciliation and income taxes paid information. This guidance is effective for the Company for its fiscal year beginning February 2, 2025 and should be applied on a prospective basis. Early adoption and retrospective application are permitted. The Company is currently evaluating the timing of its adoption of this ASU and the impact on its consolidated financial statements. The Company has reviewed all other recently issued accounting pronouncements and concluded they were either not applicable or not expected to have a material impact on the Company’s condensed consolidated financial statements.
Concentrations of Credit Risk	Concentrations of Credit Risk—The Company maintains its investments in marketable debt securities with high-quality financial institutions with investment-grade ratings.
Fair Value Measurements	The Company reports financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the condensed consolidated financial statements on a recurring basis. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1—Observable inputs that reflect quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets or liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety.
Revenue Recognition	Revenue Recognition—Subscription revenue is generated from subscriptions to access the Company’s Connected Operations Cloud. Subscription agreements contain multiple service elements for one or more of the Company’s cloud-based Applications via mobile app(s) or a website that enable data collection and provide access to the cellular network, generally one or more wireless gateways, cameras, sensors and other devices (collectively, “connected devices” or “IoT devices”), support services delivered over the term of the arrangement and warranty coverage. The Company’s Connected Operations Cloud and the related connected device access points are highly interdependent and interrelated, and represent a combined performance obligation, which is recognized over the related subscription period. Other revenue is generally recognized at a point in time and is earned through the sale of replacement gateways, sensors and cameras, as well as related shipping and handling fees, credit card processing fees, and professional services.
Net Loss Per Share	For purposes of calculating net loss per share, the Company continues to use the two-class method. As Class A, Class B, and Class C common stock have identical liquidation and dividend rights, the undistributed earnings are allocated on a proportionate basis to each class of common stock. As a result, the basic and diluted net loss per share attributable to common stockholders are the same for all classes of the Company’s common stock, on both an individual and combined basis, and therefore are presented together.

Cash, Cash Equivalents, Restricted Cash, and Investments (Tables)

6 Months Ended

Aug. 03, 2024

Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]

Schedule of Cash and Cash Equivalents

Total cash, cash equivalents, and restricted cash consist of the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Cash and cash equivalents	$	159,272	$	135,536
Restricted cash	19,431		19,202
Total cash, cash equivalents, and restricted cash	$	178,703	$	154,738

Schedule of Restricted Cash

Total cash, cash equivalents, and restricted cash consist of the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Cash and cash equivalents	$	159,272	$	135,536
Restricted cash	19,431		19,202
Total cash, cash equivalents, and restricted cash	$	178,703	$	154,738

Schedule of Debt Securities, Available-for-sale


	As of
	August 3, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	96,806	$	—	$	—	$	96,806
Corporate notes and bonds	396,059		1,405		(95)		397,369
U.S. government and agency securities	226,438		541		(88)		226,891
Total investments	$	719,303	$	1,946	$	(183)	$	721,066


	As of
	February 3, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	67,107	$	—	$	—	$	67,107
Corporate notes and bonds	381,511		797		(280)		382,028
U.S. government and agency securities	239,310		241		(394)		239,157
Total investments	$	687,928	$	1,038	$	(674)	$	688,292

Schedule of Fair Values of Available-for-sale Marketable Debt Securities

As of August 3, 2024, the estimated fair values of available-for-sale marketable debt securities, by remaining contractual maturity, are as follows (in thousands):


	As of
	August 3, 2024
Due within one year	$	513,361
Due in one year to three years	207,705

Total	$	721,066

Fair Value Measurements (Tables)

6 Months Ended

Aug. 03, 2024

Fair Value Disclosures [Abstract]

Schedule of Assets Measured at Fair Value on a Recurring Basis

The following tables present the fair value hierarchy for the Company’s assets measured at fair value on a recurring basis as of the periods presented (in thousands):


	As of August 3, 2024
	Level 1		Level 2		Level 3		Total
Cash equivalents and restricted cash
Cash equivalents:
Money market funds	$	63,316	$	—	$	—	$	63,316
Commercial paper	—		19,091		—		19,091
U.S. government and agency securities	—		10,230		—		10,230

Restricted cash—letters of credit	17,316		—		—		17,316
Total cash equivalents and restricted cash	$	80,632	$	29,321	$	—	$	109,953

Marketable debt securities
Commercial paper	$	—	$	96,806	$	—	$	96,806
Corporate notes and bonds	—		397,369		—		397,369
U.S. government and agency securities	—		226,891		—		226,891
Total marketable debt securities	$	—	$	721,066	$	—	$	721,066


	As of February 3, 2024
	Level 1		Level 2		Level 3		Total
Cash equivalents and restricted cash
Cash equivalents:
Money market funds	$	43,977	$	—	$	—	$	43,977
Commercial paper	—		19,920		—		19,920
U.S. government and agency securities	—		11,972		—		11,972
Corporate notes and bonds	—		1,999		—		1,999
Restricted cash—letters of credit	17,711		—		—		17,711
Total cash equivalents and restricted cash	$	61,688	$	33,891	$	—	$	95,579

Marketable debt securities
Commercial paper	$	—	$	67,107	$	—	$	67,107
Corporate notes and bonds	—		382,028		—		382,028
U.S. government and agency securities	—		239,157		—		239,157
Total marketable debt securities	$	—	$	688,292	$	—	$	688,292

Costs to Obtain and Fulfill a Contract (Tables)

6 Months Ended

Aug. 03, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Capitalized Contract Costs

The following table provides the amounts capitalized and amortized for the Company’s commission costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized commission costs	$	19,641	$	22,502	$	37,689	$	39,489
Amortization expense	$	13,876	$	12,942	$	26,807	$	26,411

The following table provides the amounts capitalized and amortized for the Company’s connected device costs for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Capitalized connected device costs	$	33,655	$	40,655	$	67,369	$	71,230
Amortization expense	$	28,827	$	22,698	$	56,482	$	43,567

Balance Sheet Components (Tables)

6 Months Ended

Aug. 03, 2024

Disclosure Text Block Supplement [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net, comprises the following (in thousands):


	As of
	August 3, 2024		February 3, 2024
Gross property and equipment:
Computers and equipment	$	4,134	$	1,758
Leasehold improvements	50,667		50,524
Furniture and fixtures	22,359		22,273
Internal-use software development costs (1)	41,189		32,137
Total gross property and equipment	118,349		106,692
Accumulated depreciation and amortization	(60,793)		(51,723)
Property and equipment, net	$	57,556	$	54,969

__________

Depreciation and amortization of property and equipment included on the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Depreciation and amortization expense	$	4,633	$	3,709	$	9,088	$	7,193

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations (Tables)

6 Months Ended

Aug. 03, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Revenue

Revenue consists of the following (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Subscription revenue	$	295,324	$	215,179	$	571,518	$	414,663
Other revenue	4,878		4,078		9,410		8,914
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

Schedule of Deferred Revenue

Deferred Revenue—The following table provides the deferred revenue balances and revenue recognized from beginning deferred revenue balances for the periods presented (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Deferred revenue, beginning of period	$	588,017	$	449,943	$	565,486	$	426,565
Deferred revenue, end of period	$	622,722	$	477,037	$	622,722	$	477,037
Revenue recognized in the period from beginning deferred revenue balance	$	270,053	$	195,160	$	331,754	$	232,793

Leases (Tables)

6 Months Ended

Aug. 03, 2024

Leases [Abstract]

Schedule of Lease Costs

The components of operating lease expense were as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Operating lease cost	$	5,700	$	6,015	$	11,397	$	12,290
Short-term lease cost	182		382		389		747
Sublease income	(345)		(184)		(690)		(438)
Total lease cost	$	5,537	$	6,213	$	11,096	$	12,599

Supplemental information related to operating leases was as follows (in thousands, except for weighted-average data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cash paid for amounts in the measurement of operating lease liabilities—operating cash flows	$	7,021	$	6,778	$	13,933	$	13,427


	As of
	August 3, 2024		February 3, 2024
Weighted-average remaining lease term—operating leases (in years)	5.7		5.9
Weighted-average discount rate—operating leases	4.88	%	4.73	%

Schedule of Future Minimum Lease Payments

Future minimum lease payments included in the measurement of operating lease liabilities as of August 3, 2024 were as follows (in thousands):


Fiscal Years Ending	Amount
Remainder of 2025	$	13,479
2026	20,595
2027	14,466
2028	12,596
2029	12,984
2030 and thereafter	30,632
Total future minimum lease payments (1)	104,752
Less: imputed interest	(14,512)
Total operating lease liabilities	$	90,240

__________

Equity (Tables)

6 Months Ended

Aug. 03, 2024

Equity [Abstract]

Schedule of Reserved Shares of Common Stock for Future Issuance

The Company had reserved shares of common stock for future issuance as of August 3, 2024 and February 3, 2024, as follows:


	As of
	August 3, 2024	February 3, 2024

2015 Equity Incentive Plan:
Options outstanding	5,854,565	6,165,885
RSUs outstanding	3,034,669	6,654,559

2021 Equity Incentive Plan:
RSUs outstanding	28,293,217	28,716,715
Shares available for future grants	90,202,920	68,321,018
2021 Employee Stock Purchase Plan:
Shares available for future issuance	21,719,508	16,875,966
Total shares of common stock reserved for future issuance	149,104,879	126,734,143

Schedule of Stock Options Activity


	Number of Shares	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (In Years)	Aggregate Intrinsic Value (1) (In Thousands)








Balance as of February 3, 2024	6,165,885	$	5.07	5.7	$	169,153
Granted	—	$	—
Exercised	(311,320)	$	2.64
Forfeited, canceled, or expired	—	$	—
Balance as of August 3, 2024	5,854,565	$	5.20	5.2	$	176,773
Exercisable as of August 3, 2024	5,663,860	$	5.13	5.2	$	171,470

__________

Schedule of RSU Activity

A summary of the RSUs activity under the 2015 Plan and 2021 Plan during the six months ended August 3, 2024 is presented below:


	Number of Shares	Weighted-Average Grant-Date Fair Value








Balance as of February 3, 2024	35,371,274	$	15.17
Granted	9,104,540	$	33.77
Vested	(9,460,162)	$	15.82
Forfeited	(3,687,766)	$	15.76
Balance as of August 3, 2024	31,327,886	$	20.31

Schedule of Weighted Average Assumptions Used to Estimate Fair Value of ESPP Shares

The weighted-average assumptions used to estimate the fair value of shares to be issued under the 2021 ESPP were as follows:

Six Months Ended

August 3, 2024

July 29, 2023

Expected volatility

53.2% – 57.4%

66.9% – 72.5%

Expected term (years)

0.5 – 1.0

Risk-free interest rate

5.2% – 5.4%

Expected dividend yield

—%

Schedule of Stock-Based Compensation Expense

Stock-Based Compensation Expense—Stock-based compensation expense, by grant type, was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Stock options	$	773	$	775	$	1,557	$	1,586
RSUs	67,630		55,674		128,498		105,090
Employee stock purchase plan	3,201		3,207		6,205		5,928
Total stock-based compensation expense	$	71,604	$	59,656	$	136,260	$	112,604

Stock-based compensation expense included in the following line items of the Company’s condensed consolidated statements of operations and comprehensive loss was as follows (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Cost of revenue	$	3,218	$	3,056	$	6,148	$	5,762
Research and development	25,977		22,524		49,376		42,855
Sales and marketing	21,386		17,337		39,878		32,579
General and administrative	21,023		16,739		40,858		31,408
Total stock-based compensation expense	$	71,604	$	59,656	$	136,260	$	112,604

Net Loss Per Share, Basic and Diluted (Tables)

6 Months Ended

Aug. 03, 2024

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Share

The following table presents the calculation of basic and diluted net loss per share (in thousands, except share and per share data):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
Numerator:


Net loss attributable to common stockholders	$	(49,610)	$	(59,968)	$	(105,899)	$	(127,824)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	553,917,926		531,751,683		551,285,115		529,077,540





Net loss per share attributable to common stockholders, basic and diluted	$	(0.09)	$	(0.11)	$	(0.19)	$	(0.24)

Schedule of Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss per Share


	Three Months Ended		Six Months Ended
	August 3, 2024	July 29, 2023	August 3, 2024	July 29, 2023

Outstanding stock options	5,854,565	6,573,583	5,854,565	6,573,583
RSUs	31,327,886	46,351,211	31,327,886	46,351,211
Employee stock purchase rights under the 2021 ESPP	712,979	848,923	712,979	848,923
Total antidilutive securities	37,895,430	53,773,717	37,895,430	53,773,717

Segment Information (Tables)

6 Months Ended

Aug. 03, 2024

Segment Reporting [Abstract]

Schedule of Disaggregation of Revenue

The following table presents the Company’s revenue disaggregated by geography, based on the location of the Company’s customers (in thousands):


	Three Months Ended				Six Months Ended
	August 3, 2024		July 29, 2023		August 3, 2024		July 29, 2023
United States	$	260,430	$	192,278	$	503,450	$	372,919
Other (1)	39,772		26,979		77,478		50,658
Total revenue	$	300,202	$	219,257	$	580,928	$	423,577

__________

(1)No individual country other than the United States exceeded 10% of the Company’s total revenue for any period presented.

Schedule of Long-lived Assets by Geographic Areas

The following table presents the Company’s long-lived assets, net, disaggregated by geography, which consist of property and equipment, net, and operating lease ROU assets (in thousands):


	As of
	August 3, 2024		February 3, 2024
United States	$	124,441	$	129,988
Other (1)	5,732		6,955
Total long-lived assets, net	$	130,173	$	136,943

__________

(1)No individual country other than the United States exceeded 10% of the Company’s total long-lived assets, net, for any period presented.

Cash, Cash Equivalents, Restricted Cash, and Investments - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024	Jul. 29, 2023	Jan. 28, 2023
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents	$ 159,272	$ 135,536
Restricted cash	19,431	19,202
Total cash, cash equivalents, and restricted cash	$ 178,703	$ 154,738	$ 220,123	$ 223,766

Cash, Cash Equivalents, Restricted Cash, and Investments - Schedule of Available-for-sale Marketable Debt Securities Recorded Within Short-term and Long-term Investments (Details) - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024
Investments
Amortized Cost	$ 719,303	$ 687,928
Gross Unrealized Gains	1,946	1,038
Gross Unrealized Losses	(183)	(674)
Estimated Fair Value	721,066	688,292
Commercial paper
Investments
Amortized Cost	96,806	67,107
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	96,806	67,107
Corporate notes and bonds
Investments
Amortized Cost	396,059	381,511
Gross Unrealized Gains	1,405	797
Gross Unrealized Losses	(95)	(280)
Estimated Fair Value	397,369	382,028
U.S. government and agency securities
Investments
Amortized Cost	226,438	239,310
Gross Unrealized Gains	541	241
Gross Unrealized Losses	(88)	(394)
Estimated Fair Value	$ 226,891	$ 239,157

Cash, Cash Equivalents, Restricted Cash, and Investments - Narrative (Details) - USD ($) $ in Millions	Aug. 03, 2024	Feb. 03, 2024
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]
Interest receivable	$ 4.8	$ 4.9
Debt securities, available-for-sale, accrued interest, after allowance for credit loss, statement of financial position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets

Cash, Cash Equivalents, Restricted Cash, and Investments - Schedule of Fair Values of Available-for-sale Marketable Debt Securities (Details) - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]
Due within one year	$ 513,361
Due in one year to three years	207,705
Estimated Fair Value	$ 721,066	$ 688,292

Fair Value Measurements (Details) - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	$ 721,066	$ 688,292
Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	96,806	67,107
Corporate notes and bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	397,369	382,028
U.S. government and agency securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	226,891	239,157
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Restricted cash—letters of credit	17,316	17,711
Total cash equivalents and restricted cash	109,953	95,579
Total marketable debt securities	721,066	688,292
Fair Value, Recurring \| Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	96,806	67,107
Fair Value, Recurring \| Corporate notes and bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	397,369	382,028
Fair Value, Recurring \| U.S. government and agency securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	226,891	239,157
Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Restricted cash—letters of credit	17,316	17,711
Total cash equivalents and restricted cash	80,632	61,688
Total marketable debt securities	0	0
Level 1 \| Fair Value, Recurring \| Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	0	0
Level 1 \| Fair Value, Recurring \| Corporate notes and bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	0	0
Level 1 \| Fair Value, Recurring \| U.S. government and agency securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	0	0
Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Restricted cash—letters of credit	0	0
Total cash equivalents and restricted cash	29,321	33,891
Total marketable debt securities	721,066	688,292
Level 2 \| Fair Value, Recurring \| Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	96,806	67,107
Level 2 \| Fair Value, Recurring \| Corporate notes and bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	397,369	382,028
Level 2 \| Fair Value, Recurring \| U.S. government and agency securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	226,891	239,157
Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Restricted cash—letters of credit	0	0
Total cash equivalents and restricted cash	0	0
Total marketable debt securities	0	0
Level 3 \| Fair Value, Recurring \| Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	0	0
Level 3 \| Fair Value, Recurring \| Corporate notes and bonds
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	0	0
Level 3 \| Fair Value, Recurring \| U.S. government and agency securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total marketable debt securities	0	0
Money market funds \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	63,316	43,977
Money market funds \| Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	63,316	43,977
Money market funds \| Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	0	0
Money market funds \| Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	0	0
Commercial paper \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	19,091	19,920
Commercial paper \| Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	0	0
Commercial paper \| Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	19,091	19,920
Commercial paper \| Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	0	0
U.S. government and agency securities \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	10,230	11,972
U.S. government and agency securities \| Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	0	0
U.S. government and agency securities \| Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	10,230	11,972
U.S. government and agency securities \| Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:	$ 0	0
Corporate notes and bonds \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:		1,999
Corporate notes and bonds \| Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:		0
Corporate notes and bonds \| Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:		1,999
Corporate notes and bonds \| Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents:		$ 0

Costs to Obtain and Fulfill a Contract - Narrative (Details) - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024
Capitalized Contract Cost [Line Items]
Deferred commissions	$ 188,444	$ 177,562
Connected Device Costs
Capitalized Contract Cost [Line Items]
Capitalized contract cost	$ 345,700	$ 334,800

Costs to Obtain and Fulfill a Contract - Schedule of Capitalized and Amortized Commission Costs (Details) - Commission Costs - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Capitalized Contract Cost [Line Items]
Capitalized commission costs	$ 19,641	$ 22,502	$ 37,689	$ 39,489
Amortization expense	$ 13,876	$ 12,942	$ 26,807	$ 26,411

Costs to Obtain and Fulfill a Contract - Schedule of Capitalized and Amortized Connected Device Costs (Details) - Connected Device Costs - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Capitalized Contract Cost [Line Items]
Capitalized connected device costs	$ 33,655	$ 40,655	$ 67,369	$ 71,230
Amortization expense	$ 28,827	$ 22,698	$ 56,482	$ 43,567

Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023	Feb. 03, 2024
Property, Plant and Equipment [Line Items]
Total gross property and equipment	$ 118,349		$ 118,349		$ 106,692
Accumulated depreciation and amortization	(60,793)		(60,793)		(51,723)
Property and equipment, net	57,556		57,556		54,969
Computers and equipment
Property, Plant and Equipment [Line Items]
Total gross property and equipment	4,134		4,134		1,758
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total gross property and equipment	50,667		50,667		50,524
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total gross property and equipment	22,359		22,359		22,273
Internal-use software development costs
Property, Plant and Equipment [Line Items]
Total gross property and equipment	41,189		41,189		$ 32,137
Share-based payment arrangement, amount capitalized	$ 1,100	$ 700	$ 2,300	$ 1,200

Balance Sheet Components - Depreciation and Amortization of Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Disclosure Text Block Supplement [Abstract]
Depreciation and amortization expense	$ 4,633	$ 3,709	$ 9,088	$ 7,193

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations - Schedule of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 300,202	$ 219,257	$ 580,928	$ 423,577
Subscription revenue
Disaggregation of Revenue [Line Items]
Total revenue	295,324	215,179	571,518	414,663
Other revenue
Disaggregation of Revenue [Line Items]
Total revenue	$ 4,878	$ 4,078	$ 9,410	$ 8,914

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023	Feb. 03, 2024
Disaggregation of Revenue [Line Items]
Allowance for credit losses	$ 7.6		$ 7.6		$ 7.8
Credit loss expense	1.0	$ 1.2	3.2	$ 0.7
Allowance for doubtful accounts, writeoff	1.7	$ 1.0	3.4	$ 2.0
Remaining performance obligation, amount	2,293.1		2,293.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-08-04
Disaggregation of Revenue [Line Items]
Remaining performance obligation, amount	$ 1,088.2		$ 1,088.2
Remaining performance obligation, period (in months)	12 months		12 months

Revenue, Accounts Receivable, Deferred Revenue, and Remaining Performance Obligations - Schedule of Deferred Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Contract with Customer, Liability [Roll Forward]
Deferred revenue, beginning of period	$ 588,017	$ 449,943	$ 565,486	$ 426,565
Deferred revenue, end of period	622,722	477,037	622,722	477,037
Revenue recognized in the period from beginning deferred revenue balance	$ 270,053	$ 195,160	$ 331,754	$ 232,793

Leases - Narrative (Details) - USD ($)	6 Months Ended
Leases - Narrative (Details) - USD ($)	Aug. 03, 2024	Feb. 03, 2024
Lessee, Lease, Description [Line Items]
Increase (decrease) in operating lease, right-of-use asset	$ 0
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other assets, non-current	Other assets, non-current
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accrued expenses and other current liabilities	Accrued expenses and other current liabilities
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other liabilities, non-current	Other liabilities, non-current
Finance lease, liability	$ 0	$ 0
Finance lease, right-of-use asset	$ 0	$ 0
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, remaining lease term (in years)	1 year
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, remaining lease term (in years)	7 years

Leases - Operating Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Leases [Abstract]
Operating lease cost	$ 5,700	$ 6,015	$ 11,397	$ 12,290
Short-term lease cost	182	382	389	747
Sublease income	(345)	(184)	(690)	(438)
Total lease cost	$ 5,537	$ 6,213	$ 11,096	$ 12,599

Leases - Schedule of Supplemental Information Related to Operating Leases (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Leases [Abstract]
Cash paid for amounts in the measurement of operating lease liabilities—operating cash flows	$ 7,021	$ 6,778	$ 13,933	$ 13,427

Leases - Schedule of Weighted Average Remaining Lease Term and Discount Rate (Details)	Aug. 03, 2024	Feb. 03, 2024
Leases [Abstract]
Weighted-average remaining lease term—operating leases (in years)	5 years 8 months 12 days	5 years 10 months 24 days
Weighted-average discount rate—operating leases	4.88%	4.73%

Leases - Schedule of Future Minimum Lease Payments (Details) $ in Thousands	Aug. 03, 2024 USD ($)
Leases [Abstract]
Remainder of 2025	$ 13,479
2026	20,595
2027	14,466
2028	12,596
2029	12,984
2030 and thereafter	30,632
Total future minimum lease payments	104,752
Less: imputed interest	(14,512)
Total operating lease liabilities	$ 90,240

Commitments and Contingencies (Details) - USD ($) $ in Millions	Aug. 03, 2024	Feb. 03, 2024
Commitments and Contingencies Disclosure [Abstract]
Letters of credit outstanding, amount	$ 17.3	$ 17.7

Equity - Narrative (Details) $ in Millions	6 Months Ended		12 Months Ended
Equity - Narrative (Details) $ in Millions	Aug. 03, 2024 USD ($) plan shares	Jul. 29, 2023 USD ($) shares	Feb. 03, 2024 shares	Jan. 28, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of equity incentive plans \| plan	2
Intrinsic value of shares exercised \| $	$ 11.1	$ 7.0
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost not yet recognized, amount \| $	$ 0.6
Cost not yet recognized, period for recognition	1 month 6 days
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Cost not yet recognized, amount \| $	$ 574.3
Cost not yet recognized, period for recognition	1 year 3 months 18 days
Award vesting period	4 years			4 years
RSUs \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			3 years
RSUs \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			4 years
Employee stock purchase plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for future issuance, annual evergreen increase (in shares)	5,459,735
Cost not yet recognized, amount \| $	$ 7.1
Cost not yet recognized, period for recognition	7 months 6 days
Purchase price of common stock	85.00%
Offering period	12 months
Purchase period	6 months
Common stock purchases (in shares)	616,193	1,152,816
Common stock purchases \| $	$ 16.1	$ 13.0
Employee stock purchase plan \| 2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%
Employee stock purchase plan \| First Purchase Period
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	6 months
Employee stock purchase plan \| Second Purchase Period
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	1 year
Employee stock purchase plan \| Minimum \| 2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	6 months	6 months
Employee stock purchase plan \| Maximum \| 2021 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	1 year	1 year
Common Class A
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, outstanding (in shares)	224,050,531		200,989,931
Common stock, issued (in shares)	224,050,531		200,989,931
Common Class A \| Shares available for future grants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for future issuance, annual evergreen increase (in shares)	27,298,676
Common Class B
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, outstanding (in shares)	332,310,673		344,983,598
Common stock, issued (in shares)	332,310,673		344,983,598
Common Class C
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, outstanding (in shares)	0		0
Common stock, issued (in shares)	0		0

Equity - Schedule of Reserved Shares of Common Stock for Future Issuance (Details) - shares	Aug. 03, 2024	Feb. 03, 2024
Class of Stock [Line Items]
Total shares of common stock reserved for future issuance	149,104,879	126,734,143
Options outstanding \| 2015 Equity Incentive Plan
Class of Stock [Line Items]
Total shares of common stock reserved for future issuance	5,854,565	6,165,885
RSUs outstanding \| 2015 Equity Incentive Plan
Class of Stock [Line Items]
Total shares of common stock reserved for future issuance	3,034,669	6,654,559
RSUs outstanding \| 2021 Equity Incentive Plan
Class of Stock [Line Items]
Total shares of common stock reserved for future issuance	28,293,217	28,716,715
Shares available for future grants \| 2021 Equity Incentive Plan \| Common Class A
Class of Stock [Line Items]
Total shares of common stock reserved for future issuance	90,202,920	68,321,018
Shares available for future issuance \| 2021 Employee Stock Purchase Plan
Class of Stock [Line Items]
Total shares of common stock reserved for future issuance	21,719,508	16,875,966

Equity - Schedule of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Aug. 03, 2024	Feb. 03, 2024
Number of Shares
Balance at beginning of period (in shares)	6,165,885
Granted (in shares)	0
Exercised (in shares)	(311,320)
Forfeited, canceled, or expired (in shares)	0
Balance at end of period (in shares)	5,854,565	6,165,885
Exercisable at end of period (in shares)	5,663,860
Weighted-Average Exercise Price
Balance at beginning of period (in dollars per share)	$ 5.07
Granted (in dollars per share)	0
Exercised (in dollars per share)	2.64
Forfeited, canceled, or expired (in dollars per share)	0
Balance at end of period (in dollars per share)	5.20	$ 5.07
Exercisable at end of period (in dollars per share)	$ 5.13
Stock Options, Additional Disclosures
Weighted-average remaining contractual term, outstanding	5 years 2 months 12 days	5 years 8 months 12 days
Weighted-average remaining contractual term, exercisable	5 years 2 months 12 days
Aggregate intrinsic value, outstanding	$ 176,773	$ 169,153
Aggregate intrinsic value, exercisable	$ 171,470

Equity - Schedule of RSU Activity (Details) - RSUs	6 Months Ended
Equity - Schedule of RSU Activity (Details) - RSUs	Aug. 03, 2024 $ / shares shares
Number of Shares
Balance at beginning of period (in shares) \| shares	35,371,274
Granted (in shares) \| shares	9,104,540
Vested (in shares) \| shares	(9,460,162)
Forfeited (in shares) \| shares	(3,687,766)
Balance at end of period (in shares) \| shares	31,327,886
Weighted-Average Grant-Date Fair Value
Balance at beginning of period (in dollars per share) \| $ / shares	$ 15.17
Granted (in dollars per share) \| $ / shares	33.77
Vested (in dollars per share) \| $ / shares	15.82
Forfeited (in dollars per share) \| $ / shares	15.76
Balance at end of period (in dollars per share) \| $ / shares	$ 20.31

Equity - Schedule of Weighted Average Assumptions Used To Estimate The Fair Value (Details) - Employee stock purchase plan - 2021 Employee Stock Purchase Plan	6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	53.20%	66.90%
Expected volatility	57.40%	72.50%
Risk-free interest rate	5.20%	5.20%
Risk-free interest rate	5.40%	5.40%
Expected dividend yield	0.00%	0.00%
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	6 months	6 months
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (years)	1 year	1 year

Equity - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 71,604	$ 59,656	$ 136,260	$ 112,604
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	3,218	3,056	6,148	5,762
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	25,977	22,524	49,376	42,855
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	21,386	17,337	39,878	32,579
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	21,023	16,739	40,858	31,408
Stock options
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	773	775	1,557	1,586
RSUs
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	67,630	55,674	128,498	105,090
Employee stock purchase plan
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 3,201	$ 3,207	$ 6,205	$ 5,928

Income Taxes (Details) - USD ($)	3 Months Ended		6 Months Ended
Income Taxes (Details) - USD ($)	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	(2.10%)	(0.70%)	(1.40%)	(1.10%)
Provision for income taxes	$ 1,042,000	$ 434,000	$ 1,418,000	$ 1,361,000
Unrecognized tax benefits that would impact effective tax rate	0		0
Amount of expected significant change in unrecognized tax benefit	$ 0		$ 0

Net Loss Per Share, Basic and Diluted - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Numerator:
Net loss attributable to common stockholders	$ (49,610)	$ (59,968)	$ (105,899)	$ (127,824)
Net loss attributable to common stockholders	$ (49,610)	$ (59,968)	$ (105,899)	$ (127,824)
Denominator:
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares)	553,917,926	531,751,683	551,285,115	529,077,540
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares)	553,917,926	531,751,683	551,285,115	529,077,540
Net loss per share attributable to common stockholders, basic (in dollars per share)	$ (0.09)	$ (0.11)	$ (0.19)	$ (0.24)
Net loss per share attributable to common stockholders, diluted (in dollars per share)	$ (0.09)	$ (0.11)	$ (0.19)	$ (0.24)

Net Loss Per Share, Basic and Diluted - Schedule of Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss per Share (Details) - shares	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	37,895,430	53,773,717	37,895,430	53,773,717
Outstanding stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	5,854,565	6,573,583	5,854,565	6,573,583
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	31,327,886	46,351,211	31,327,886	46,351,211
Employee stock purchase rights under the 2021 ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	712,979	848,923	712,979	848,923

Segment Information - Narrative (Details)	6 Months Ended
Segment Information - Narrative (Details)	Aug. 03, 2024 segment
Segment Reporting [Abstract]
Number of operating segments	1
Number of reportable segments	1

Segment Information - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 03, 2024	Jul. 29, 2023	Aug. 03, 2024	Jul. 29, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 300,202	$ 219,257	$ 580,928	$ 423,577
United States
Disaggregation of Revenue [Line Items]
Total revenue	260,430	192,278	503,450	372,919
Other
Disaggregation of Revenue [Line Items]
Total revenue	$ 39,772	$ 26,979	$ 77,478	$ 50,658

Segment Information - Schedule of Long-lived Assets by Geographic Areas (Details) - USD ($) $ in Thousands	Aug. 03, 2024	Feb. 03, 2024
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets, net	$ 130,173	$ 136,943
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets, net	124,441	129,988
Other
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets, net	$ 5,732	$ 6,955