0001653482FALSE00016534822025-02-282025-02-28

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________________ 
FORM 8-K
______________________________  
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 28, 2025
______________________________
GITLAB INC.
(Exact name of Registrant as Specified in Its Charter)
____________________________________ 
Delaware001-4089547-1861035
(State or Other Jurisdiction of Incorporation)(Commission File Number)(IRS Employer Identification No.)
Address Not Applicable1
 
Zip Code Not Applicable1
(Address of Principal Executive Offices) (Zip Code)
 Registrant’s Telephone Number, Including Area Code: Not Applicable
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

Title of each class		 Trading
Symbol(s)		 
Name of each exchange on which registered
Class A Common Stock, par value $0.0000025 per share GTLB 
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
__________________________
1 We are a remote-only company. Accordingly, we do not maintain a headquarters. For purposes of compliance with applicable requirements of the Securities Act and Securities Exchange Act of 1934, as amended, any stockholder communication required to be sent to our principal executive offices may be directed to the agent for service of process at Corporation Service Company, 251 Little Falls Drive, Wilmington, Delaware 19808, or to the email address: reach.gitlab@gitlab.com.


Item 2.02 Results of Operations and Financial Condition.
On March 3, 2025, GitLab Inc. (the “Company”) issued a press release announcing its financial results for the full fiscal year 2025 and the quarter ended January 31, 2025. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is furnished herewith as Exhibit 99.1. The Company also announced that it would hold a conference call to discuss its financial results for the full fiscal year 2025 and the fourth quarter ended January 31, 2025.
The Company makes reference to non-GAAP financial information in the Company’s press release and the webcast call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.
The information contained herein, including the accompanying Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officer; Compensatory Arrangements of Certain Officers.
On February 28, 2025, the board of directors (the “Board”) of the Company appointed David Henshall as a Class I director and as a member of the Audit Committee, effective March 3, 2025. Mr. Henshall replaces Godfrey Sullivan on the Audit Committee. Mr. Sullivan will continue as a member of the Board.
Mr. Henshall served as President and Chief Executive Officer and as a member of the board of directors of Citrix Systems, Inc., or Citrix, from 2017 to 2021. Prior to this role, he served in various other roles at Citrix, including Chief Financial Officer and Chief Operating Officer, among others, beginning in 2003. Before joining Citrix, he served as Chief Financial Officer of Rational Software Corporation, a software company acquired by IBM Corporation and held various finance positions at Cypress Semiconductor and Samsung. Mr. Henshall currently serves on the board of directors at HashiCorp, an infrastructure lifecycle management and security lifecycle management company, Blackline Systems, Inc., a cloud-based services company for financial close process management, Aspen Technology, Inc. is an industrial software asset design operation and maintenance lifecycle company, and Feedzai an AI-native fraud prevention solutions company. Mr. Henshall holds a B.S. in Business Administration from the University of Arizona and a Masters in Business Administration from Santa Clara University.
In connection with Mr. Henshall’s appointment as a non-employee director of the Board, he will receive a pro rata portion of the $35,000 annual retainer for service as a director for the remaining portion of the year, and a pro rata portion of the $10,000 annual retainer for service as a member of the Audit Committee for the remaining portion of the year, each in accordance with the Company’s existing compensation policy for non-employee directors. In addition, the Board granted to Mr. Henshall, effective March 3, 2025, (i) restricted stock units (“RSUs”) with an aggregate value of $250,000, which will vest as to one-third of the RSUs on each of the first three anniversaries following the grant date, and (ii) RSUs (the “Prorated Annual Grants”) with an aggregate value of approximately $55,000, which will vest on the earlier of (x) the Company’s 2025 Annual Meeting and (y) June 11, 2025 (which is the one-year anniversary of the Company’s 2024 Annual Meeting), in each case, subject to his continued service to the Company.
The Company has entered into its standard form of indemnification agreement with Mr. Henshall. The form of the indemnification agreement was previously filed by the Company as Exhibit 10.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on September 17, 2021 and incorporated by reference herein.
There are no arrangements or understandings between Mr. Henshall and any other persons pursuant to which Mr. Henshall was selected as a member of the Board. There are also no family relationships between Mr. Henshall
and any director or executive officer of the Company, nor does Mr. Henshall have a direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On March 3, 2025, the Company posted supplemental investor materials on the Investors Relations section of its website, available at ir.gitlab.com. The Company announces material information to the public through filings with the Securities and Exchange Commission, the investor relations page on the Company’s website, press releases, public conference calls, webcasts, the Company’s X (Twitter) account (@gitlab), the Company’s Facebook page, the Company’s LinkedIn page, the Company’s news site, available at https://about.gitlab.com/press/, and blog posts on the Company’s corporate blog at https://about.gitlab.com/blog/ in order to achieve broad, non-exclusionary distribution of information to the public and for complying with its disclosure obligations under Regulation FD.
The information disclosed by the foregoing channels could be deemed to be material information. As such, the Company encourages investors, the media and others to follow the channels listed above and to review the information disclosed through such channels.
Any updates to the list of disclosure channels through which the Company announces information will be posted on the investor relations page on the Company’s website.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.Description
104Cover Page Interactive Data File (formatted as Inline XBRL).




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
GitLab Inc.
Dated: March 3, 2025
By: /s/ Brian Robins
  
Brian Robins
Chief Financial Officer

gitlablogo.jpg
Exhibit 99.1
GitLab Reports Fourth Quarter and Full Fiscal Year 2025 Financial Results


Fourth Quarter Fiscal Year 2025 Highlights:
•Total revenue of $211.4 million, up 29% year-over-year
•GAAP operating margin of (7)%; non-GAAP operating margin of 18%
•Operating cash flow of $63.2 million and non-GAAP adjusted free cash flow of $62.1 million

Fiscal Year 2025 Highlights:
•Total revenue of $759.2 million, up 31% year-over-year
•GAAP operating margin of (18)%; non-GAAP operating margin of 10%
•Operating cash flow of $(64.0) million and non-GAAP adjusted free cash flow of $120.0 million

San Francisco (March 03, 2025) -All-Remote-GitLab Inc. (NASDAQ: GTLB), the most comprehensive AI-powered DevSecOps platform, today reported financial results for its fourth quarter and full fiscal year of 2025, ended January 31, 2025.

“This quarter’s results demonstrate the power of GitLab’s innovative DevSecOps platform,” said Bill Staples, GitLab chief executive officer. “AI is fundamentally changing the software development landscape. With the GitLab platform and GitLab Duo, customers can leverage AI that fully takes advantage of the GitLab platform which ensures their software quality, security, privacy, compliance, and governance requirements are met to deliver secure software faster.”

“We reported a very strong fourth quarter for fiscal year 2025 highlighted by 29% year-over-year revenue growth and meaningful operating margin expansion,” said Brian Robins, GitLab chief financial officer. “In particular, we saw significant demand from our enterprise customers who see GitLab as their trusted DevSecOps partner, helping them to deliver on some of their most complex software demands.”

GitLab Names Chief Revenue Officer

GitLab announced that Ian Steward will join the company as Chief Revenue Officer (CRO), effective May 3, 2025. Steward joins from Tricentis, where he serves as CRO. He has spent his career driving revenue growth with a strong analytical and operational bias. He brings a wealth of experience working with developers and IT organizations to help them realize value.

Interim CRO, and Chief Marketing and Strategy Officer Ashley Kramer will remain in her roles through the end of Q1 FY26, enabling a smooth transition. We are grateful for Ashley’s many contributions over the past three years and wish her continued success.

GitLab Appoints New Member to Board of Directors

The company announced the appointment of David Henshall to its board of directors on March 3, 2025. Henshall will also join the board’s Audit Committee. Henshall served as President and Chief Executive Officer and as a member of the board of directors of Citrix Systems, Inc., from 2017 to 2021. Prior to this role, he served in various other roles at Citrix, including Chief Financial Officer and Chief Operating Officer, during his 18-year tenure at the company. For more information on GitLab’s Board of Directors, please visit https://about.gitlab.com/company/team/board-of-directors/.

Fourth Quarter Fiscal Year 2025 Financial Highlights (in millions, except per share data and percentages):

Q4 FY 2025Q4 FY 2024Y/Y Change
Revenue$211.4 $163.8 29 %
GAAP Gross margin89 %90 %
Non-GAAP Gross margin91 %92 %

GAAP Operating margin(7)%(21)%
Non-GAAP Operating margin18 %8 %
GAAP Operating loss$(15.4)$(34.9)$19.5 
Non-GAAP Operating income$37.4 $13.2 $24.2 
GAAP Net income (loss) attributable to GitLab$10.8 $(36.9)$47.7 
Non-GAAP Net income attributable to GitLab$56.7 $25.0 $31.7 
GAAP Net income (loss) per share attributable to GitLab, basic$0.07 $(0.24)$0.31 
GAAP Net income (loss) per share attributable to GitLab, diluted$0.06 $(0.24)$0.30 
Non-GAAP Net income per share attributable to GitLab, basic$0.35 $0.16 $0.19 
Non-GAAP Net income per share attributable to GitLab, diluted$0.33 $0.15 $0.18 
GAAP net cash provided by operating activities$63.2 $24.9 $38.3 
Non-GAAP adjusted free cash flow$62.1 $24.5 $37.6 

Fiscal Year 2025 Financial Highlights (in millions, except per share data and percentages):

FY 2025FY 2024Y/Y Change
Revenue$759.2 $579.9 31 %
GAAP Gross margin89 %90 %
Non-GAAP Gross margin91 %91 %
GAAP Operating margin(18)%(32)%
Non-GAAP Operating margin10 %(0.2)%
GAAP Operating loss$(138.8)$(187.4)$48.6 
Non-GAAP Operating income (loss)$77.6 $(1.4)$79.0 
GAAP Net loss attributable to GitLab$(2.4)$(425.7)$423.3 
Non-GAAP Net income attributable to GitLab$124.8 $32.6 $92.2 
GAAP Net loss per share attributable to GitLab, basic$(0.02)$(2.76)$2.74 
GAAP Net loss per share attributable to GitLab, diluted$(0.02)$(2.76)$2.74 
Non-GAAP Net income per share attributable to GitLab, basic$0.78 $0.21 $0.57 
Non-GAAP Net income per share attributable to GitLab, diluted$0.74 $0.20 $0.54 
GAAP net cash provided by (used in) operating activities$(64.0)$35.0 $(99.0)
Non-GAAP adjusted free cash flow$120.0 $33.4 $86.6 

A reconciliation between GAAP and non-GAAP financial measures is contained in this release under the section titled “Non-GAAP Financial Measures.”


Additional Financial Highlights:

•Customers with more than $5,000 of ARR reached 9,893, an increase of 15% year-over-year.
•Customers with more than $100,000 of ARR reached 1,229, an increase of 29% year-over-year.
•Customers with more than $1M of ARR increased to 123, up 28% from Q4 of fiscal year 2024.
•Dollar-Based Net Retention Rate was 123%.
•Total RPO grew 40% year-over-year to $945.0 million, while cRPO grew 35% to $579.2 million.

Business Highlights:

•Announced the general availability of GitLab Duo Self-Hosted, which allows customers to maintain full control over their data privacy, security, and the deployment of LLMs.
•Announced the private beta of GitLab Duo Workflow.
•Recognized as a Gartner® Peer Insights™ Customers’ Choice in the 2025 Voice of the Customer for DevOps Platforms Report1.
•Named Ian Steward as Chief Revenue Officer (CRO), effective May 3, 2025.
•Announced the appointment of David Henshall to GitLab’s board of directors.

First Quarter and Fiscal Year 2026 Financial Outlook

This afternoon’s first quarter and fiscal year 2026 financial outlook applies a new 22% long-term non-GAAP projected tax rate. This rate reflects the new location of GitLab’s intellectual property in the U.S. following the conclusion of our bilateral advance pricing agreement. It does not imply an incremental increase in our actual cash taxes paid. This rate could change for various reasons including significant changes in our geographic earnings mix, tax law or tax rate changes in the jurisdictions in which we operate.

For the first quarter and fiscal year 2026, GitLab Inc. expects (in millions, except share and per share data):
Q1 FY 2026 GuidanceFY 2026 Guidance
Revenue$212.0 - $213.0$936 - $942
Non-GAAP operating income$21.0 - $22.0$109 - $114
Non-GAAP diluted net income per share assuming approximately 172 million and 173 million weighted average shares outstanding during Q1 FY 2026 and FY 2026, respectively.$0.14 - $0.15$0.68 - $0.72

These statements are forward-looking and actual results may differ materially as a result of many factors. Refer to the Forward-Looking Statements safe harbor below for information on the factors that could cause our actual results to differ materially from these forward-looking statements.

A reconciliation of GAAP to non-GAAP financial measures has been provided in the financial statement tables included in this press release. An explanation of these measures is also included below in Non-GAAP Financial Measures. We have not provided the most directly comparable GAAP financial guidance measures because certain items are out of our control or cannot be reasonably predicted. Accordingly, a reconciliation of non-GAAP guidance for operating income (loss) and net income (loss) per share to the corresponding GAAP measures is not available.
__________
1 Gartner®, Voice of the Customer for DevOps Platforms, Peer Contributors, 24 February 2025

GARTNER is a registered trademark and service mark of Gartner, Inc. and/or its affiliates in the U.S. and internationally, and PEER INSIGHTS is a registered trademark of Gartner, Inc. and/or its affiliates and are used herein with permission. All rights reserved.

Gartner Peer Insights content consists of the opinions of individual end users based on their own experiences, and should not be construed as statements of fact, nor do they represent the views of Gartner or its affiliates. Gartner does not endorse any vendor, product or service depicted in this content nor makes any warranties, expressed or implied, with respect to this content, about its accuracy or completeness, including any warranties of merchantability or fitness for a particular purpose.


The Gartner content described herein (the “Gartner Content”) represents research opinion or viewpoints published, as part of a syndicated subscription service, by Gartner, Inc. ("Gartner"), and is not a representation of fact. Gartner Content speaks as of its original publication date (and not as of the date of this Earnings Press Release), and the opinions expressed in the Gartner Content are subject to change without notice.

Revision of Previously Issued Financial Statements:
Certain prior period amounts included in this release have been revised. During the current reporting period, the Company identified certain prior period adjustments, including with respect to the recognition and presentation of liabilities incurred at the formation of our GitLab Information Technology (Hubei) Co., LTD Joint Venture in China (“JiHu”), for the FY 2023, FY 2024 and FY 2025 quarterly and annual financial statements. These revisions were not material to the prior periods and do not affect revenue, loss from operations, non-GAAP operating income, or non-GAAP net income. A quantification of the impact of these adjustments on each financial statement line item will be included in the Company's Annual Report on Form 10-K for the year ended January 31, 2025.

Conference Call Information

GitLab will host a conference call today, March 03, 2025, at 1:30 p.m. (PT) / 4:30 p.m. (ET) to discuss its fourth quarter and full fiscal year 2025 financial results and its guidance for the first quarter and full fiscal year 2026. Interested parties may register for the call in advance by visiting https://bit.ly/4ggCwB0. A live webcast of this conference call will be available on GitLab’s investor relations website (ir.gitlab.com), and a replay will also be archived on the website for one year.

About GitLab

GitLab is the most comprehensive AI-powered DevSecOps platform for software innovation. GitLab enables organizations to increase developer productivity, improve operational efficiency, reduce security and compliance risk, and accelerate digital transformation. More than 50 million registered users and more than 50% of the Fortune 100 trust GitLab to ship better, more secure software faster.


Non-GAAP Financial Measures

GitLab believes non-GAAP measures are useful in evaluating its operating performance. GitLab uses this supplemental information to evaluate its ongoing operations and for internal planning and forecasting purposes. GitLab believes that non-GAAP financial information, when taken collectively with its GAAP financial information, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool, and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. Reconciliations of non-GAAP financial measures to the most directly comparable financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. We define non-GAAP financial measures as GAAP measures, excluding certain items such as stock-based compensation expense, amortization of acquired intangible assets, foreign exchange (gain) loss, equity method investment loss and impairment, acquisition related expenses, changes in the fair value of acquisition related contingent consideration, charitable donation of common stock, restructuring charges, a non-recurring income tax adjustment related to bilateral advance pricing agreement (“BAPA”) negotiations, non-recurring charges associated with the formation of our GitLab Information Technology (Hubei) Co., LTD Joint Venture in China (“JiHu”), and other expenses that the Company believes are not indicative of its ongoing operations. Shares used for net income per share on a non-GAAP basis include incremental dilutive shares related to restricted stock units, options, and shares issuable under GitLab Inc.’s 2021 Employee Stock Purchase Plan that are anti-dilutive on a GAAP basis. A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures and not rely on any single financial measure to evaluate our business.

Adjusted Free Cash Flow

Adjusted free cash flow is a non-GAAP financial measure that we calculate as net cash provided by operating activities less cash used for purchases of property and equipment, plus any non-recurring income tax payments related to BAPA, plus any non-recurring payments related to the formation of JiHu. We believe that adjusted free cash flow is a useful indicator of liquidity that provides information to management and investors about the amount of cash generated from our operations that, after the investments in property and equipment, any non-recurring income tax payments related to BAPA, and any non-recurring payments related to the formation of JiHu, can be used for strategic initiatives, including investing in our business, and strengthening our financial position. One limitation of adjusted free cash flow is that it does not reflect our future contractual commitments. Additionally, adjusted free cash flow does not represent the total increase or decrease in our cash balance for a given period.

Forward-Looking Statements

This press release and the accompanying earnings call contain “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. Although we believe that the expectations reflected in the forward-looking statements contained in this release and the accompanying earnings call are reasonable, they are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause actual results or outcomes to be materially different from any future results or outcomes expressed or implied by the forward-looking statements. These risks, uncertainties, assumptions, and other factors include, but are not limited to the following:

• our ability to effectively manage our growth;
• our revenue growth rate in the future;
• our ability to achieve and sustain profitability, our business, financial condition, and operating results;
• security and privacy breaches;

• intense competition in our markets and loss of market share to our competitors;
• our ability to respond to rapid technological changes;
• the market for our services may not grow;
• a decline in our customer renewals and expansions;
• fluctuations in our operating results;
• our incorporation of artificial intelligence features into our products;
• our transparency;
• our publicly available company Handbook;
• customers staying on our free self-managed or SaaS product offering;
• our ability to accurately predict the long-term rate of customer subscription renewals or adoption, or the impact of these renewals and adoption;
• our hiring model;
• the effects of ongoing armed conflict in different regions of the world on our business; and
• general economic conditions (including changes in interest rates, inflation, uncertainty of the federal budget, increased volatility in the capital markets, and instability in the global banking sector) and slow or negative growth of our markets.

Further information on these and additional risks, uncertainties, and other factors that could cause actual outcomes and results to differ materially from those included in or contemplated by the forward-looking statements contained in this release are included under the caption “Risk Factors” and elsewhere in the filings and reports we make with the Securities and Exchange Commission. We do not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events, except as required by law.

Operating Metrics

Annual Recurring Revenue (“ARR”): We define annual recurring revenue as the annual run-rate revenue of subscription agreements, including our self-managed and SaaS offerings but excluding professional services, from all customers as measured on the last day of a given month. We calculate ARR by taking the monthly recurring revenue (“MRR”) and multiplying it by 12. MRR for each month is calculated by aggregating, for all customers during that month, monthly revenue from committed contractual amounts of subscriptions, including our self-managed license, self-managed subscription, and SaaS subscription offerings but excluding professional services.

Dollar-Based Net Retention Rate: We calculate Dollar-Based Net Retention Rate as of a period end by starting with our customers as of the 12 months prior to such period end (“Prior Period ARR”). We then calculate the ARR from these customers as of the current period end (“Current Period ARR”). The calculation of Current Period ARR includes any upsells, price adjustments, user growth within a customer, contraction, and attrition. We then divide the total Current Period ARR by the total Prior Period ARR to arrive at the Dollar-Based Net Retention Rate.



GitLab Inc.
Condensed Consolidated Balance Sheets
(in thousands, except per share data)
(unaudited)

January 31, 2025(1)
January 31, 2024(1)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents$227,649 $287,996 
Short-term investments764,728 748,289 
Accounts receivable, net of allowance for doubtful accounts of $991 and $673 as of January 31, 2025 and January 31, 2024, respectively264,565 166,731 
Deferred contract acquisition costs, current38,964 32,300 
Prepaid expenses and other current assets40,411 49,143 
Total current assets1,336,317 1,284,459 
Property and equipment, net4,013 2,954 
Operating lease right-of-use assets381 405 
Goodwill16,139 8,145 
Intangible assets, net17,834 1,733 
Deferred contract acquisition costs, non-current20,142 19,317 
Other non-current assets4,437 4,390 
TOTAL ASSETS$1,399,263 $1,321,403 
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable$7,519 $1,738 
Accrued expenses and other current liabilities50,788 301,262 
Accrued compensation and benefits40,233 35,809 
Deferred revenue, current442,599 338,348 
Total current liabilities541,139 677,157 
Deferred revenue, non-current26,369 23,794 
Other non-current liabilities6,557 14,060 
TOTAL LIABILITIES574,065 715,011 
STOCKHOLDERS’ EQUITY:
Preferred stock, $0.0000025 par value; 50,000 shares authorized as of January 31, 2025 and January 31, 2024; no shares issued and outstanding as of January 31, 2025 and January 31, 2024— — 
Class A Common stock, $0.0000025 par value; 1,500,000 shares authorized as of January 31, 2025 and January 31, 2024; 144,444 and 114,670 shares issued and outstanding as of January 31, 2025 and January 31, 2024, respectively— — 
Class B Common stock, $0.0000025 par value; 250,000 shares authorized as of January 31, 2025 and January 31, 2024; 19,469 and 42,887 shares issued and outstanding as of January 31, 2025 and January 31, 2024, respectively— — 
Additional paid-in capital1,952,031 1,718,661 
Accumulated deficit(1,163,722)(1,161,288)
Accumulated other comprehensive income (loss)(8,508)2,398 
Total GitLab stockholders’ equity779,801 559,771 
Noncontrolling interests45,397 46,621 
TOTAL STOCKHOLDERS’ EQUITY825,198 606,392 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$1,399,263 $1,321,403 
__________
(1) As of January 31, 2025 and January 31, 2024, the consolidated balance sheet includes assets of the consolidated variable interest entity, GitLab Information Technology (Hubei) Co., LTD (“JiHu”), of $46.5 million and $51.2 million, respectively, and liabilities of $10.3 million and $10.1 million, respectively. The assets of JiHu can be used only to settle obligations of JiHu and creditors of JiHu do not have recourse against the general credit of GitLab Inc.

GitLab Inc.
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited)

Three Months Ended January 31,Fiscal Year Ended January 31,
2025202420252024
Revenue:
Subscription—self-managed and SaaS$185,562 $142,026 $675,179 $506,306 
License—self-managed and other25,869 21,753 84,070 73,600 
Total revenue211,431 163,779 759,249 579,906 
Cost of revenue:
Subscription—self-managed and SaaS17,277 12,165 64,916 45,486 
License—self-managed and other5,592 3,824 20,224 14,222 
Total cost of revenue22,869 15,989 85,140 59,708 
Gross profit188,562 147,790 674,109 520,198 
Operating expenses:
Sales and marketing98,753 90,762 384,295 356,393 
Research and development62,885 52,388 239,652 200,840 
General and administrative42,370 39,523 188,985 150,405 
Total operating expenses204,008 182,673 812,932 707,638 
Loss from operations(15,446)(34,883)(138,823)(187,440)
Interest income10,292 11,813 47,735 39,114 
Other income (expense), net4,017 (11,451)9,187 (12,241)
Loss before income taxes and loss from equity method investment(1,137)(34,521)(81,901)(160,567)
Loss from equity method investment, net of tax— (1,416)— (3,824)
Provision for (benefit from) income taxes(11,344)2,035 (76,674)265,145 
Net income (loss)$10,207 $(37,972)$(5,227)$(429,536)
Net loss attributable to noncontrolling interest(577)(1,104)(2,793)(3,859)
Net income (loss) attributable to GitLab$10,784 $(36,868)$(2,434)$(425,677)
Net income (loss) per share attributable to GitLab Class A and Class B common stockholders:
Basic$0.07 $(0.24)$(0.02)$(2.76)
Diluted$0.06 $(0.24)$(0.02)$(2.76)
Weighted-average shares used to compute net income (loss) per share attributable to GitLab Class A and Class B common stockholders:
Basic163,055 156,601 160,580 154,283 
Diluted170,094 156,601 160,580 154,283 

GitLab Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)

Three Months Ended January 31,Fiscal Year Ended January 31,
2025202420252024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss), including amounts attributable to noncontrolling interest$10,207 $(37,972)$(5,227)$(429,536)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Stock-based compensation expense46,636 43,017 185,899 163,049 
Change in fair value of acquisition related contingent consideration— — 3,750 — 
Charitable donation of common stock2,956 2,675 11,827 10,700 
Amortization of intangible assets2,195 521 8,126 2,167 
Depreciation expense499 1,039 2,860 4,368 
Amortization of deferred contract acquisition costs14,064 12,397 49,714 43,463 
Loss from equity method investment— 776 — 3,824 
Impairment of equity method investment— 8,858 — 8,858 
Net amortization of premiums or discounts on short-term investments(3,813)(5,988)(16,746)(20,349)
Unrealized foreign exchange loss (gain), net(4,083)4,194 (9,526)4,833 
Other non-cash expense, net162 1,013 930 1,330 
Changes in assets and liabilities:
Accounts receivable(67,991)(31,050)(99,649)(36,341)
Prepaid expenses and other current assets5,927 (15,722)8,424 (23,688)
Deferred contract acquisition costs(22,421)(21,340)(58,127)(53,100)
Other non-current assets(1,034)865 (183)(309)
Accounts payable5,472 (3,219)5,505 (3,443)
Accrued expenses and other current liabilities(16,647)13,090 (257,261)259,445 
Accrued compensation and benefits13,558 12,331 4,743 15,173 
Deferred revenue74,240 50,189 108,743 79,347 
Other non-current liabilities3,295 (10,821)(7,773)5,249 
Net cash provided by (used in) operating activities63,222 24,853 (63,971)35,040 
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of short-term investments(204,304)(242,021)(707,698)(815,697)
Proceeds from maturities of short-term investments183,520 207,028 708,382 734,007 
Purchases of property and equipment(1,157)(329)(3,765)(1,598)
Payments for business combination, net of cash acquired— — (20,210)— 
Payments for asset acquisition— — (7,660)— 
Escrow payment related to business combination, after acquisition date— — — (2,500)
Other investing activities— (450)457 (450)
Net cash used in investing activities(21,941)(35,772)(30,494)(86,238)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from the issuance of common stock upon exercise of stock options, including early exercises, net of repurchases6,069 9,810 23,964 32,302 
Issuance of common stock under employee stock purchase plan5,624 5,182 13,556 12,933 
Settlement of acquisition related contingent cash consideration— — (4,900)— 
Net cash provided by financing activities11,693 14,992 32,620 45,235 
Impact of foreign exchange on cash and cash equivalents(1,957)(1,386)1,498 (3,943)
Net increase (decrease) in cash and cash equivalents51,017 2,687 (60,347)(9,906)

Cash and cash equivalents at beginning of period176,632 285,309 287,996 297,902 
Cash and cash equivalents at end of period$227,649 $287,996 $227,649 $287,996 

GitLab Inc.
Reconciliation of GAAP to Non-GAAP
(in thousands, except per share data)
(unaudited)

Three Months Ended January 31,Fiscal Year Ended January 31,
2025202420252024
 Gross profit on GAAP basis $188,562 $147,790 $674,109 $520,198 
 Gross margin on GAAP basis89 %90 %89 %90 %
Stock-based compensation expense1,998 1,640 7,922 6,400 
Amortization of acquired intangibles2,195 521 8,126 2,067 
Restructuring charges— — — 463 
 Gross profit on non-GAAP basis $192,755 $149,951 $690,157 $529,128 
 Gross margin on non-GAAP basis91 %92 %91 %91 %
 Sales and marketing on GAAP basis $98,753 $90,762 $384,295 $356,393 
Stock-based compensation expense(18,664)(17,184)(72,954)(68,766)
Restructuring charges— (188)(1,126)(3,811)
 Sales and marketing on non-GAAP basis $80,089 $73,390 $310,215 $283,816 
 Research and development on GAAP basis $62,885 $52,388 $239,652 $200,840 
Stock-based compensation expense(15,478)(13,887)(58,312)(50,804)
Restructuring charges— — (393)(2,119)
 Research and development on non-GAAP basis $47,407 $38,501 $180,947 $147,917 
 General and administrative on GAAP basis $42,370 $39,523 $188,985 $150,405 
Stock-based compensation expense(10,496)(10,306)(46,711)(37,079)
Amortization of acquired intangibles— — — (100)
Restructuring charges— — (377)(1,634)
Charitable donation of common stock(2,957)(2,675)(11,828)(10,700)
Changes in the fair value of acquisition related contingent consideration— — (3,750)— 
Acquisition related expenses(391)(1,314)(3,240)(1,314)
Other non-recurring charges (1)
(646)(404)(1,730)(817)
 General and administrative on non-GAAP basis $27,880 $24,824 $121,349 $98,761 
Loss from operations on GAAP basis $(15,446)$(34,883)$(138,823)$(187,440)
Stock-based compensation expense46,636 43,017 185,899 163,049 
Amortization of acquired intangibles2,195 521 8,126 2,167 
Restructuring charges— 188 1,896 8,027 
Charitable donation of common stock2,957 2,675 11,828 10,700 
Changes in the fair value of acquisition related contingent consideration— — 3,750 — 
Acquisition related expenses391 1,314 3,240 1,314 
Other non-recurring charges (1)
646 404 1,730 817 
Income (loss) from operations on non-GAAP basis $37,379 $13,236 $77,646 $(1,366)
Other income (expense), net on GAAP basis
$4,017 $(11,451)$9,187 $(12,241)
Impairment of equity method investment— 8,858 — 8,858 
Foreign exchange gains (losses), net
(3,860)2,611 (9,416)2,871 
          Other non-recurring charges (1)
$173 $173 $690 $701 
Other income, net on non-GAAP basis$330 $191 $461 $189 
Net income (loss) attributable to GitLab common stockholders on GAAP basis$10,784 $(36,868)$(2,434)$(425,677)
Stock-based compensation expense46,636 43,017 185,899 163,049 
Amortization of acquired intangibles2,195 521 8,126 2,167 
Restructuring charges— 188 1,896 8,027 

Charitable donation of common stock2,957 2,675 11,828 10,700 
Changes in the fair value of acquisition related contingent consideration— — 3,750 — 
Acquisition related expenses391 1,314 3,240 1,314 
Impairment of equity method investment— 8,858 — 8,858 
Loss from equity method investment, net of tax— 1,416 — 3,824 
Foreign exchange gains (losses), net(3,860)2,611 (9,416)2,871 
Income tax adjustment (1)
(3,222)735 (80,468)255,947 
Other non-recurring charges (1)
819 577 2,420 1,518 
Net income attributable to GitLab common stockholders on non-GAAP basis$56,700 $25,044 $124,841 $32,598 
GAAP net income (loss) per share, basic$0.07 $(0.24)$(0.02)$(2.76)
GAAP net income (loss) per share, diluted$0.06 $(0.24)$(0.02)$(2.76)
Non-GAAP net income per share, basic$0.35 $0.16 $0.78 $0.21 
Non-GAAP net income per share, diluted$0.33 $0.15 $0.74 $0.20 
Shares used in per share calculation - basic on GAAP basis163,055 156,601 160,580 154,283 
Effect of dilutive securities7,039 8,820 7,909 8,182 
Shares used in per share calculation - diluted on non-GAAP basis170,094 165,421 168,489 162,465 
(1) Other non-recurring charges and income tax adjustment consist primarily of one-time charges associated with the formation of Jihu and BAPA negotiations.



GitLab Inc.
Reconciliation of GAAP Cash Flow from Operating Activities to Adjusted Free Cash Flow
(in thousands)
(unaudited)

Three Months Ended January 31,Fiscal Year Ended January 31,
2025202420252024
Computation of adjusted free cash flow (1)
GAAP net cash provided by (used in) operating activities$63,222 $24,853 $(63,971)$35,040 
Less: Purchases of property and equipment(1,157)(329)(3,765)(1,598)
Add: Income tax payments related to BAPA— — 187,735 — 
Non-GAAP adjusted free cash flow$62,065 $24,524 $119,999 $33,442 
(1) No non-recurring payments related to the formation of JiHu were recorded during the periods presented.

Media Contact:
Lisa Boughner
VP, Global Communications
GitLab Inc.
press@gitlab.com

Investor Contact:
Kelsey Turcotte
VP, Investor Relations
GitLab Inc.
ir@gitlab.com


v3.25.0.1
Cover
Feb. 28, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 28, 2025
Entity Registrant Name GITLAB INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-40895
Entity Tax Identification Number 47-1861035
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A Common Stock, par value $0.0000025 per share
Trading Symbol GTLB
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001653482
Amendment Flag false
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