Netskope (NTSK) Registration Filing summary

Company overview and business model

• Provides cloud-native security, networking, and analytics solutions via a SaaS subscription model, targeting enterprises and government clients globally.

• Netskope One platform unifies security, networking, and analytics, leveraging proprietary AI/ML for real-time data protection and threat prevention.

• Customers typically sign 1–3 year contracts, with revenue recognized ratably; over 85% of ARR comes from customers with $100K+ ARR.

• Focuses on large and mid-market enterprises, with a land-and-expand strategy to increase product adoption within existing accounts.

• Channel partners, including VARs, MSPs, and system integrators, play a significant role in sales and delivery.

Financial performance and metrics

• ARR grew 33% YoY to $707M as of July 31, 2025; revenue for the six months ended July 31, 2025 was $328M, up 31% YoY.

• Net loss for the six months ended July 31, 2025 improved to $170M from $207M YoY; operating cash flow margin improved to 3% from (42%).

• Gross margin increased to 71% for the six months ended July 31, 2025; non-GAAP gross margin was 74%.

• Net retention rate rose to 118% as of July 31, 2025; gross retention rate was 96%.

• As of July 31, 2025, 4,317 customers (21% YoY growth), with 111 customers generating $1M+ ARR (37% of total ARR).

Use of proceeds and capital allocation

• Estimated net proceeds of $719.2M (or $828.2M if underwriters exercise option in full) at $16.00/share midpoint.

• Proceeds to be used for working capital, operating expenses, capital expenditures, tax withholding on RSU settlements, and potential acquisitions or investments.

• May use proceeds to repay convertible notes, but no current intent to do so.