iot-20240504

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 May 4, 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 June 4, 2024, there were 217,778,748 shares of the registrant’s Class A common stock, 333,027,410 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 May 4 , 202 4 and February 3 , 2024	4
	Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months Ended May 4 , 202 4 and April 29, 2023	5
	Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended May 4, 2024 and April 29, 2023	6
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended May 4, 2024 and April 29, 2023	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	31
PART II—OTHER INFORMATION
Item 1.	Legal Proceedings	32
Item 1A.	Risk Factors	32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32
Item 3.	Defaults Upon Senior Securities	32
Item 4.	Mine Safety Disclosures	32
Item 5.	Other Information	32
Item 6.	Exhibits	33
SIGNATURES		34

Table of Conten t s

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 Gaza, 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.

Table of Conten t s

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.

Table of Conten t s

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

SAMSARA INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)


	As of
	May 4, 2024		February 3, 2024
Assets
Current assets:
Cash and cash equivalents	$	162,466	$	135,536
Short-term investments	431,862		412,126
Accounts receivable, net	143,786		161,829
Inventories	30,510		22,238
Connected device costs, current	107,819		104,008
Prepaid expenses and other current assets	47,289		51,221
Total current assets	923,732		886,958
Restricted cash	19,202		19,202
Long-term investments	250,623		276,166
Property and equipment, net	55,913		54,969
Operating lease right-of-use assets	77,337		81,974
Connected device costs, non-current	233,030		230,782
Deferred commissions	182,679		177,562
Other assets, non-current	6,917		7,232
Total assets	$	1,749,433	$	1,734,845
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	41,228	$	46,281
Accrued expenses and other current liabilities	60,566		61,437
Accrued compensation and benefits	32,465		37,068
Deferred revenue, current	447,031		426,369
Operating lease liabilities, current	20,005		20,661
Total current liabilities	601,295		591,816
Deferred revenue, non-current	140,986		139,117
Operating lease liabilities, non-current	73,618		78,830
Other liabilities, non-current	9,646		9,935
Total liabilities	825,545		819,698
Commitments and contingencies (Note 9)

Stockholders’ equity:
Preferred stock, $0.0001 par value—400,000,000 shares authorized as of May 4, 2024 and February 3, 2024; zero shares issued and outstanding as of May 4, 2024 and February 3, 2024	—		—
Class A common stock, $0.0001 par value—4,000,000,000 shares authorized as of May 4, 2024 and February 3, 2024; 217,102,019 and 200,989,931 shares issued and outstanding as of May 4, 2024 and February 3, 2024, respectively	10		9
Class B common stock, $0.0001 par value—600,000,000 shares authorized as of May 4, 2024 and February 3, 2024; 333,703,139 and 344,983,598 shares issued and outstanding as of May 4, 2024 and February 3, 2024, respectively	23		23
Class C common stock, $0.0001 par value—1,200,000,000 shares authorized as of May 4, 2024 and February 3, 2024; zero shares issued and outstanding as of May 4, 2024 and February 3, 2024	—		—
Additional paid-in capital	2,435,213		2,368,597
Accumulated other comprehensive income	29		1,616
Accumulated deficit	(1,511,387)		(1,455,098)
Total stockholders’ equity	923,888		915,147
Total liabilities and stockholders’ equity	$	1,749,433	$	1,734,845

See accompanying notes to condensed consolidated financial statements.

Table of Conten t s

SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except share and per share data)

(Unaudited)


	Three Months Ended
		May 4, 2024		April 29, 2023
Revenue		$	280,726	$	204,320
Cost of revenue		68,625		57,557
Gross profit		212,101		146,763
Operating expenses:
Research and development		72,973		60,366
Sales and marketing		147,437		118,955
General and administrative		57,688		43,266



Total operating expenses		278,098		222,587
Loss from operations		(65,997)		(75,824)
Interest income and other income, net		10,084		8,895
Loss before provision for income taxes		(55,913)		(66,929)
Provision for income taxes		376		927
Net loss		$	(56,289)	$	(67,856)
Other comprehensive loss:
Foreign currency translation adjustments, net of tax		100		(913)
Unrealized losses on investments, net of tax		(1,687)		(41)
Other comprehensive loss		(1,587)		(954)
Comprehensive loss		$	(57,876)	$	(68,810)
Basic and diluted net loss per share:
Net loss per share attributable to common stockholders, basic and diluted		$	(0.10)	$	(0.13)

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted		548,652,306		526,403,398

See accompanying notes to condensed consolidated financial statements.

Table of Conten t s

SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In thousands, except share data)

(Unaudited)


		Three Months Ended May 4, 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 restricted stock units (“RSUs”)		4,531,330	1			—		—		—		1
Issuance of common stock in connection with equity compensation plans		300,299	—			808		—		—		808


Stock-based compensation expense		—	—			65,808		—		—		65,808
Other comprehensive loss		—	—			—		(1,587)		—		(1,587)
Net loss		—	—			—		—		(56,289)		(56,289)
Balance at May 4, 2024		550,805,158	$	33		$	2,435,213	$	29	$	(1,511,387)	$	923,888


		Three Months Ended April 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		4,115,374	—			—		—		—		—
Issuance of common stock in connection with equity compensation plans		235,811	—			115		—		—		115
Vesting of early exercised stock options		—	—			25		—		—		25

Stock-based compensation expense		—	—			53,246		—		—		53,246
Other comprehensive loss		—	—			—		(954)		—		(954)
Net loss		—	—			—		—		(67,856)		(67,856)
Balance at April 29, 2023		528,511,394	$	30		$	2,160,399	$	(1,606)	$	(1,236,228)	$	922,595

See accompanying notes to condensed consolidated financial statements.

Table of Conten t s

SAMSARA INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)


	Three Months Ended
	May 4, 2024		April 29, 2023
Operating activities
Net loss	$	(56,289)	$	(67,856)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	4,455		3,484
Stock-based compensation expense	64,656		52,948



Net accretion of discounts on investments	(3,993)		(4,219)




Other non-cash adjustments	1,330		(1,944)
Changes in operating assets and liabilities:
Accounts receivable, net	15,862		20,822
Inventories	(8,272)		8,168
Prepaid expenses and other current assets	3,932		(1,179)
Connected device costs	(6,059)		(9,707)
Deferred commissions	(5,117)		(3,518)
Other assets, non-current	315		533
Accounts payable and other liabilities	(9,664)		(8,511)
Deferred revenue	22,531		23,377
Operating lease right-of-use assets and liabilities, net	(17)		(1,944)
Net cash provided by operating activities	23,670		10,454
Investing activities
Purchase of property and equipment	(5,062)		(2,499)
Purchases of investments	(142,313)		(192,389)

Proceeds from maturities and redemptions of investments	150,426		177,159

Net cash provided by (used in) investing activities	3,051		(17,729)
Financing activities



Proceeds from issuance of common stock in connection with equity compensation plans	808		159






Payment of principal on finance leases	(496)		(448)
Net cash provided by (used in) financing activities	312		(289)
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash	(103)		146
Net increase (decrease) in cash, cash equivalents, and restricted cash	26,930		(7,418)
Cash, cash equivalents, and restricted cash, beginning of period	154,738		223,766
Cash, cash equivalents, and restricted cash, end of period	$	181,668	$	216,348
Supplemental disclosure of cash flow information
Cash paid for income taxes, net of refunds	$	415	$	104
Supplemental disclosures of non-cash investing and financing activities
Property and equipment accrued but not yet paid	$	257	$	227



Vesting of early exercised stock options	$	—	$	25

See accompanying notes to condensed consolidated financial statements.

Table of Conten t s

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 May 4, 2024 and the results of operations for the three months ended May 4, 2024 and April 29, 2023, and cash flows for the three months ended May 4, 2024 and April 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 months ended May 4, 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 three months ended May 4, 2024.

Recently Adopted Accounting Pronouncements—There were no new accounting pronouncements adopted during the three months ended May 4, 2024.

Table of Conten t s

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 May 4, 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 May 4, 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 May 4, 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
	May 4, 2024		February 3, 2024
Cash and cash equivalents	$	162,466	$	135,536
Restricted cash	19,202		19,202
Total cash, cash equivalents, and restricted cash	$	181,668	$	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
	May 4, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Investments
Commercial paper	$	81,367	$	—	$	—	$

SEC Form 10-Q filed by Samsara Inc.