UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended ~~October~~April 3130, ~~2025~~2026


☐			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: 001-32224

Salesforce, Inc.

(Exact name of Registrant as specified in its charter)


Delaware			94-3320693
(State or other jurisdiction of incorporation or organization)			(IRS Employer Identification No.)

Salesforce Tower

415 Mission Street, 3rd Fl

San Francisco, California 94105

(Address of principal executive offices)

Telephone Number: (415) 901-7000

(Registrant’s telephone number, including area code)


Securities registered pursuant to Section 12(b) of the Act
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	CRM	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 (the “Exchange Act”) 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 ¨

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 ¨

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	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

		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. ¨

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

As of ~~November~~May 2821, ~~2025~~2026, there were approximately ~~937~~819 million shares of the Registrant’s Common Stock outstanding.

Table of Contents

INDEX

		Page No.
	PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements:
	Condensed Consolidated Balance Sheets as of October 31, 2025 and January 31, 2025	3
	Condensed Consolidated Balance Sheets as of April 30, 2026 and January 31, 2026	3
	Condensed Consolidated Statements of Operations for the three and nine months ended October 31, 2025 and 2024	4
	Condensed Consolidated Statements of Operations for the three months ended April 30, 2026 and 2025	4
	Condensed Consolidated Statements of Comprehensive Income for the three and nine months ended October 31, 2025 and 2024	5
	Condensed Consolidated Statements of Comprehensive Income for the three months ended April 30, 2026 and 2025	5
	Condensed Consolidated Statements of Stockholders' Equity for the three and nine months ended October 31, 2025 and 2024	6
	Condensed Consolidated Statements of Stockholders' Equity for the three months ended April 30, 2026 and 2025	6
	Condensed Consolidated Statements of Cash Flows for the three and nine months ended October 31, 2025 and 2024	8
	Condensed Consolidated Statements of Cash Flows for the three months ended April 30, 2026 and 2025	7
	Notes to Condensed Consolidated Financial Statements	109
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4341
Item 4.	Controls and Procedures	4644
	PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	4745
Item 1A.	Risk Factors	4745
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	6965
Item 3.	Defaults Upon Senior Securities	6965
Item 4.	Mine Safety Disclosures	6965
Item 5.	Other Information	6965
Item 6.	Exhibits	6966
	Signatures	71
	Signature	68

Table of Contents

PART I.

ITEM 1. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Salesforce, Inc.

Condensed Consolidated Balance Sheets

(in millions)

	October 31, 2025		January 31, 2025
	April 30, 2026		January 31, 2026
Assets	(unaudited)
Current assets:
Cash and cash equivalents	$	8,~~978~~935	$	87,~~848~~327
Marketable securities	2,~~345~~902		52,~~184~~238
Accounts receivable, net	5,~~474~~080		1114,~~945~~339
Costs capitalized to obtain revenue contracts, net	12,~~835~~065		12,~~971~~075
Prepaid expenses and other current assets	2,~~431~~631		12,~~779~~243
Total current assets	21,~~063~~613		2928,~~727~~222
Property and equipment, net	3,~~147~~150		3,~~236~~120
Operating lease right-of-use assets, net	1,~~949~~889		2,~~157~~003
Noncurrent costs capitalized to obtain revenue contracts, net	2,~~293~~920		2,~~475~~985
Strategic investments	67,~~410~~772		47,~~852~~591
Goodwill	5259,~~457~~291		5157,~~283~~941
Intangible assets acquired through business combinations, net	36,~~491~~650		46,~~428~~815
Deferred tax assets and other assets, net	43,~~334~~395		43,~~770~~628
Total assets	$	95106,~~144~~680	$	~~102~~112,~~928~~305
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable, accrued expenses and other liabilities	$	56,~~850~~582	$	68,~~658~~253
Operating lease liabilities, current	~~564~~557		~~579~~548
Unearned revenue	1420,~~996~~363		2024,~~743~~317
Total current liabilities	21,410		27,980
Debt, current	0		4,000
Noncurrent debt	8,438		8,433
Total current liabilities	27,502		37,118
Noncurrent operating lease liabilities	2,137		2,380
Noncurrent debt	39,280		10,439
Other noncurrent liabilities	3,138		2,962
Noncurrent operating lease liabilities	2,047		2,189
Total liabilities	35,123		41,755
Other noncurrent liabilities	3,616		3,417
Total liabilities	72,445		53,163
Stockholders’ equity:
Common stock	1		1
Treasury stock, at cost	(2855,~~255~~028)		(1932,~~507~~228)
Additional paid-in capital	6764,~~448~~913		6468,~~576~~835
Accumulated other comprehensive income (loss)	154		(266)
Accumulated other comprehensive income	395		313
Retained earnings	2023,~~673~~954		1622,~~369~~221
Total stockholders’ equity	6034,~~021~~235		6159,~~173~~142
Total liabilities and stockholders’ equity	$	95106,~~144~~680	$	~~102~~112,~~928~~305

See accompanying Notes.

Table of Contents

Salesforce, Inc.

Condensed Consolidated Statements of Operations

(in millions, except per share data)

(unaudited)

3	Three Months Ended October 31,				Nine Months Ended October 31,
1			Three Months Ended April 30,
	2025		2024		2025		2024
					2026		2025
Revenues:
Subscription and support	$	~~9,726~~	$	~~8,879~~	$	2810,~~713~~593	$	269,~~228~~297
Professional services and other	~~533~~		~~565~~		~~1,611~~540		~~1,674~~532
Total revenues	~~10,259~~		~~9,444~~		3011,~~324~~133		279,~~902~~829
Cost of revenues (1)(2):
Subscription and support	~~1,665~~		~~1,501~~		41,~~921~~953		41,~~617~~611
Professional services and other	~~590~~		~~604~~		~~1,841~~617		~~1,809~~654
Total cost of revenues	~~2,255~~		~~2,105~~		62,~~762~~570		62,~~426~~265
Gross profit	~~8,004~~		~~7,339~~		238,~~562~~563		217,~~476~~564
Operating expenses (1)(2):
Research and development	~~1,433~~		~~1,356~~		41,~~374~~627		41,~~073~~460
Sales and marketing	~~3,456~~		~~3,323~~		103,~~328~~769		93,~~786~~429
General and administrative	~~667~~		~~711~~		~~2,098~~740		~~2,069~~697
Restructuring	~~260~~		56		~~300~~80		~~163~~36
Total operating expenses	~~5,816~~		~~5,446~~		176,~~100~~216		165,~~091~~622
Income from operations	~~2,188~~		~~1,893~~		62,~~462~~347		51,~~385~~942
Gains (losses) on strategic investments, net	263		(217)		206		(217)
Interest expense					(317)		(68)
Other income	61		70		224		282
Gains (losses) on strategic investments, net					558		(63)
Income before provision for income taxes	2,512		1,746		6,892		5,450
Other income					133		163
Provision for income taxes	(426)		(219)		(1,378)		(961)
Income before provision for income taxes					2,721		1,974
Net income	$	2,086	$	1,527	$	5,514	$	4,489
Provision for income taxes					(614)		(433)
Basic net income per share	$	2.20	$	1.60	$	5.77	$	4.66
Net income					$	2,107	$	1,541
Diluted net income per share	$	2.19	$	1.58	$	5.73	$	4.60
Basic net income per share					$	2.43	$	1.61
Shares used in computing basic net income per share	948		956		955		963
Diluted net income per share					$	2.42	$	1.59
Shares used in computing diluted net income per share	952		965		962		975
Shares used in computing basic net income per share					868		960
Shares used in computing diluted net income per share					871		970

(1) Amounts include amortization of intangible assets acquired through business combinations, as follows:

	Three Months Ended October 31,				Nine Months Ended October 31,
			Three Months Ended April 30,
	2025		2024		2025		2024
					2026		2025
Cost of revenues	$	~~156~~	$	~~131~~	$	~~468~~244	$	~~600~~162
Sales and marketing	~~230~~		~~223~~		~~693~~317		~~669~~233

(2) Amounts include stock-based compensation expense, as follows:

Three Months Ended October 31,

Nine Months Ended October 31,

Three Months Ended April 30,

2025

2024

2025

2024

2026

2025

Cost of revenues

~~129~~

~~135~~

~~406~~138

~~386~~151

Research and development

~~271~~

~~278~~

~~826~~310

~~814~~275

Sales and marketing

~~296~~

~~312~~

~~874~~320

~~911~~285

General and administrative

~~109~~

~~291~~102

~~267~~88

Restructuring

2910

215

See accompanying Notes.

Table of Contents

Salesforce, Inc.

Condensed Consolidated Statements of Comprehensive Income

(in millions)

(unaudited)

3	Three Months Ended October 31,				Nine Months Ended October 31,
1			Three Months Ended April 30,
	2025		2024		2025		2024
					2026		2025
Net income	$	~~2,086~~	$	~~1,527~~	$	52,~~514~~107	$	41,~~489~~541
Other comprehensive income, net of reclassification adjustments:
Foreign currency translation and other gains (losses)	94		4		~~384~~72		~~(23)~~110
Unrealized gains on marketable securities	16		9		44		27
Unrealized gains (losses) on marketable securities					(15)		31
Other comprehensive income, before tax	110		13		428		4
Cash flow hedges:
Tax effect	(3)		(2)		(8)		(4)
Changes in net unrealized gains (losses)					31		0
Other comprehensive income, net	107		11		420		0
Reclassification adjustment for net (gains) losses included in net income					(3)		0
Comprehensive income	$	2,193	$	1,538	$	5,934	$	4,489
Other comprehensive income, before tax					85		141
Tax effect					(3)		(5)
Other comprehensive income, net					82		136
Comprehensive income					$	2,189	$	1,677

See accompanying Notes.

Table of Contents

Salesforce, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(in millions)

(unaudited)

	Three and Nine Months Ended October 31, 2025
	Three Months Ended April 30, 2026
	Common Stock			Treasury Stock			AdditionalPaid-inCapital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		TotalStockholders’Equity
	Shares	Amount		Shares	Amount
Balance at January 31, 2025	1,056	$	1	(94)	$	(19,507)	$	64,576	$	(266)	$	16,369	$	61,173
Balance at January 31, 2026	1,073	$	1	(144)	$	(32,228)	$	68,835	$	313	$	22,221	$	59,142
Common stock issued	64	0		0	0		9735		0		0		9735
Common stock repurchased	0	0		(10)	(2,692)		0		0		0		(2,692)
Common stock withheld related to net share settlement of equity awards	0	0		0	0		(250)		0		0		(250)
Stock-based compensation	0	0		0	0		817		0		0		817
Common stock repurchased	0	0		(114)	(22,800)		(4,566)		0		0		(27,366)
Other comprehensive income, net of tax	0	0		0	0		0		136		0		136
Stock-based compensation	0	0		0	0		859		0		0		859
Cash dividends and dividend equivalents declared	0	0		0	0		0		0		(406)		(406)
Other comprehensive income, net of tax	0	0		0	0		0		82		0		82
Net income	0	0		0	0		0		0		1,541		1,541
Cash dividends and dividend equivalents declared	0	0		0	0		0		0		(374)		(374)
Balance at April 30, 2025	1,062	$	1	(104)	$	(22,199)	$	65,490	$	(130)	$	17,504	$	60,666
Net income	0	0		0	0		0		0		2,107		2,107
Common stock issued	5	0		0	0		427		0		0		427
Balance at April 30, 2026	1,077	$	1	(258)	$	(55,028)	$	64,913	$	395	$	23,954	$	34,235
Common stock withheld related to net share settlement of equity awards	0	0		0	0		(12)		0		0		(12)
Common stock repurchased	0	0		(8)	(2,209)		0		0		0		(2,209)
Stock-based compensation	0	0		0	0		796		0		0		796
Other comprehensive income, net of tax	0	0		0	0		0		177		0		177
Cash dividends and dividend equivalents declared	0	0		0	0		0		0		(404)		(404)
Net income	0	0		0	0		0		0		1,887		1,887
Balance at July 31, 2025	1,067	1		(112)	(24,408)		66,701		47		18,987		61,328
Common stock issued	2	0		0	0		52		0		0		52
Common stock withheld related to net share settlement of equity awards	0	0		0	0		(127)		0		0		(127)
Common stock repurchased	0	0		(15)	(3,847)		0		0		0		(3,847)
Stock-based compensation	0	0		0	0		822		0		0		822
Other comprehensive income, net of tax	0	0		0	0		0		107		0		107
Cash dividends and dividend equivalents declared	0	0		0	0		0		0		(400)		(400)
Net income	0	0		0	0		0		0		2,086		2,086
Balance at October 31, 2025	1,069	$	1	(127)	$	(28,255)	$	67,448	$	154	$	20,673	$	60,021


	Three Months Ended April 30, 2025
	Common Stock			Treasury Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Retained Earnings		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balance at January 31, 2025	1,056	$	1	(94)	$	(19,507)	$	64,576	$	(266)	$	16,369	$	61,173
Common stock issued	6	0		0	0		97		0		0		97
Common stock repurchased	0	0		(10)	(2,692)		0		0		0		(2,692)
Stock-based compensation	0	0		0	0		817		0		0		817
Other comprehensive income, net of tax	0	0		0	0		0		136		0		136
Cash dividends and dividend equivalents declared	0	0		0	0		0		0		(406)		(406)
Net income	0	0		0	0		0		0		1,541		1,541
Balance at April 30, 2025	1,062	$	1	(104)	$	(22,199)	$	65,490	$	(130)	$	17,504	$	60,666

See accompanying Notes.

Table of Contents

	Three and Nine Months Ended October 31, 2024
	Common Stock			Treasury Stock			AdditionalPaid-inCapital		Accumulated Other Comprehensive Loss		Retained Earnings		TotalStockholders’Equity
	Shares	Amount		Shares	Amount
Balance at January 31, 2024	1,035	$	1	(64)	$	(11,692)	$	59,841	$	(225)	$	11,721	$	59,646
Common stock issued	7	0		0	0		352		0		0		352
Common stock repurchased	0	0		(7)	(2,168)		0		0		0		(2,168)
Stock-based compensation	0	0		0	0		753		0		0		753
Other comprehensive loss, net of tax	0	0		0	0		0		(45)		0		(45)
Cash dividends declared	0	0		0	0		0		0		(388)		(388)
Net income	0	0		0	0		0		0		1,533		1,533
Balance at April 30, 2024	1,042	$	1	(71)	$	(13,860)	$	60,946	$	(270)	$	12,866	$	59,683
Common stock issued	5	0		0	0		384		0		0		384
Common stock repurchased	0	0		(18)	(4,322)		0		0		0		(4,322)
Stock-based compensation	0	0		0	0		813		0		0		813
Other comprehensive income, net of tax	0	0		0	0		0		34		0		34
Cash dividends declared	0	0		0	0		0		0		(388)		(388)
Net income	0	0		0	0		0		0		1,429		1,429
Balance at July 31, 2024	1,047	1		(89)	(18,182)		62,143		(236)		13,907		57,633
Common stock issued	3	0		0	0		148		0		0		148
Common stock repurchased	0	0		(5)	(1,232)		0		0		0		(1,232)
Stock-based compensation	0	0		0	0		823		0		0		823
Other comprehensive income, net of tax	0	0		0	0		0		11		0		11
Cash dividends declared	0	0		0	0		0		0		(385)		(385)
Net income	0	0		0	0		0		0		1,527		1,527
Balance at October 31, 2024	1,050	$	1	(94)	$	(19,414)	$	63,114	$	(225)	$	15,049	$	58,525

See accompanying Notes.

Table of Contents

Salesforce, Inc.

Condensed Consolidated Statements of Cash Flows

(in millions)

(unaudited)

Three Months Ended October 31,

Nine Months Ended October 31,

Three Months Ended April 30,

2025

2024

2025

2024

2026

2025

Operating activities:

Net income

~~2,086~~

~~1,527~~

52,~~514~~107

41,~~489~~541

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization (1)

~~851~~

~~814~~

~~2,511~~985

~~2,600~~843

Amortization of costs capitalized to obtain revenue contracts, net

~~548~~

~~525~~

~~1,637~~584

~~1,568~~545

Stock-based compensation expense

~~819~~

~~820~~

~~2,426~~857

~~2,380~~814

(Gains) losses on strategic investments, net

~~(263)~~

~~217~~

(~~206~~558)

~~217~~63

Changes in assets and liabilities, net of business combinations:

Accounts receivable, net

~~123~~

~~655~~

69,~~472~~431

67,~~681~~591

Costs capitalized to obtain revenue contracts, net

~~(548)~~

~~(430)~~

(~~1,319~~509)

(~~1,105~~365)

Prepaid expenses and other current assets and other assets

~~396~~

~~(272)~~

(~~117~~162)

(~~1,263~~481)

Accounts payable and accrued expenses and other liabilities

(1,~~224~~897)

(~~503~~1,007)

Operating lease liabilities

~~(137)~~

~~(144)~~

(~~415~~138)

(~~387~~124)

Unearned revenue

~~(1,559)~~

~~(1,761)~~

(53,~~747~~999)

(52,~~555~~944)

Net cash provided by operating activities

~~2,316~~

~~1,983~~

96,~~532~~701

96,~~122~~476

Investing activities:

Business combinations, net of cash acquired

~~(978)~~

~~(179)~~

(1,~~032~~452)

~~(517)~~0

Purchases of strategic investments

~~(1,123)~~

~~(67)~~

(~~1,446~~325)

(~~374~~149)

Sales of strategic investments

~~112~~415

~~118~~6

Purchases of marketable securities

~~(366)~~

~~(1,239)~~

(31,~~570~~089)

(52,~~041~~086)

Sales of marketable securities

~~2,605~~

~~554~~

~~4,189~~352

~~3,652~~405

Maturities of marketable securities

~~452~~

~~905~~

~~2,317~~61

~~2,439~~436

Capital expenditures

~~(139)~~

~~(204)~~

(~~453~~145)

(~~504~~179)

Net cash provided by (used in) investing activities

519

(217)

117

(227)

Net cash used in investing activities

(2,183)

(1,567)

Financing activities:

Repurchases of common stock

(3,801)

(1,285)

(8,659)

(7,753)

Proceeds from issuance of debt, net of issuance costs

24,842

Payments for taxes related to net share settlement of equity awards

(127)

(139)

Repurchases of common stock

(27,248)

(2,633)

Proceeds from employee stock plans

239

321

765

1,056

Payments for taxes related to net share settlement of equity awards

(250)

Principal payments on financing obligations

(160)

(100)

(438)

(505)

Proceeds from employee stock plans

230

294

Repayments of debt

(1,000)

Principal payments on financing obligations

(130)

(179)

Payments of dividends and dividend equivalents

~~(395)~~

~~(382)~~

(~~1,196~~365)

(~~1,154~~402)

Net cash used in financing activities

~~(4,244)~~

~~(1,446)~~

(92,~~667~~921)

(92,~~356~~920)

Effect of exchange rate changes

~~(5)~~

~~148~~11

~~(14)~~91

Net increase (decrease) in cash and cash equivalents

(1,387)

315

130

(475)

Net increase in cash and cash equivalents

1,608

2,080

Cash and cash equivalents, beginning of period

~~10,365~~

~~7,682~~

87,~~848~~327

8,~~472~~848

Cash and cash equivalents, end of period

~~8,978~~

~~7,997~~

8,~~978~~935

710,~~997~~928

(1) Includes amortization of intangible assets acquired through business combinations, depreciation and impairment of fixed assets and amortization and impairment of right-of-use assets.

See accompanying Notes.

Table of Contents

Salesforce, Inc.

Condensed Consolidated Statements of Cash Flows

Supplemental Cash Flow Disclosure

(in millions)

(unaudited)

	Three Months Ended October 31,				Nine Months Ended October 31,
			Three Months Ended April 30,
	2025		2024		2025		2024
					2026		2025
Supplemental cash flow disclosure:
Cash paid during the period for:
Interest	$	28	$	28	$	~~143~~87	$	~~146~~28
Income taxes, net of tax refunds	$	~~133~~	$	~~471~~	$	~~1,123~~239	$	~~1,388~~99

See accompanying Notes.

Table of Contents

Salesforce, Inc.

Notes to Condensed Consolidated Financial Statements

1. Summary of Business and Significant Accounting Policies

Description of Business

Salesforce, Inc. (the “Company”) is a global leader in customer relationship management technology that brings companies and customers together. With the deeply unified ~~Salesforce~~Agentforce 360 Platform, the Company delivers a single source of truth, connecting customer data with integrated artificial intelligence (“AI”) across systems, apps and devices to help companies sell, service, market and conduct commerce from anywhere. ~~During~~The ~~the third quarter of fiscal 2025, the~~ Company ~~introduced~~offers Agentforce, a ~~new~~ layer of the trusted ~~Salesforce~~Agentforce 360 Platform, that enables companies to build and deploy AI agents that can respond to inputs, make decisions and take action autonomously across business functions. Agentforce includes a suite of customizable agents for use across sales, service, marketing and commerce. Since its founding in 1999, the Company has ~~pioneered~~enabled ~~innovations in cloud, mobile, social, analytics and AI, enabling~~ companies of every size and industry to transform their businesses in the digital-first world, pioneering innovations in cloud, mobile, social, analytics and AI.

Fiscal Year

The Company’s fiscal year ends on January 31. References to fiscal ~~2026~~2027, for example, refer to the fiscal year ending January 31, ~~2026~~2027.

Basis of Presentation

The accompanying condensed consolidated balance sheet as of ~~October~~April 3130, ~~2025~~2026 and the condensed consolidated statements of operations, comprehensive income, stockholders' equity and cash flows for the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024,~~2025 are unaudited.

These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of the Company’s management, the unaudited condensed consolidated financial statements include all adjustments necessary for the fair presentation of the Company’s balance sheet as of ~~October~~April 3130, ~~2025~~2026 and its results of operations, including its comprehensive income, stockholders' equity and cash flows for the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024~~2025. All adjustments are of a normal recurring nature. The results for the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 31, ~~2026~~2027.

These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, ~~2025~~2026, filed with the Securities and Exchange Commission (the “SEC”) on March 52, ~~2025~~2026.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the Company’s condensed consolidated financial statements and notes thereto.

Significant estimates and assumptions made by management include the determination of:

•the standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations;

•the valuation of privately-held strategic investments;

•the fair value of assets acquired and liabilities assumed for business combinations;

•the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions;

•the useful lives of intangible assets; and

•the fair value of certain stock awards issued.

Actual results could differ materially from these estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, which forms the basis for making judgments about the carrying values of assets and liabilities as well as income and expenses to be recognized.

Principles of Consolidation

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

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Segments

The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the Company’s chief operating decision maker (“CODM”), who is the Company’s Chief Executive Officer, in deciding how to allocate resources and assess performance. Over the past few years, the Company has completed a number of acquisitions which have allowed the Company to expand its offerings, presence and reach in various market segments ~~of the enterprise cloud computing market~~. While the Company has offerings in multiple enterprise cloud computing market segments, including as a result of the Company's acquisitions, and operates in multiple countries, the Company’s business operates in one operating segment because most of the Company's service offerings operate on the ~~Salesforce~~Agentforce 360 Platform and are deployed in a nearly identical manner. Additionally, ~~and~~ the Company’s CODM, evaluates the Company’s financial information and resources, and assesses the performance of these resources, on a consolidated net income basis. ~~Additionally,~~The ~~the~~ measure of segment assets is also reported on the condensed consolidated balance sheet as total consolidated assets.

The Company’s significant segment expenses, which are the expenses included in operating income as well as gains (losses) on strategic investments, and other segment items, which includes other income and provision for income taxes, are included in the Company’s condensed consolidated statement of operations. Additionally, further components of the Company’s measure of profit or loss, which is consolidated net income, are included throughout the Company’s financial statements.

Concentrations of Credit Risk, Significant Customers and Investments

The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities and accounts receivable. The Company monitors and manages the overall exposure of its cash balances to individual financial institutions on an ongoing basis. The Company’s marketable securities portfolio consists primarily of investment-grade securities and the Company’s policies limit the amount of credit exposure to any one issuer. The Company does not require collateral for accounts receivable. The Company maintains an allowance for ~~its~~estimated ~~doubtful~~credit ~~accounts~~losses ~~receivable~~ for ~~estimated~~its ~~credit~~accounts ~~losses~~receivable balances. This allowance is based upon historical loss patterns, the number of days that billings are past due, an evaluation of the potential risk of loss associated with delinquent accounts and current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss patterns. The Company records the allowance against bad debt expense through the condensed consolidated statements of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Any incremental allowance is recorded as an offset to unearned revenue on the condensed consolidated balance sheets. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success.

No single customer accounted for ten percent or more of accounts receivable as of ~~October~~April 3130, ~~2025~~2026 and January 31, ~~2025~~2026. No single customer accounted for ten percent or more of total revenue during the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024~~2025. As of ~~October~~April 3130, ~~2025~~2026 and January 31, ~~2025~~2026, assets located outside the Americas were 1516 percent ~~and 17 percent~~ of total assets~~, respectively~~. As of ~~October~~April 3130, ~~2025~~2026 and January 31, ~~2025~~2026, assets located in the United States were 8482 percent ~~and 81 percent~~ of total assets~~, respectively~~.

The Company is also exposed to concentrations of risk in its strategic investment portfolio, including within specific industries, as the Company primarily invests in enterprise ~~cloud~~technology and artificial intelligence companies, ~~technology~~as ~~startups~~well ~~and~~as system integrators. As of ~~October~~April 3130, ~~2025,~~2026 ~~the~~and ~~Company~~January ~~held three investments~~31, ~~all privately held~~2026, ~~with~~two ~~carrying values that were individually greater than five percent~~ of ~~its total strategic investments portfolio and represented approximately 32 percent of~~ the ~~portfolio in the aggregate. As of January 31, 2025, the~~ Company’s ~~held four investments, all~~ privately held, ~~with~~investments had carrying values that were individually greater than five percent of its total strategic investments portfolio and represented approximately 2437 percent and 35 percent of the portfolio in the aggregate., respectively.

Revenue Recognition

The Company derives its revenues from two sources: (1) subscription and support revenues and (2) professional services and other revenues. Subscription and support revenues primarily include subscription fees from customers accessing the Company’s enterprise cloud computing services (collectively, “Cloud Services”), software license revenues from the sales of term software licenses and support revenues from the sales of support and updates beyond the basic subscription or software license sales. Professional services and other revenues include professional and advisory services for process mapping, project management and implementation services and training services.

Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, for example, overage fees, contingent fees or service level penalties, the Company includes an estimate of the amount it expects to receive for the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur.

The Company determines the amount of revenue to be recognized through the application of the following steps:

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•identification of the contract, or contracts, with a customer;

•identification of the performance obligations in the contract;

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•determination of the transaction price;

•allocation of the transaction price to the performance obligations in the contract; and

•recognition of revenue when or as the Company satisfies the performance obligations.

Subscription and Support Revenues

Subscription and support revenues are comprised of fees that provide customers with access to Cloud Services, software licenses and related support and updates during the term of the arrangement.

Cloud Services allow customers to use the Company's multi-tenant software without taking possession of the software. Revenue is generally recognized ratably over the contract term. Substantially all of the Company’s subscription service arrangements are noncancellable and do not contain refund-type provisions.

Subscription and support revenues also include revenues associated with term software licenses that provide the customer with a right to use the software as it exists when made available. Revenues from term software licenses are generally recognized at the point in time when the software is made available to the customer. Revenue from software support and updates is recognized as the support and updates are provided, which is generally ratably over the contract term.

The Company typically invoices its customers annually and its payment terms provide that customers pay within 30 days of invoice. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or revenue, depending on whether transfer of control to customers has occurred.

Professional Services and Other Revenues

The Company’s professional services contracts are either on a time and materials, fixed price or subscription basis. These revenues are recognized as the services are rendered for time and materials contracts, on a proportional performance basis for fixed price contracts or ratably over the contract term for subscription professional services contracts. Other revenues consist primarily of training revenues recognized as such services are performed.

Significant Judgments - Contracts with Multiple Performance Obligations

The Company enters into contracts with its customers that may include promises to transfer multiple performance obligations such as Cloud Services, software licenses, support and updates and professional services. A performance obligation is a promise in a contract with a customer to transfer products or services that are concluded to be distinct. Determining whether products and services are distinct performance obligations that should be accounted for separately or combined as one unit of accounting may require significant judgment.

Cloud Services, software licenses and support and updates services are generally concluded to be distinct because such offerings are often sold separately. In determining whether professional services are distinct, the Company considers the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription start date and the contractual dependence of the service on the customer’s satisfaction with the professional services work. To date, the Company has concluded that professional services included in contracts with multiple performance obligations are distinct.

The Company allocates the transaction price to each performance obligation on a relative SSP basis. The SSP is the price at which the Company would sell a promised product or service separately to a customer. Judgment is required to determine the SSP for each distinct performance obligation.

The Company determines SSP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company’s discounting practices, the size and volume of the Company’s transactions, the customer demographic, the geographic area where services are sold, price lists, the Company's go-to-market strategy, historical and current sales and contract prices. In instances where the Company does not sell or price a product or service separately, the Company maximizes the use of observable inputs by using information that may include market conditions. As the Company’s go-to-market strategies evolve, the Company may modify its pricing practices in the future, which could result in changes to SSP.

In certain cases, the Company is able to establish SSP based on observable prices of products or services sold or priced separately in comparable circumstances to similar customers. The Company uses a single amount to estimate SSP when indicated by the distribution of its observable prices.

Alternatively, the Company uses a range of amounts to estimate SSP when the pricing practices or distribution of the observable prices are highly variable. The Company typically has more than one SSP for individual products and services due to the stratification of those products and services by customer size and geography.

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Costs Capitalized to Obtain Revenue Contracts

The Company capitalizes incremental costs of obtaining revenue contracts related to noncancellable Cloud Services subscription, ongoing Cloud Services support and license support and updates. For contracts with term software licenses where revenue is recognized upfront when the software is made available to the customer, costs allocable to those licenses are expensed as they are incurred. Capitalized amounts consist primarily of sales commissions paid to the Company’s ~~direct~~ sales force. ~~Capitalized~~on ~~amounts~~new ~~also~~and ~~include~~renewal ~~other~~contracts, ~~incentive-based~~as ~~compensation~~well ~~such~~ as ~~non-direct~~the ~~sales force payouts, renewal commissions, and~~ associated payroll and benefit costs~~, and success fees paid to partners~~.

Costs capitalized related to new revenue contracts are amortized on a straight-line basis over four years, which is longer than the typical initial contract period, but reflects the estimated average period of benefit, including expected contract renewals. In arriving at this average period of benefit, the Company evaluates both qualitative and quantitative factors which ~~included~~include the estimated life cycles of its offerings and ~~its~~ customer attrition. ~~Additionally,~~The ~~the~~ Company amortizes capitalized costs for renewals ~~and~~over ~~success~~two ~~fees~~years ~~paid~~based toon ~~partners~~similar ~~over two years~~considerations.

The capitalized amounts are recoverable through future revenue streams under all noncancellable customer contracts. The Company periodically evaluates whether there have been any changes in its business, the market conditions in which it operates or other events which would indicate that its amortization period should be changed or if there are potential indicators of impairment.

Amortization of capitalized costs to obtain revenue contracts is included in sales and marketing expense in the accompanying condensed consolidated statements of operations. There were no impairments of costs to obtain revenue contracts for the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024~~2025.

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at fair value.

Marketable Securities

The Company considers all of its marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classifies these securities within current assets on the condensed consolidated balance sheets. Securities are classified as available for sale and are carried at fair value, with the change in unrealized gains and losses, net of tax, reported as a separate component on the condensed consolidated statements of comprehensive income until realized. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. Securities with an amortized cost basis in excess of estimated fair value are assessed to determine what amount of the excess, if any, is caused by expected credit losses. Expected credit losses on securities are recognized in other income on the condensed consolidated statements of operations and any remaining unrealized losses, net of taxes, are included in accumulated other comprehensive income ~~(loss)~~ in stockholders' equity. For the purposes of computing realized and unrealized gains and losses, the cost of securities sold is based on the specific-identification method. Interest on securities classified as available for sale is included as a component of investment income within other income on the condensed consolidated statements of operations.

Strategic Investments

The Company holds strategic investments in publicly held equity securities, privately held equity securities and other investments in which the Company does not have a controlling interest.

Privately held equity securities where the Company lacks a controlling financial interest but does exercise significant influence are accounted for under the equity method. Privately held equity securities not accounted for under the equity method are recorded at cost and adjusted only for observable transactions for same or similar investments of the same issuer or impairment events (referred to as the measurement alternative). All gains and losses on privately held equity securities, realized and unrealized, are recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations. Other privately held investments not classified as debt or equity securities are recorded at cost and adjusted for impairment events, with any associated gains and losses recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations.

Valuations of privately held securities are inherently complex and require judgment due to the lack of readily available market data. In determining the estimated fair value of its strategic investments in privately held companies, the Company utilizes the most recent data available to the Company. The Company assesses its privately held strategic investments quarterly for impairment. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors, including the investee's financial metrics, market acceptance of the investee's product or technology and the rate at which the investee is using its cash. If the investment is considered impaired, the Company estimates the fair value of the investment and recognizes any resulting impairment through the condensed consolidated statements of operations.

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investee is using its cash. If the investment is considered impaired, the Company estimates the fair value of the investment and recognizes any resulting impairment through the condensed consolidated statements of operations.

Publicly held equity securities are measured at fair value with changes recorded through gains (losses) on strategic investments, net on the condensed consolidated statements of operations.

Fair Value Measurement

The Company measures its cash and cash equivalents, marketable securities, publicly held equity securities and foreign currency derivative contracts at fair value. In addition, the Company measures certain of its strategic investments, including its privately held equity securities, at fair value on a nonrecurring basis when there has been an observable price change in a same or similar security or an impairment event. The additional disclosures regarding the Company’s fair value measurements are included in Note 4 “Fair Value Measurement.”

Derivative Financial Instruments

The Company enters into foreign currency derivative contracts with financial institutions to reduce foreign exchange risk associated with forecasted revenues, intercompany transactions and other monetary assets or liabilities denominated in currencies other than the functional currency of aits ~~subsidiary~~subsidiaries. ~~The~~Beginning ~~Company~~in ~~uses~~the ~~forward~~first ~~currency~~quarter ~~derivative~~of ~~contracts,~~fiscal ~~which are not designated as hedging instruments~~2027, ~~to minimize~~ the Company’s ~~exposure~~began to ~~balances~~designate ~~primarily~~certain ~~denominated~~forward inderivative ~~the~~contracts ~~Euro,~~as ~~British~~hedging ~~Pound Sterling, Canadian Dollar, Australian Dollar, Brazilian Real and Japanese Yen. The Company’s derivative financial~~ instruments ~~program~~in isorder ~~not~~to ~~designated~~minimize ~~for trading or speculative purposes. The Company generally enters into master netting arrangements with~~ the ~~financial~~impact ~~institutions with which it contracts for such derivatives, which permit net settlement~~ of ~~transactions~~foreign ~~with~~currency ~~the~~volatility ~~same~~on ~~counterparty,~~revenues ~~thereby~~denominated ~~reducing~~in ~~risk~~Euro ofand ~~credit-related~~Japanese ~~losses from a financial institutions' nonperformance~~Yen. ~~While~~The ~~the~~Company ~~contract~~also oruses ~~notional~~forward ~~amount is often used to express the volume of foreign~~ currency derivative contracts, ~~the~~which ~~amounts potentially subject to credit risk~~ are ~~generally~~not ~~limited~~designated toas ~~the~~hedging ~~amounts~~instruments, ifto ~~any,~~minimize ~~by which~~ the ~~counterparties~~Company’s ~~obligations~~exposure ~~under~~to ~~the~~balances ~~agreements~~primarily ~~exceed~~denominated ~~the~~in ~~obligations of~~ the ~~Company~~Euro, toBritish ~~the~~Pound ~~counterparties.~~Sterling, ~~The~~Canadian ~~notional amount of outstanding foreign currency derivative contracts as of October 31~~Dollar, ~~2025~~Australian ~~and January 31~~Dollar, ~~2025~~Brazilian ~~was~~Real ~~$13.3 billion~~ and ~~$10.7 billion,~~Japanese ~~respectively~~Yen.

~~Outstanding~~The ~~foreign~~Company’s ~~currency~~ derivative ~~contracts~~financial ~~are~~instruments ~~recorded~~program atis ~~fair~~not ~~value~~conducted onfor ~~the~~trading ~~condensed~~or ~~consolidated~~speculative ~~balance sheets~~purposes. ~~Unrealized~~The ~~gains~~Company orgenerally ~~losses~~enters ~~due~~into tomaster ~~changes~~netting inarrangements with the ~~fair~~financial ~~value~~institutions ofwith ~~these~~which ~~derivative~~it contracts for such derivatives, aswhich ~~well~~permit asnet ~~realized~~settlement ~~gains~~of ortransactions with the same counterparty, thereby reducing risk of credit-related losses from ~~their~~a ~~net~~financial ~~settlement,~~institution’s ~~are~~nonperformance. ~~recognized~~While asthe ~~other~~contract ~~income~~or innotional ~~the~~amount ~~condensed~~is ~~consolidated~~often ~~statements~~used to express the volume of ~~operations~~foreign ~~consistent~~currency ~~with~~derivative contracts, the ~~offsetting~~amounts ~~gains~~potentially orsubject ~~losses~~to ~~resulting~~credit ~~from~~risk are generally limited to the ~~remeasurement~~amounts, orif ~~settlement~~any, by which the counterparties’ obligations under the agreements exceed the obligations of the ~~underlying~~Company ~~foreign~~to ~~currency~~the ~~denominated~~counterparties. ~~receivables~~All ~~and~~derivative ~~payables~~instruments are recorded at fair value on the condensed consolidated balance sheet.

For foreign currency derivatives designated as cash flow hedges, gains or losses resulting from changes in fair value or net settlement are reported as a component of accumulated other comprehensive income (loss) and subsequently reclassified into earnings in the period(s) the forecasted transactions affect earnings. The notional amount of outstanding foreign currency derivative contracts designated as cash flow hedges as of April 30, 2026 was $1.4 billion.

For non-designated foreign currency derivatives, gains or losses resulting from changes in fair value or net settlement are recognized as other income in the condensed consolidated statements of operations consistent with the offsetting gains or losses resulting from the remeasurement or settlement of the underlying foreign currency denominated balances. The notional amount of outstanding foreign currency derivative contracts not designated as cash flow hedges as of April 30, 2026 and January 31, 2026 was $17.8 billion and $11.9 billion, respectively.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows:


Buildings and building improvements			10 to 40 years
Computers, equipment and software			3 to 5 years
Furniture and fixtures			5 years
Leasehold improvements			Shorter of the estimated lease term or 10 years

The Company estimates the useful lives of property and equipment upon initial recognition and periodically evaluates the useful lives and whether events or changes in circumstances warrant a revision to the useful lives.

When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses.

Leases

The Company has entered into operating and finance leases for corporate offices, data centers, and equipment. The Company determines if an arrangement is a lease at inception and classifies its leases at commencement. Operating leases are included in operating lease right-of-use (“ROU”) assets and current and noncurrent operating lease liabilities on the Company’s condensed consolidated balance sheets. Assets (also referred to as ROU assets) and liabilities recognized from finance leases are included in property and equipment, accrued expenses and other liabilities and other noncurrent liabilities, respectively, on the Company’s condensed consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term. The corresponding lease liabilities represent its obligation to make lease payments arising from the lease. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less for any asset classes.

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~~components,~~the ~~which it has elected to combine for all asset classes. As such, minimum~~ lease payments include fixed payments for non-lease components within a lease agreement but exclude variable lease payments not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to periodterm. The ~~Company’s~~corresponding lease ~~terms~~liabilities ~~may~~represent ~~include~~its ~~options~~obligation to ~~extend~~make ~~or terminate the~~ lease. ~~Periods~~payments ~~beyond~~arising ~~the~~from ~~noncancellable term of~~ the lease ~~are included in the measurement of the lease liability only when it is reasonably certain that the Company will exercise the associated extension option or waive the termination option~~. The Company ~~reassesses~~does ~~the~~not ~~lease~~recognize ~~term~~ROU ifassets ~~and when a significant event~~ or ~~change~~lease inliabilities ~~circumstances~~for ~~occurs within the control of the Company. As most of the Company’s~~ leases dowith ~~not~~a ~~provide~~term ~~an implicit rate, the net present value~~ of ~~future~~12 ~~minimum~~months ~~lease~~or ~~payments~~less isfor ~~determined~~any using the Company’s incremental borrowing rate. The Company's incremental borrowing rate is an estimate of the interest rate the Company would have to pay to borrow on a collateralized basis with similar terms and payments, in the economic environment where the leased asset ~~is located~~classes.

Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement, net of any future tenant incentives. The Company has lease agreements which contain both lease and non-lease components, which it has elected to combine for all asset classes. As such, minimum lease payments include fixed payments for non-lease components within a lease agreement but exclude variable lease payments not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to period. The Company’s lease terms may include options to extend or terminate the lease. Periods beyond the noncancellable term of the lease are included in the measurement of the lease liability only when it is reasonably certain that the Company will exercise the associated extension option or waive the termination option. The Company reassesses the lease term if and when a significant event or change in circumstances occurs within the control of the Company. As most of the Company’s leases do not provide an implicit rate, the net present value of future minimum lease payments is determined using the Company’s incremental borrowing rate. The Company's incremental borrowing rate is an estimate of the interest rate the Company would have to pay to borrow on a collateralized basis with similar terms and payments, in the economic environment where the leased asset is located.

The lease ROU asset is recognized based on the lease liability, adjusted for any rent payments or initial direct costs incurred or tenant incentives received prior to commencement.

Lease expense for operating leases, which includes amortization expense of ROU assets, is recognized on a straight-line basis over the lease term. Amortization expense of finance lease ROU assets is recognized on a straight-line basis over the lease term and interest expense for finance lease liabilities is recognized based on the incremental borrowing rate. Expense for variable lease payments is recognized as incurred.

On the lease commencement date, the Company also establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are included in property and equipment, net and are amortized over the lease term.

The Company has entered into subleases or has made decisions and taken actions to sublease or discontinue use of certain leased assets. Similar to other long-lived assets discussed below, management tests ROU assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. For leased assets, such circumstances would include the decision to discontinue use prior to the end of the minimum lease term or subleases, in the case of office space, for which estimated cash flows do not fully cover the costs of the associated lease.

Intangible Assets Acquired through Business Combinations

Intangible assets are amortized over their estimated useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization.

Impairment Assessment

The Company evaluates intangible assets and other long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, including, but not limited to, significant adverse changes in business climate, market conditions or other events that indicate an asset's carrying amount may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset group to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value.

The Company evaluates and tests the recoverability of its goodwill for impairment annually during its fourth quarter of each fiscal year or more often if and when circumstances indicate that goodwill may not be recoverable.

Business Combinations

The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions, tax-related valuation allowances and pre-acquisition contingencies are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s condensed consolidated statements of operations.

In the event the Company acquires an entity with which the Company has a preexisting relationship, the Company will generally recognize a gain or loss to settle that relationship as of the acquisition date within operating income on the condensed consolidated statements of operations. In the event that the Company acquires an entity in which the Company previously held a strategic investment, the difference between the fair value of the shares as of the date of the acquisition and the carrying value 14

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Restructuring

The Company generally recognizes employee severance costs when payments are probable and amounts are estimable or when notification occurs, depending on the region where an employee works. Costs related to contracts without future benefit or contract termination are recognized at the earlier of the contract termination or the cease-use dates. Other exit-related costs, including data center exits and office space reductions, are recognized as incurred. once management approval is obtained and operations have ceased.

Stock-Based Compensation Expense

Stock-based compensation expense is measured based on grant date at fair value using the grant date closing stock price for restricted stock units and restricted stock awards and using the Black-Scholes option pricing model for stock options and shares issued pursuant to the Amended and Restated 2004 Employee Stock Purchase Plan (“ESPP”). The Company recognizes stock-based compensation expense related to restricted stock units, restricted stock awards, stock options and shares issued pursuant to the ESPP on a straight-line basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term of four years for restricted stock units, restricted stock awards, and stock options, and the 12-month offering period for shares issued pursuant to the ESPP. The estimated forfeiture rate applied is based on historical forfeiture rates.

The Company grants performance-based restricted stock units and performance-based stock options to executive officers and other members of senior management, which ~~may~~ include aawards ~~market~~with ~~condition,~~service aand ~~performance~~market ~~condition,~~conditions orand ~~both,~~awards inwith ~~addition~~service toand aperformance ~~service condition~~conditions. Stock-based compensation expense related to awards with a market condition are measured at fair value using a Monte Carlo simulation model and the expense related to these awards is recognized on a graded-vesting basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term. Stock-based compensation expense related to awards with a performance condition are measured based on the grant date closing stock price and the expense related to these awards is recognized based on the requisite service period elapsed, as well as the probability of achievement and estimated attainment of the performance condition as of the end of our reporting period.

Income Taxes

The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax laws is recognized in the condensed consolidated statements of operations in the period that includes the enactment date.

The Company’s tax positions are subject to income tax audits by multiple tax jurisdictions throughout the world. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, solely based on its technical merits. The tax benefit recognized is measured as the largest amount of benefit which is greater than 50 percent likely to be realized upon settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in the income tax provision.

Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized based on the weighting of positive and negative evidence. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under the applicable tax law. The Company regularly reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies. The Company’s judgments regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute its business plans. Should there be a change in the ability to recover deferred tax assets, the tax provision would increase or decrease in the period in which the assessment is changed.

Foreign Currency Translation

The functional currency of the Company’s major foreign subsidiaries is generally the local currency. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. Equity transactions are translated using historical exchange rates. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component on the condensed consolidated statements of comprehensive income. Foreign currency transaction gains and losses are included in other income in the condensed consolidated statements of operations.

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historical exchange rates. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are recorded as a separate component on the condensed consolidated statements of comprehensive income. Foreign currency transaction gains and losses are included in other income in the condensed consolidated statements of operations.

Warranties and Indemnification

The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe on a third party’s intellectual property rights. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying condensed consolidated financial statements.

The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that would generally enable the Company to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions.

New Accounting Pronouncements Pending Adoption

In December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”), which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 on a retrospective or prospective basis. The Company is evaluating the effect that ASU 2023-09 will have on its financial statement disclosures.

In November 2024, the FASB issued Accounting Standards Update No. 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), which requires disaggregation of certain costs in a separate note to the financial statements, such as the amounts of employee compensation, depreciation and intangible asset amortization, included in each relevant expense caption in annual and interim consolidated financial statements. ASU 2024-03 is effective for annual periods beginning after December 15, 2026 and for interim periods within fiscal years beginning after December 15, 2027 on a retrospective or prospective basis, with early adoption permitted. The Company is evaluating the effect that ASU 2024-03 will have on its financial statement disclosures.

In September 2025, the FASB issued Accounting Standards Update 2025-06, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software” (“ASU 2025-06”), which provides targeted improvements to the accounting for internal-use software costs by replacing the existing project-stage model with a principles-based approach to determine when capitalization of costs should begin. ASU 2025-06 is effective for all entities for annual reporting periods beginning after December 15, 2027 on a prospective basis, with early adoption permitted. The Company is currently evaluating the effect that ASU 2025-06 will have on its financial statement disclosures.

Reclassifications

Reclassifications to the prior period were made to conform to the current period presentation in the Disaggregation of Revenue in Note 2 “Revenues” beginning in the first quarter of fiscal 2027. This reclassification did not affect total subscription and support revenue.

2. Revenues

Disaggregation of Revenue

Subscription and Support Revenue by the Company's Service Offerings ~~(1)~~

	Three Months Ended October 31,				Nine Months Ended October 31,
	2025		2024		2025		2024
Agentforce Sales	$	2,297	$	2,119	$	6,695	$	6,188
Agentforce Service	2,495		2,288		7,287		6,727
Agentforce 360 Platform, Slack and Other	2,180		1,825		6,227		5,329
Agentforce Marketing and Agentforce Commerce	1,361		1,334		4,051		3,924
Agentforce Integration and Agentforce Analytics	1,393		1,313		4,453		4,060
	$	9,726	$	8,879	$	28,713	$	26,228

Subscription and support revenues consisted of the following (in millions):

(1) In the third quarter of fiscal 2026, the Company renamed its service offerings to reference Agentforce. There were no changes in the allocation of revenue between these service offerings coming from this change.


	Three Months Ended April 30,
		2026		2025
Agentforce Apps		$	6,910	$	6,345
Data 360, Headless Platform, and Other		3,683		2,952

Total Subscription and Support Revenue		$	10,593	$	9,297

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Total Revenue by Geographic Locations

	Three Months Ended October 31,				Nine Months Ended October 31,
	2025		2024		2025		2024
Americas	$	6,703	$	6,220	$	19,908	$	18,483
Europe	2,470		2,228		7,236		6,557
Asia Pacific	1,086		996		3,180		2,862
	$	10,259	$	9,444	$	30,324	$	27,902

~~Revenues~~Table ~~by geography are determined based on the region~~ of the Company's contracting entity, which may be different than the region of the customer. Americas revenue attributed to the United States was approximately 93 percent during the three and nine months ended October 31, 2025 and 2024, respectively. No other country represented more than ten percent of total revenue during the three and nine months ended October 31, 2025 and 2024.Contents

Revenues by geographical region consisted of the following (in millions):


	Three Months Ended April 30,
		2026		2025
Americas		$	7,233	$	6,469
Europe		2,754		2,337
Asia Pacific		1,146		1,023

Total Revenue		$	11,133	$	9,829

Revenues by geography are determined based on the region of the Company's contracting entity, which may be different than the region of the customer. Americas revenue attributed to the United States was approximately 92 percent and 93 percent during the three months ended April 30, 2026 and 2025, respectively. No other country represented more than ten percent of total revenue during the three months ended April 30, 2026 and 2025.

Contract Balances

Contract Assets

The Company records a contract asset when revenue recognized on a contract exceeds the billings. Contract assets were $~~976~~905 million as of ~~October~~April 3130, ~~2025~~2026 as compared to $~~724~~818 million as of January 31, ~~2025,~~2026. ~~and~~Current portions of the contract asset balance, are included in prepaid expenses and other current assets and the noncurrent portion is presented within deferred tax assets and other assets, net on the condensed consolidated balance sheets.

Unearned Revenue

Unearned revenue represents amounts that have been invoiced in advance of revenue recognition and is recognized as revenue when transfer of control to customers has occurred or services have been provided. The unearned revenue balance does not represent the total contract value of annual or multi-year, noncancellable subscription agreements. The unearned revenue balance is influenced by several factors, including seasonality, the compounding effects of renewals, invoice duration, invoice timing, dollar size and new business linearity within the quarter.

The change in unearned revenue was as follows (in millions):

Three Months Ended October 31,

Nine Months Ended October 31,

Three Months Ended April 30,

2025

2024

2025

2024

2026

2025

Unearned revenue, beginning of period

~~16,555~~

~~15,222~~

2024,~~743~~317

1920,~~003~~743

Billings and other (1)

~~8,700~~

~~7,694~~

247,~~577~~179

226,~~371~~885

Revenue recognized over time

~~(9,833)~~

~~(9,023)~~

(2810,~~727~~486)

(269,~~446~~211)

Revenue recognized at a point in time

~~(426)~~

~~(421)~~

(~~1,597~~647)

(~~1,456~~618)

Unearned revenue, end of period

~~14,996~~

~~13,472~~

1420,~~996~~363

1317,~~472~~799

(1) Other includes, for example, the impact of foreign currency translation as well as contributions from contract assets and business combinations.

The majority of revenue recognized for these services is from the beginning of period unearned revenue balance.

Revenue recognized over time primarily includes Cloud Services subscription and support revenue, which is generally recognized ratably over time, and professional services and other revenue, which is generally recognized ratably or as delivered.

Revenue recognized at a point in time substantially consists of term software licenses.

Remaining Performance Obligation

Remaining performance obligation represents contracted revenue that has not yet been recognized and includes unearned revenue and unbilled amounts that will be recognized as revenue in future periods. The transaction price allocated to the remaining performance obligation is based on SSP. Remaining performance obligation is influenced by several factors, including seasonality, the timing of renewals, the timing of term license deliveries, average contract terms and foreign currency exchange rates. Remaining performance obligation is also impacted by acquisitions. Unbilled portions of the remaining performance obligation denominated in foreign currencies are revalued each period based on the period end exchange rates. Remaining performance obligation is subject to future economic risks, including bankruptcies, regulatory changes and other market factors.

The Company excludes amounts related to performance obligations from professional services contracts that are billed and recognized on a time and materials basis.

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The majority of the Company's noncurrent remaining performance obligation is expected to be recognized in the next 13 to 36 months.

Remaining performance obligation consisted of the following (in billions):

	Current		Noncurrent		Total
As of October 31, 2025	$	29.4	$	30.1	$	59.5
As of April 30, 2026	$	33.6	$	34.3	$	67.9
As of January 31, 2025	$	30.2	$	33.2	$	63.4
As of January 31, 2026	$	35.1	$	37.3	$	72.4

3. Investments

Marketable Securities

As of April 30, 2026, marketable securities consisted of the following (in millions):

	AmortizedCost		UnrealizedGains		UnrealizedLosses		Fair Value
Corporate notes and obligations	$	1,~~431~~467	$	103	$	0(3)	$	1,~~441~~467
U.S. treasury securities	~~168~~673		21		0(1)		~~170~~673
Mortgage-backed obligations	33		0		(1)		32
Asset-backed securities	~~642~~550		31		0		~~645~~551
Municipal securities	2629		0		0		2629
Commercial paper	1894		0		0		1894
Covered bonds	1		0		0		1
Other	1255		0		0		1255
Total marketable securities	$	2,~~331~~902	$	155	$	(15)	$	2,~~345~~902

As of January 31, 2026, marketable securities consisted of the following (in millions):

	AmortizedCost		UnrealizedGains		UnrealizedLosses		Fair Value
Corporate notes and obligations	$	21,~~574~~343	$	610	$	~~(23)~~0	$	21,~~557~~353
U.S. treasury securities	~~546~~168		02		~~(4)~~0		~~542~~170
Mortgage-backed obligations	~~128~~32		0		(61)		~~122~~31
Asset-backed securities	~~1,218~~618		34		~~(4)~~0		~~1,217~~622
Municipal securities	~~108~~17		0		~~(1)~~0		~~107~~17
Commercial paper	~~506~~30		0		0		~~506~~30
Covered bonds	291		0		~~(2)~~0		271
Other	~~106~~14		0		0		~~106~~14
Total marketable securities	$	52,~~215~~223	$	916	$	(401)	$	52,~~184~~238

The contractual maturities of the investments classified as marketable securities were as follows (in millions):

	As of
	October 31, 2025		January 31, 2025
	April 30, 2026		January 31, 2026
Due within 1 year	$	~~462~~1,060	$	~~2,081~~460
Due in 1 year through 5 years	1,~~882~~841		31,~~098~~777
Due in 5 years through 10 years	1		51
	$	2,~~345~~902	$	52,~~184~~238

Interest income from marketable securities ~~was $139 million and $145 million~~ for ~~the~~ three months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024~~2025, ~~respectively,~~was ~~and~~ $~~457~~109 million and $~~522~~169 million ~~for the nine months ended October 31~~, ~~2025 and 2024,~~ respectively, and is included in other income in the condensed consolidated statements of operations.

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Strategic Investments

Strategic investments by form and measurement category as of April 30, 2026 were as follows (in millions):

	Measurement Category
	Fair Value		Measurement Alternative		Other		Total
Equity securities	$	683	$	67,~~120~~612	$	~~178~~117	$	67,~~366~~732
Other investments	0		0		4440		4440
Balance as of October 31, 2025	$	68	$	6,120	$	222	$	6,410
Balance as of April 30, 2026	$	3	$	7,612	$	157	$	7,772

Strategic investments by form and measurement category as of January 31, 2026 were as follows (in millions):

	Measurement Category
	Fair Value		Measurement Alternative		Other		Total
Equity securities	$	695	$	47,~~617~~415	$	~~125~~127	$	47,~~811~~547
Other investments	0		0		4144		4144
Balance as of January 31, 2025	$	69	$	4,617	$	166	$	4,852
Balance as of January 31, 2026	$	5	$	7,415	$	171	$	7,591

The Company holds investments in, or management agreements with, variable interest entities (“VIEs”) which the Company does not consolidate because it is not considered the primary beneficiary of these entities. The carrying value of VIEs within strategic investments was $281 million and $484 million, as of October 31, 2025 and January 31, 2025, respectively.

Gains (losses) on Strategic Investments, Net

The components of gains (losses) on strategic investments, net were as follows (in millions):

3	Three Months Ended October 31,				Nine Months Ended October 31,
1			Three Months Ended April 30,
	2025		2024		2025		2024
					2026		2025
Unrealized gains (losses) recognized on publicly traded equity securities, net	$	0	$	8	$	(31)	$	(1116)
Unrealized gains recognized on privately held equity securities, net	~~428~~		18		~~488~~328		~~167~~7
Impairments on privately held equity securities and other investments	~~(169)~~		~~(242)~~		(~~302~~119)		(~~432~~47)
Unrealized gains (losses), net	~~259~~		~~(216)~~		~~183~~208		(~~276~~56)
Realized gains (losses) on sales of securities, net	4		~~(1)~~		23350		59(7)
Gains (losses) on strategic investments, net	$	~~263~~	$	~~(217)~~	$	~~206~~558	$	(~~217~~63)

Unrealized gains and losses recognized on privately held equity securities, net includes upward and downward adjustments from equity securities accounted for under the measurement alternative, as well as gains and losses from private equity securities in other measurement categories. For privately held securities accounted for under the measurement alternative, the Company recorded upward adjustments of $~~456~~330 million and $2221 million and impairments and downward adjustments of $~~190~~112 million and $~~245~~60 million for the three months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024, respectively, and upward adjustments of $490 million and $182 million and impairments and downward adjustments of $335 million and $435 million for the nine months ended October 31,~~ 2025 ~~and 2024~~, respectively.

Realized gains (losses) on sales of securities, net reflects the difference between the sale proceeds and the carrying value of the security at the beginning of the period or the purchase date, if later.

4. Fair Value Measurement

The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2. Significant other inputs that are directly or indirectly observable in the marketplace.

Level 3. Significant unobservable inputs which are supported by little or no market activity.

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All of the Company’s cash equivalents, marketable securities and foreign currency derivative contracts are classified within Level 1 or Level 2 because these assets are valued using quoted market prices or alternative pricing sources and models utilizing observable market inputs.

Description	Quoted Prices inActive Marketsfor Identical Assets(Level 1)		Significant OtherObservableInputs(Level 2)		SignificantUnobservableInputs(Level 3)		Fair Value
Cash equivalents (1):
Time deposits	$	0	$	1,780	$	0	$	1,780
Money market mutual funds	5,592		0		0		5,592
Cash equivalent securities	0		40		0		40
Marketable securities:
Corporate notes and obligations	0		1,441		0		1,441
U.S. treasury securities	0		170		0		170
Mortgage-backed obligations	0		32		0		32
Asset-backed securities	0		645		0		645
Municipal securities	0		26		0		26
Commercial paper	0		18		0		18
Covered bonds	0		1		0		1
Other	0		12		0		12
Strategic investments:
Equity securities	68		0		0		68
Total assets	$	5,660	$	4,165	$	0	$	9,825

(1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $1.6 billion of cash, as of October 31, 2025.

Description	Quoted Prices inActive Marketsfor Identical Assets(Level 1)		Significant OtherObservable Inputs (Level 2)		SignificantUnobservableInputs(Level 3)		Fair Value
Cash equivalents (1):
Time deposits	$	0	$	1,698	$	0	$	1,698
Money market mutual funds	4,373		0		0		4,373
Cash equivalent securities	0		686		0		686
Marketable securities:
Corporate notes and obligations	0		2,557		0		2,557
U.S. treasury securities	0		542		0		542
Mortgage-backed obligations	0		122		0		122
Asset-backed securities	0		1,217		0		1,217
Municipal securities	0		107		0		107
Commercial paper	0		506		0		506
Covered bonds	0		27		0		27
Other	0		106		0		106
Strategic investments:
Equity securities	69		0		0		69
Total assets	$	4,442	$	7,568	$	0	$	12,010

(1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $2.1 billion of cash, as of January 31, 2025.

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The following table presents information about the Company’s assets that were measured at fair value as of April 30, 2026 and indicates the fair value hierarchy of the valuation (in millions):


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value
Cash equivalents (1):
Time deposits	$	0	$	993	$	0	$	993
Money market mutual funds	5,672		0		0		5,672
Cash equivalent securities	0		161		0		161
Marketable securities:
Corporate notes and obligations	0		1,467		0		1,467
U.S. treasury securities	0		673		0		673
Mortgage-backed obligations	0		32		0		32
Asset-backed securities	0		551		0		551
Municipal securities	0		29		0		29

Commercial paper	0		94		0		94

Covered bonds	0		1		0		1
Other	0		55		0		55
Strategic investments:
Equity securities	3		0		0		3

Foreign currency derivative contracts	0		143		0		143
Total assets	$	5,675	$	4,199	$	0	$	9,874
Liabilities:
Foreign currency derivative contracts	0		124		0		124
Total liabilities	$	0	$	124	$	0	$	124

(1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $2.1 billion of cash, as of April 30, 2026.

The following table presents information about the Company’s assets that were measured at fair value as of January 31, 2026 and indicates the fair value hierarchy of the valuation (in millions):


Description	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair Value
Cash equivalents (1):
Time deposits	$	0	$	1,393	$	0	$	1,393
Money market mutual funds	3,204		0		0		3,204
Cash equivalent securities	0		567		0		567
Marketable securities:
Corporate notes and obligations	0		1,353		0		1,353
U.S. treasury securities	0		170		0		170
Mortgage-backed obligations	0		31		0		31
Asset-backed securities	0		622		0		622
Municipal securities	0		17		0		17
Commercial paper	0		30		0		30
Covered bonds	0		1		0		1
Other	0		14		0		14
Strategic investments:
Equity securities	5		0		0		5


Total assets	$	3,209	$	4,198	$	0	$	7,407

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(1) Included in “cash and cash equivalents” in the accompanying condensed consolidated balance sheets in addition to $2.2 billion of cash, as of January 31, 2026.

Strategic Investments Measured and Recorded at Fair Value on a Non-Recurring Basis

Substantially all of the Company's privately held equity securities and other investments are recorded at fair value on a non-recurring basis. The estimation of fair value for these investments requires the use of significant unobservable inputs, and as a result, the Company deems these assets as Level 3 within the fair value measurement framework. For privately held equity investments without a readily determinable fair value, the Company applies valuation methods based on information available, including the market approach, the common stock equivalent method, and option pricing models (“OPM”). Observable transactions, such as the issuance of new equity by an investee, are indicators of investee enterprise value and are used to estimate the fair value of the privately held equity investments. An OPM may be utilized to allocate value to the various classes of securities of the investee, including classes owned by the Company. Such information, available to the Company from investee companies, is supplemented with estimates such as volatility, expected time to liquidity and the rights and obligations of the securities the Company holds. When indicators of impairment are observed for privately held equity securities, the Company generally uses the market approach to estimate the fair value of its investment, giving consideration to the latest observable transactions, as well as the investee's current and projected financial performance and other significant inputs and assumptions, including estimated time to exit, selection and analysis of guideline public companies and the rights and obligations of the securities the Company holds. The Company's privately held equity securities and other investments amounted to approximately $67.38 billion and $47.86 billion as of ~~October~~April 3130, ~~2025~~2026 and January 31, ~~2025~~2026, respectively.

5. Leases and Other Commitments

Leases

The Company has leases for corporate offices, data centers and equipment under noncancellable operating and finance leases with various expiration dates.

Total operating lease costs were $~~163~~146 million and $~~162~~147 million for the three months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024, respectively, and were $459 million and $513 million for the nine months ended October 31,~~ 2025 ~~and 2024~~, respectively. Included in operating lease costs are amounts related to restructuring charges~~, which are discussed in Note 9 “Restructuring~~.”

As of April 30, 2026, the maturities of lease liabilities under noncancellable operating and finance leases were as follows (in millions):

	Operating Leases		Finance Leases
Fiscal Period:
Remaining three months of fiscal 2026	$	156	$	76
Remaining nine months of fiscal 2027	$	467	$	238
Fiscal 2027	616		270
Fiscal 2028	578		169
Fiscal 2028	568		94
Fiscal 2029	496		124
Fiscal 2029	476		50
Fiscal 2030	341		107
Fiscal 2030	324		33
Fiscal 2031	270		75
Thereafter	~~872~~796		45
Total minimum lease payments	32,~~012~~948		~~527~~718
Less: Imputed interest	(~~310~~344)		(3154)
Total	$	2,~~702~~604	$	~~496~~664

The total lease commitment balance as of April 30, 2026, including leases not yet commenced, is $4.4 billion, of which approximately $3.97 billion is related to facilities space. The remaining commitment amount is primarily related to equipment.

Other Balance Sheet Accounts

Accounts payable, accrued expenses and other liabilities included approximately $21.29 billion and $23.83 billion of accrued compensation as of ~~October~~April 3130, ~~2025~~2026 and January 31, ~~2025~~2026, respectively.

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6. Business Combinations

~~Regrello~~Qualified.com, ~~Corp~~Inc.

In ~~October~~April ~~2025~~2026, the Company acquired all of the outstanding stock of ~~Regrello~~ ~~Corp~~Qualified.com, Inc. (~~“Regrello”~~"Qualified"), ~~the~~a ~~developer~~leading provider of anagentic ~~AI-native~~artificial ~~business~~intelligence ~~process~~marketing ~~automation solution~~solutions. The acquisition date fair value of the consideration transferred for ~~Regrello~~Qualified was $~~818~~1.2 ~~million~~billion, which consisted primarily of $~~815~~1.1 ~~million~~billion in cash. The Company recorded $~~704~~954 million of goodwill in ~~its~~connection ~~condensed~~with ~~consolidated~~the ~~balance~~acquisition, ~~sheets~~ which is primarily attributed to ~~Regrello’s~~the assembled workforce and expanded market opportunities. The goodwill associated with the acquisition of ~~Regrello~~Qualified has no ~~tax~~ basis and is not deductible for U.S. income tax purposes. The Company also recorded approximately $~~140~~290 million of intangible assets ~~in its condensed consolidated balance sheets~~ for developed technology ~~with~~and acustomer relationships with useful ~~life~~lives of ~~four~~five and eight years, respectively. The fair values assigned to assets acquired and liabilities assumed are based on management’s estimates and assumptions and may be subject to change as additional information is received and certain tax returns are finalized. The Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. The Company has included the financial results of ~~Regrello~~Qualified, which were not material, in its condensed consolidated financial statements from the date of acquisition. The transaction costs associated with the acquisition were also not material.

7. Intangible Assets Acquired Through Business Combinations and Goodwill

Intangible Assets Acquired Through Business Combinations

Intangible assets acquired through business combinations were as follows (in millions):

Intangible Assets, Gross

Accumulated Amortization

Intangible Assets, Net

WeightedAverageRemaining Useful Life (Years)

January 31, 2025

Additions and retirements, net

October 31, 2025

January 31, 2025

Expense and retirements, net

October 31, 2025

January 31, 2025

October 31, 2025

January 31, 2026

Additions and retirements, net

April 30, 2026

January 31, 2026

Expense and retirements, net

April 30, 2026

January 31, 2026

April 30, 2026

Acquired developed technology

24,~~958~~796

~~224~~260

35,~~182~~056

(12,~~753~~407)

(~~467~~244)

(2,~~220~~651)

12,~~205~~389

~~962~~2,405

14.04

Customer relationships

68,~~894~~659

0125

68,~~894~~784

(34,~~820~~640)

(~~643~~261)

(4,~~463~~901)

34,~~074~~019

23,~~431~~883

36.03

Other (1)

~~331~~684

011

~~331~~695

(~~182~~277)

(5156)

(~~233~~333)

~~149~~407

98362

1.58

Total

1014,~~183~~139

~~224~~396

1014,~~407~~535

(57,~~755~~324)

(~~1,161~~561)

(67,~~916~~885)

46,~~428~~815

36,~~491~~650

25.4

(1) ~~Included in~~ Other ~~are~~includes ~~in-place leases,~~ trade names, ~~trademarks~~unbilled backlog, and territory rights.

Amortization of intangible assets resulting from business combinations for the three months ended ~~October~~April 3130, ~~2025~~2026 and ~~2024~~2025 was $~~386~~561 million and $~~354~~395 million, respectively~~, and for the nine months ended October 31, 2025 and 2024 was $1~~.~~2 billion, and $1.3 billion, respectively.~~

The expected future amortization expense for intangible assets as of April 30, 2026 was as follows (in millions):

Fiscal Period:
Remaining three months of fiscal 2026	$	393
Remaining nine months of fiscal 2027	$	1,356
Fiscal 2027	1,205
Fiscal 2028	1,495
Fiscal 2028	805
Fiscal 2029	1,186
Fiscal 2029	628
Fiscal 2030	762
Fiscal 2030	318
Fiscal 2031	497
Thereafter	~~142~~1,354
Total amortization expense	$	36,~~491~~650

Goodwill

Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired.

2322

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The changes in the carrying amounts of goodwill, which is generally not deductible for tax purposes, were as follows (in millions):

Balance as of January 31, 2025	$	51,283
Balance as of January 31, 2026	$	57,941
Acquisition of Regrello	704
Acquisition of Qualified	954
Other acquisitions and adjustments (1)	~~470~~396
Balance as of October 31, 2025	$	52,457
Balance as of April 30, 2026	$	59,291

(1) Includes the effect of foreign currency translation and measurement period adjustments from prior period acquisitions.

8. Debt

The components of the Company's borrowings were as follows (in millions):

Instrument	Date of Issuance	Maturity Date	Contractual Interest Rate		Outstanding Principal as of ~~October~~April 3130, ~~2025~~2026	Carrying Value as of ~~October~~April 3130, ~~2025~~2026		Carrying Value as of January 31, ~~2025~~2026
2028 Senior Notes	April 2018	April 2028	3.70	%	1,500	1,497		1,496
Informatica 364-day Credit Agreement	November 2025	November 2026	N/A		0	0		4,000
2028 Senior Sustainability Notes	July 2021	July 2028	1.50		1,000	996		995
March 2028 Senior Notes	March 2026	March 2028	4.50	%	3,500	3,488		0
2031 Senior Notes	July 2021	July 2031	1.95		1,500	1,493		1,491
April 2028 Senior Notes	April 2018	April 2028	3.70		1,500	1,497		1,497
2041 Senior Notes	July 2021	July 2041	2.70		1,250	1,237		1,236
July 2028 Senior Sustainability Notes	July 2021	July 2028	1.50		1,000	997		996
2051 Senior Notes	July 2021	July 2051	2.90		2,000	1,979		1,979
Informatica Three-year Credit Agreement	November 2025	November 2028	N/A		0	0		2,000
2061 Senior Notes	July 2021	July 2061	3.05		1,250	1,236		1,236
March 2029 Senior Notes	March 2026	March 2029	4.65		4,250	4,236		0
Total carrying value of debt					8,500	8,438		8,433
2026 Term Loan Credit Agreement (1)	March 2026	March 2031	4.26		6,000	5,995		0
Less current portion of debt						0		0
July 2031 Senior Notes	July 2021	July 2031	1.95		1,500	1,493		1,493
Total noncurrent debt						$	8,438	$	8,433
September 2031 Senior Notes	March 2026	September 2031	4.90		3,750	3,728		0
March 2033 Senior Notes	March 2026	March 2033	5.20		2,750	2,731		0
March 2036 Senior Notes	March 2026	March 2036	5.55		4,500	4,473		0
July 2041 Senior Notes	July 2021	July 2041	2.70		1,250	1,237		1,237
March 2046 Senior Notes	March 2026	March 2046	6.40		1,500	1,486		0
July 2051 Senior Notes	July 2021	July 2051	2.90		2,000	1,980		1,980
March 2056 Senior Notes	March 2026	March 2056	6.55		3,750	3,713		0
July 2061 Senior Notes	July 2021	July 2061	3.05		1,250	1,236		1,236
March 2066 Senior Notes	March 2026	March 2066	6.70		1,000	990		0
Total carrying value of debt					39,500	39,280		14,439
Less current portion of debt						0		(4,000)
Total noncurrent debt						$	39,280	$	10,439

(1) The ~~Company~~contractual ~~was~~interest inrate ~~compliance~~represents ~~with~~the ~~all~~weighted-average ~~debt~~for ~~covenants~~the asperiod ~~of October 31, 2025~~outstanding.

The ~~total estimated fair value of the~~ Company's ~~outstanding senior unsecured notes (the “Senior Notes”) above~~ was ~~$6.8 billion~~in ~~and~~compliance ~~$6.6 billion~~with asall ofdebt ~~October~~covenants ~~31, 2025 and January 31, 2025, respectively. The fair value was determined based on the closing trading price per $100 of the Senior Notes~~ as of ~~the~~April ~~last day of trading of the third quarter of fiscal 2026 and the last day of trading of fiscal 2025~~30, ~~and are deemed Level 2 liabilities within the fair value measurement framework~~2026.

Fiscal Period:
Remaining three months of fiscal 2026	$	0
Fiscal 2027	0
Fiscal 2028	0
Fiscal 2029	2,500
Fiscal 2030	0
Thereafter	6,000
Total principal outstanding	$	8,500

The carrying amount of the Company’s 2026 Term Loan Credit Agreement (as defined below) approximates fair value as it bears interest at a floating rate that resets frequently and reflects current market spreads for similar credit risk profiles. The fair value of the term loan is classified as Level 2 within the fair value hierarchy. The total estimated fair value of the Company's outstanding senior unsecured notes (the “Senior Notes”) above was $31.4 billion and $6.7 billion as of April 30, 2026 and January 31, 2026, respectively. The fair value was determined based on the closing trading price per $100 of the Senior Notes as of the last day of trading of the first quarter of fiscal 2027 and the last day of trading of fiscal 2026, and are deemed Level 2 liabilities within the fair value measurement framework.

Interest expense, primarily from the Company’s debt instruments, was $67 million for the three months ended October 31, 2025 and 2024, respectively, and $202 million and $204 million for the nine months ended October 31, 2025 and 2024, respectively, and is included in other income in the condensed consolidated statements of operations.23

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The contractual future principal payments for all borrowings as of April 30, 2026 were as follows (in millions):


Fiscal Period:
Remaining nine months of fiscal 2027	$	0
Fiscal 2028	0
Fiscal 2029	6,000
Fiscal 2030	4,250
Fiscal 2031	0
Thereafter	29,250
Total principal outstanding	$	39,500

Revolving Credit Facility

In October 2024, the Company entered into a ~~Credit~~credit ~~Agreement~~agreement with the lenders and issuing lenders party thereto, and Bank of America, N.A., as administrative agent (the “Revolving Loan Credit Agreement”). The Revolving Loan Credit Agreement ~~replaced~~provides ~~the~~for ~~Credit~~a ~~Agreement,~~$5.0 billion ~~dated~~unsecured ~~December~~revolving ~~23,~~credit ~~2020~~facility (~~as amended, the~~ “~~Prior~~ Credit ~~Agreement~~Facility”), ~~among the Company, the lenders~~ and ~~the~~matures ~~issuing~~in ~~lenders~~October ~~party thereto, and Citibank, N~~2029.~~A.,~~ asThe ~~administrative~~Company ~~agent,~~may ~~which~~use ~~provided~~the ~~for~~proceeds aof ~~$3.0 billion~~future ~~unsecured~~borrowings ~~revolving~~under ~~credit~~the ~~facility~~Credit ~~that~~Facility ~~was~~for ~~scheduled~~general tocorporate ~~mature on December 23, 2025~~purposes. There were no outstanding borrowings under the ~~Prior~~ Credit ~~Agreement.~~Facility as of April 30, 2026.

~~The~~2026 ~~Revolving~~Term Loan Credit Agreement provides for a $5.0 billion unsecured revolving credit facility (“Credit Facility”) and matures in October 2029. The Company may use the proceeds of future borrowings under the Credit Facility for general corporate purposes. There were no outstanding borrowings under the Credit Facility as of October 31, 2025.

In March 2026, the Company entered into a $6.0 billion five-year senior unsecured term loan credit agreement (the "2026 Term Loan Credit Agreement"). The Company used the 2026 Term Loan Credit Agreement to refinance and extend the maturities of the outstanding principal amounts under its existing $4.0 billion 364-day Credit Agreement and $2.0 billion Three-year Credit Agreement (collectively, the “Informatica Credit Agreements”). This non-cash financing activity has been excluded from the Condensed Consolidated Statement of Cash Flows. The 2026 Term Loan Credit Agreement matures in March 2031. As of April 30, 2026, the entire $6.0 billion principal amount was outstanding under the 2026 Term Loan Credit Agreement.

March 2026 Notes

In March 2026, the Company issued $25.0 billion aggregate principal amount of unsecured Senior Notes (collectively, the “March 2026 Notes”), with maturities ranging from 2028 to 2066. The proceeds from this offering, net of discounts and debt issuance costs, was $24.8 billion. Interest on each of the March 2026 Notes is payable semi-annually in arrears. The Company may redeem any portion of the March 2026 Notes, either in whole or in part, at any time, subject to certain early redemption provisions.

The Company used the net proceeds from the March 2026 Notes to fund an accelerated share repurchase program of its common stock. For more information regarding the accelerated share repurchase program, see Note 9 “Stockholders’ Equity.”

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~~Informatica-Related~~9. ~~Financing~~Stockholders’ Equity

Stock option activity for the three months ended April 30, 2026 was as follows:

In June 2025, the Company entered into a 364-Day Credit Agreement that provides the Company with the ability to borrow up to $4.0 billion and a three-year Credit Agreement that provides the Company with the ability to borrow up to $2.0 billion, both on an unsecured basis, to finance a portion of the cash consideration for the Company’s acquisition of Informatica Inc. (“Informatica”), the repayment of certain debt of Informatica and the payment of fees, costs and expenses related thereto (collectively, the “Informatica Credit Agreements”). The availability and funding of each credit agreement is conditioned on the consummation of the acquisition of Informatica in accordance with the terms of the merger agreement and is subject to certain exceptions, qualifications and certain other conditions. There were no outstanding borrowings on the Informatica Credit Agreements as of October 31, 2025.


	Options Outstanding
	Outstanding Stock Options (in millions)	Weighted- Average Exercise Price		Aggregate Intrinsic Value (in millions)
Balance as of January 31, 2026	6	$	207.54




Options granted under all plans	1	180.69






Balance as of April 30, 2026	7	$	203.99	$	92
Vested or expected to vest	7	$	204.67	$	87
Exercisable as of April 30, 2026	6	$	205.53	$	48

Restricted stock activity for the three months ended April 30, 2026 was as follows:

For more information regarding the acquisition of Informatica, see Note 14 “Subsequent Events.”


	Restricted Stock Outstanding
	Outstanding (in millions)	Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value (in millions)
Balance as of January 31, 2026	26	$	265.64
Granted - restricted stock units and awards	20	195.02
Granted - performance-based restricted stock units	1	204.63
Canceled	(2)	257.88
Vested and converted to shares	(5)	255.71
Balance as of April 30, 2026	40	$	230.36	$	7,038
Expected to vest	34			$	5,919

The aggregate expected stock-based compensation expense remaining to be recognized as of April 30, 2026 was as follows (in millions):

9. Restructuring


Fiscal Period:
Remaining nine months of fiscal 2027	$	2,822
Fiscal 2028	2,881
Fiscal 2029	2,019
Fiscal 2030	1,174
Fiscal 2031	131

Total stock-based compensation expense	$	9,027

~~Beginning~~The inaggregate ~~fiscal~~expected ~~2023,~~stock-based ~~the~~compensation ~~Company~~expense ~~has~~remaining ~~undertaken various restructuring initiatives~~ to ~~improve~~be ~~operating~~recognized ~~margins~~reflects ~~and~~only ~~continue~~outstanding ~~advancing~~stock ~~its~~awards ~~ongoing~~as ~~commitment to profitable growth, which have included a reduction~~ of ~~the~~April ~~Company’s workforce and office space reductions within certain markets. The Company continues to evaluate and operationalize future programs to drive further operational efficiencies~~30, ~~optimize~~2026 ~~its management structure~~ and ~~increase~~assumes ~~cost~~no ~~optimization~~forfeiture ~~efforts~~activity ~~to realize long-term sustainable growth. The Company recognized $260 million~~ and ~~$56 million~~no changes in ~~restructuring charges during~~ the ~~three~~expected ~~months~~level ~~ended~~of ~~October~~attainment ~~31,~~of ~~2025~~performance ~~and~~share ~~2024,~~grants ~~respectively,~~based ~~and~~on ~~$300 million and $163 million during~~ the ~~nine~~Company’s ~~months~~financial ~~ended~~performance ~~October~~relative ~~31, 2025 and 2024, respectively, which were substantially related~~ to ~~workforce~~certain ~~reductions that include charges for employee transition, severance payments, employee benefits and stock-based compensation~~targets.

~~10.~~Share ~~Stockholders’~~Repurchase ~~Equity~~Program

	Options Outstanding
	OutstandingStockOptions(in millions)	Weighted-AverageExercise Price		AggregateIntrinsic Value (in millions)
Balance as of January 31, 2025	8	$	198.89
Exercised	(1)	178.45
Balance as of October 31, 2025	7	$	204.59	$	674
Vested or expected to vest	7	$	204.10	$	669
Exercisable as of October 31, 2025	6	$	196.88	$	583

The Company’s Board of Directors (the “Board”) authorized a program to repurchase shares of the Company's common stock (the "Share Repurchase Program"), which commenced in August 2022. In February 2026, the Board authorized $50.0 billion in share repurchases under the Share Repurchase Program, which is inclusive of the accelerated share repurchase described below and replaces the previous remaining unpurchased authorization. The Share Repurchase Program does not have a fixed expiration date and does not obligate the Company to acquire any specific number of shares. Under the Share Repurchase Program, shares of common stock may be repurchased using a variety of methods, including privately negotiated and or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as part of accelerated share repurchases and other methods. The timing, manner, price and amount of any repurchases are determined by the Company in its discretion and depend on a variety of factors, including legal requirements, price and economic and market conditions. The Company accounts for treasury stock under the cost method.

	Restricted Stock Outstanding
	Outstanding(in millions)	Weighted Average Grant Date Fair Value		AggregateIntrinsicValue (in millions)
Balance as of January 31, 2025	26	$	250.50
Granted - restricted stock units and awards	10	277.28
Granted - performance-based restricted stock units	2	272.68
Canceled	(2)	253.53
Vested and converted to shares	(10)	245.31
Balance as of October 31, 2025	26	$	264.85	$	6,742
Expected to vest	22			$	5,857

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Fiscal Period:
Remaining three months of fiscal 2026	$	957
Fiscal 2027	2,514
Fiscal 2028	1,826
Fiscal 2029	955
Fiscal 2030	154
Total stock-based compensation expense	$	6,406

In March 2026, the Company entered into accelerated share repurchase agreements (the “ASR Agreements”) with several financial institutions to repurchase an aggregate $25.0 billion of its common stock. Pursuant to the terms of the ASR Agreements, the Company made up-front payments totaling $25.0 billion and received an initial delivery of approximately 103 million shares of its common stock at an average price per share of $198.34. The initial share delivery represented approximately 80 percent of the total shares expected to be repurchased under the ASR Agreements. During the first quarter of fiscal 2027, the Company recorded $20.6 billion to treasury stock for the cost of the delivered shares as well as associated fees and excise taxes. A $4.6 billion reduction to additional paid-in capital was recorded for the unsettled portion of the ASR Agreements as forward contract components classified within stockholders’ equity.

~~The~~In ~~aggregate~~addition ~~expected stock-based compensation expense remaining~~ to beshare ~~recognized~~repurchases ~~reflects~~under ~~only~~the ~~outstanding~~ASR ~~stock awards as of October 31~~Agreements, ~~2025~~the ~~and~~Company ~~assumes~~repurchased ~~no forfeiture activity and no changes in~~ the ~~expected~~following ~~level~~shares of ~~attainment~~its ofcommon ~~performance~~stock ~~share~~in ~~grants~~the ~~based~~open onmarket, ~~the~~(in ~~Company’s~~millions, ~~financial~~except ~~performance~~average ~~relative~~price toper ~~certain targets.~~share):

Share Repurchase Program


	2026					2025
	Shares	Average price per share		Amount		Shares	Average price per share		Amount



Three months ended April 30	11	$	192.00	$	2,145	10	$	273.42	$	2,681

~~The~~As ~~Company’s Board~~ of ~~Directors~~April ~~(the “Board”) authorized a program to repurchase shares of the Company's common stock (the "Share Repurchase Program")~~30, ~~which commenced in August 2022. In September 2025~~2026, the ~~Board~~Company was authorized anto ~~additional~~purchase ~~$20.0 billion~~a inremaining ~~repurchases under the Share Repurchase Program, for an aggregate total authorization of~~ $5022.0 9 billion. ~~The Share Repurchase Program does not have a fixed expiration date and does not obligate the Company to acquire any specific number~~ of ~~shares.~~its ~~Under the Share Repurchase Program, shares of~~ common stock ~~may be repurchased using a variety of methods, including privately negotiated and or open market transactions, including~~ under ~~plans complying with Rule 10b5-1 under~~ the ~~Securities~~Share ~~Exchange~~Repurchase ~~Act of 1934, as amended (the “Exchange Act”), as part of accelerated share repurchases and other methods~~Program. The timing, manner, price and amount of any repurchases are determined by the Company in its discretion and depend on a variety of factors, including legal requirements, price and economic and market conditions. The Company accounts for treasury stock under the cost method.

The Company repurchased the following under its Share Repurchase Program (in millions, except average price per share):

	2025					2024
	Shares	Average price per share		Amount		Shares	Average price per share		Amount
Three months ended April 30,	10	$	273.42	$	2,681	7	$	293.00	$	2,168
Three months ended July 31,	8	$	269.96	$	2,199	18	$	246.14	$	4,288
Three months ended October 31,	15	$	246.33	$	3,814	5	$	257.00	$	1,228

All repurchases were made in open market transactions. As of October 31, 2025, the Company was authorized to purchase a remaining $21.9 billion of its common stock under the Share Repurchase Program.

Dividends

The Company announced the following dividends:

	Quarter Ended	Record Date	Payment Date		Dividend per Share		Amount(in millions)
	Record Date	Payment Date	Dividend per Share		Amount(in millions)
	Fiscal 2026
Three months ended April 30, 2026	April 9, 2026	April 23, 2026	$	0.440	$	374
	April 30, 2025	April 10, 2025	April 24, 2025		$	0.416	$	406
Three months ended April 30, 2025	April 10, 2025	April 24, 2025	$	0.416	$	406
	July 31, 2025	June 18, 2025	July 10, 2025		$	0.416	$	404
	October 31, 2025	September 17, 2025	October 9, 2025		$	0.416	$	400
	Fiscal 2025
	April 30, 2024	March 14, 2024	April 11, 2024		$	0.40	$	388
	July 31, 2024	July 9, 2024	July 25, 2024		$	0.40	$	388
	October 31, 2024	September 18, 2024	October 8, 2024		$	0.40	$	385

2610. Income Taxes

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11. Income Taxes

Effective Tax Rate

The Company computes its year-to-date provision for income taxes by applying the estimated annual effective tax rate to year-to-date pretax income or loss and adjusts the provision for discrete tax items recorded in the period. For the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026, the Company reported a tax provision of $~~1.4~~614 ~~billion~~million on pretax income of $62.97 billion, which resulted in an effective tax rate of 2023 percent. The Company’s effective tax rate differed from the U.S. statutory rate of 21 percent primarily due to ~~research~~state and ~~development~~local ~~credits~~taxes and non-deductible items, partially offset by ~~state~~research and ~~local~~development ~~taxes~~credits.

On ~~July~~For ~~4, 2025,~~ the ~~One~~three ~~Big~~months ~~Beautiful~~ended ~~Bill~~April ~~Act~~30, ~~(“OBBBA”)~~2025, ~~was~~the ~~enacted~~Company ~~into~~reported ~~law.~~a ~~The OBBBA includes significant changes to US corporate~~ tax ~~provisions~~provision of ~~the~~$433 million ~~Tax~~on ~~Cuts~~pretax ~~and~~income ~~Jobs~~of ~~Act~~$2. ~~Notably~~0 billion, itwhich ~~allows~~resulted in an ~~immediate~~effective ~~deduction~~tax ~~for~~rate ~~domestic~~of ~~research~~22 ~~and~~percent. ~~development~~The ~~expenditures,~~Company’s ~~reinstates~~effective ~~100%~~tax ~~bonus~~rate ~~depreciation,~~differed ~~and~~from ~~modifies~~ the ~~international tax framework~~U.S. ~~The~~statutory ~~legislation~~rate ~~has~~of ~~multiple~~21 ~~effective~~percent ~~dates,~~primarily ~~with~~due ~~certain~~to ~~provisions~~state ~~effective~~and inlocal ~~fiscal~~taxes ~~2026~~ and ~~others~~non-deductible initems, ~~the~~partially ~~subsequent~~offset ~~years.~~by ~~The~~research ~~changes~~and ~~had~~development ~~an immaterial impact to the Company’s tax provision for the period ended October 31, 2025~~credits.

For the nine months ended October 31, 2024, the Company reported a tax provision of $961 million on pretax income of $5.5 billion, which resulted in an effective tax rate of 18 percent. The Company’s effective tax rate differed from the U.S. statutory rate of 21 percent primarily due to research and development credits, the foreign-derived intangible income deduction, and excess tax benefits from stock-based compensation.

Unrecognized Tax Benefits and Other Considerations

The Company records liabilities related to its uncertain tax positions. Tax positions for the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions throughout the world. Certain prior year tax returns are currently being examined by various taxing authorities in countries including the United States, Germany, Israel, and India. The Company believes that it has provided adequate reserves for its income tax uncertainties in all open tax years. As the outcome of the tax audits cannot be predicted with certainty, if any issues addressed in the Company’s tax audits are resolved in a manner inconsistent with management's expectations, the Company could adjust its provision for income taxes in the future. ~~The Company does not anticipate a significant change to its unrecognized tax benefits in the next 12 months.~~

1211. Net Income Per Share

Basic net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding for the fiscal period. Diluted net income per share is computed by giving effect to all potential weighted average dilutive common stock, including options and restricted stock units. The dilutive effect of outstanding awards is reflected in diluted net income per share by application of the treasury stock method.

3	Three Months Ended October 31,				Nine Months Ended October 31,
	2025		2024		2025		2024
Numerator:
Net income	$	2,086	$	1,527	$	5,514	$	4,489
Denominator:
Weighted-average shares outstanding for basic net income per share	948		956		955		963
Effect of dilutive securities:
Employee stock awards	4		9		7		12
Weighted-average shares outstanding for diluted net income per share	952		965		962		975

	Three Months Ended October 31,		Nine Months Ended October 31,
	2025	2024	2025	2024
Employee stock awards	18	10	9	9

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A reconciliation of the denominator used in the calculation of basic and diluted net income per share is as follows (in millions):

13. Legal Proceedings and Claims


1	Three Months Ended April 30,
		2026		2025
Numerator:
Net income		$	2,107	$	1,541
Denominator:
Weighted-average shares outstanding for basic net income per share		868		960
Effect of dilutive securities:
Employee stock awards		3		10


Weighted-average shares outstanding for diluted net income per share		871		970

The weighted-average number of shares outstanding used in the computation of diluted net income per share does not include the effect of the following potentially outstanding common stock. The effects of these potentially outstanding shares, including the unsettled forward contract component of the ASR agreements, were not included in the calculation of diluted net income per share because the effect would have been anti-dilutive (in millions):


	Three Months Ended April 30,
		2026	2025
Employee stock awards		31	2
Unsettled component of ASR Agreements		36	0

12. Legal Proceedings and Claims

In the ordinary course of business, the Company is or may be involved in various legal or regulatory proceedings, claims or purported class actions related to alleged infringement of third-party patents and other intellectual property rights, commercial, corporate and securities, labor and employment, wage and hour and other claims. The Company has been, and may in the future be, put on notice or sued by third parties for alleged infringement of their proprietary rights, including patent infringement.

In general, the resolution of a legal matter could prevent the Company from offering its service to others, could be material to the Company’s financial condition or cash flows, or both, or could otherwise adversely affect the Company’s reputation and future operating results.

The Company makes a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. The outcomes of legal proceedings and other contingencies are, however, inherently unpredictable and subject to significant uncertainties. At this time, the Company is not able to reasonably estimate the amount or range of possible losses in excess of any amounts accrued, including losses that could arise as a result of application of non-monetary remedies, with respect to the contingencies it faces, and the Company’s estimates may not prove to be accurate.

In management’s opinion, resolution of all current matters, including those described below, is not expected to have a material adverse impact on the Company’s financial statements. However, depending on the nature and timing of any such dispute, payment or other contingency, the resolution of a matter could materially affect the Company’s current or future results of operations or cash flows, or both, in a particular quarter.

Slack Litigation

Beginning in September 2019, seven purported class action lawsuits were filed against Slack, its directors, certain of its officers and certain investment funds associated with certain of its directors, each alleging violations of securities laws in connection with Slack’s registration statement on Form S-1 (the “Registration Statement”) filed with the SEC. All but one of these actions were filed in the Superior Court of California for the County of San Mateo, though one plaintiff originally filed in the County of San Francisco before refiling in the County of San Mateo (and the original San Francisco action was dismissed). The remaining action was filed in the U.S. District Court for the Northern District of California (the “Federal Action”). In the Federal Action, captioned Dennee v. Slack Technologies, Inc., Case No. 3:19-CV-05857-SI, Slack and the other defendants filed a motion to dismiss the complaint in January 2020. In April 2020, the court granted in part and denied in part the motion to dismiss. In May 2020, Slack and the other defendants filed a motion to certify the court’s order for interlocutory appeal, which the court granted. Slack and the other defendants filed a petition for permission to appeal the district court’s order to the Ninth Circuit Court of Appeals, which was granted in July 2020. Oral argument was heard in May 2021. On September 20, 2021, the Ninth Circuit affirmed the district court’s ruling. Slack filed a petition for rehearing with the Ninth Circuit on November 3, 2021, which was denied on May 2, 2022. Slack filed a petition for a writ of certiorari with the U.S. Supreme Court on August 31, 2022, which was granted on December 13, 2022. On June 1, 2023, the Supreme Court issued a unanimous decision vacating the Ninth Circuit’s decision and remanded for further proceedings. The Ninth Circuit ordered the parties to submit additional briefing in light of the Supreme Court’s decision. On February 10, 2025, the Ninth Circuit issued an opinion reversing the district court’s order and instructing the district court to dismiss the complaint with prejudice. On July 10, 2025, the plaintiff filed a petition for a writ of certiorari with the U.S. Supreme Court, which was denied on October 6, 2025. On November 4, 2025, the defendants requested that the district court enter judgment against the plaintiff in the Federal Action. On November 10, 2025, the court entered judgment for defendants and against the plaintiff, which marks the conclusion of the Federal Action. The state court actions were consolidated in November 2019, and the consolidated action is captioned In re Slack Technologies, Inc. Shareholder Litigation, Lead Case No. 19CIV05370 (the “State Court Action”). An additional state court action was filed in San Mateo County in June 2020 but was consolidated with the State Court Action in July 2020. Slack and the other defendants filed demurrers to the complaint in the State Court Action in February 2020. In August 2020, the court sustained in part and overruled in part the demurrers, and granted plaintiffs leave to file an amended complaint, which they filed in October 2020. Slack and the other defendants answered the complaint in November 2020. Plaintiffs filed a motion for class certification on October 21, 2021, which remains pending. On October 26, 2022, the court stayed the State Court Action pending resolution of Slack’s petition for a writ of certiorari in the Federal Action. On November 7, 2025, the court lifted the stay in the State Court Action solely to permit plaintiffs to take certain discovery and to file a renewed motion for class certification, if they choose to do so. The State Court Action seek unspecified monetary damages and other relief on behalf of investors who purchased Slack’s Class A common stock issued pursuant and/or traceable to the Registration Statement.

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Ninth Circuit affirmed the district court’s ruling. Slack filed a petition for rehearing with the Ninth Circuit on November 3, 2021, which was denied on May 2, 2022. Slack filed a petition for a writ of certiorari with the U.S. Supreme Court on August 31, 2022, which was granted on December 13, 2022. On June 1, 2023, the Supreme Court issued a unanimous decision vacating the Ninth Circuit’s decision and remanded for further proceedings. The Ninth Circuit ordered the parties to submit additional briefing in light of the Supreme Court’s decision. On February 10, 2025, the Ninth Circuit issued an opinion reversing the district court’s order and instructing the district court to dismiss the complaint with prejudice. On July 10, 2025, the plaintiff filed a petition for a writ of certiorari with the U.S. Supreme Court, which was denied on October 6, 2025. On November 4, 2025, the defendants requested that the district court enter judgment against the plaintiff in the Federal Action. On November 10, 2025, the court entered judgment for defendants and against the plaintiff, which marks the conclusion of the Federal Action. The state court actions were consolidated in November 2019, and the consolidated action is captioned In re Slack Technologies, Inc. Shareholder Litigation, Lead Case No. 19CIV05370 (the “State Court Action”). An additional state court action was filed in San Mateo County in June 2020 but was consolidated with the State Court Action in July 2020. Slack and the other defendants filed demurrers to the complaint in the State Court Action in February 2020. In August 2020, the court sustained in part and overruled in part the demurrers, and granted plaintiffs leave to file an amended complaint, which they filed in October 2020. Slack and the other defendants answered the complaint in November 2020. Plaintiffs filed a motion for class certification on October 21, 2021, which was never ruled upon. On October 26, 2022, the court stayed the State Court Action pending resolution of Slack’s petition for a writ of certiorari in the Federal Action. On November 7, 2025, the court lifted the stay in the State Court Action solely to permit plaintiffs to take certain discovery and to file a renewed motion for class certification, if they choose to do so. The State Court Action seeks unspecified monetary damages and other relief on behalf of investors who purchased Slack’s Class A common stock issued pursuant and/or traceable to the Registration Statement.

Backpage Litigation

The Company has been named as a defendant in a number of state and federal actions relating to the activities of one of its former customers, Website Technologies, LLC (“Website Technologies”), an affiliate of Backpage.com, LLC (“Backpage”). Plaintiffs in these actions generally allege that they were victims of sex trafficking by individuals who advertised them on backpage.com, a website operated by Backpage, and assert various claims and theories premised on the Company’s provision to Website Technologies of Salesforce CRM Software and related products, which the plaintiffs allege facilitated the operation and growth of Backpage’s business. The initial action, filed in the Superior Court of California for the County of San Francisco on behalf of numerous plaintiffs, was dismissed with prejudice under Section 230 of the Communications Decency Act (“Section 230”), and that dismissal was affirmed by the California Court of Appeal in December 2021. In April 2020, an action involving a single plaintiff was filed in the U.S. District Court for the Northern District of Illinois, G.G. v. Salesforce, Inc., Case No. 1:20-CV-2335 (“G.G.”). The district court granted the Company’s motion to dismiss the action, and the Seventh Circuit Court of Appeals reversed that ruling in August 2023. On June 12, 2025, after discovery had commenced, plaintiff filed a substantially amended complaint. On July 9, 2025, the Company filed a motion to dismiss that complaint. The district court dismissed one of plaintiff’s claims in January 2026. Beginning in April 2020, five actions involving six plaintiffs were filed and consolidated in the U.S. District Court for the Southern District of Texas as A.B. v. Salesforce, Inc., Case No. 4:20-CV-01254 (“A.B.”). The Company moved for summary judgment on the basis that the claims were barred by Section 230. In November 2023, the court denied the Company’s motion and in December 2024, the Fifth Circuit Court of Appeals affirmed that ruling. In October 2025, the district court in A.B. granted the Company’s motion pursuant to 18 U.S.C. § 1595(b) to stay the action pending final adjudication of criminal proceedings involving Backpage.

Since May 2023, a number of similar actions have been filed in federal and state courts, including principally: (1) actions filed by 30 plaintiffs in the U.S. District Court for the Northern District of Texas, which were consolidated as S.M.A. v. Salesforce, Inc., Case No. 3:23-CV-0915-B (“S.M.A”); (2) actions filed by 21 plaintiffs in Texas state court in Dallas County, which were removed to the U.S. District Court for the Northern District of Texas and consolidated as A.S. v. Salesforce, Inc., Case No. 3:23-CV-1039-B (“A.S.”); (3) an action by a single plaintiff filed in Texas state court in Harris County, which was removed to the U.S. District Court for the Southern District of Texas as T.S. v. Salesforce, Inc., Case No. 4:23-CV-01792 (“T.S.”); (4) an action by a single plaintiff filed in Texas state court in Harris County, which was removed to the U.S. District Court for the Southern District of Texas as A.A. v. Salesforce, Inc., Case No. 4:26-CV-00757 (“A.A.”); (5) an action filed by a single plaintiff in the U.S. District Court for the Southern District of Texas as Jane Doe (C.S.) v. Salesforce, Inc., Case No. 2:25-CV-189 (“C.S.”); (6) an action filed by a single plaintiff in the U.S. District Court for the Western District of Washington as M.K. v. Salesforce.com, Inc, Case No. 2:23-CV-435 (“M.K.”); (7) an action filed by a single plaintiff in the U.S. District Court for the Middle District of Florida as I.H. v. Salesforce..com, LLC, Case No. 8:24-CV-1678 (“I.H.”); (8) an action filed by 13 plaintiffs in the U.S. District Court for the Northern District of Illinois as A.G.B. v. Salesforce, Inc., Case No. 25-CV-15801 (“A.G.B.”); (9) an action filed by a single plaintiff in the U.S. District Court for the Northern District of Illinois as J.L.D. v. Salesforce, Inc., Case No. 26-CV-01580 (“J.L.D.”); and (10) an action filed by two plaintiffs in the U.S. District Court for the Northern District of Illinois as E.Y.W. v. Salesforce, Inc., Case No. 1:26-CV-02632 (“E.Y.W.”). Six actions have further been filed by 244 plaintiffs in the U.S. District Court for the Northern District of Illinois and have been consolidated with G.G. (“G.G. consolidated cases”): A.I.R. v. Salesforce, Inc., Case No. 1:25-CV-6867; J.M.M. v. Salesforce, Inc., Case No. 1:25-

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~~and~~CV-6868; ~~growth~~K.B. ~~of Backpage’s business~~v. ~~The~~Salesforce, ~~initial action~~Inc., ~~filed~~Case inNo. ~~the~~1:25-CV-6869; ~~Superior~~N.R.J. ~~Court~~v. ofSalesforce, ~~California~~Inc., ~~for~~Case ~~the~~No. ~~County~~1:25-CV-6870; ofM.K. ~~San~~v. ~~Francisco~~Salesforce, ~~on behalf of numerous plaintiffs~~Inc., ~~was~~Case ~~dismissed~~No. ~~with~~1:25-CV-6871; ~~prejudice~~and ~~under~~N.A.M. ~~Section~~v. ~~230~~Salesforce, ~~of the Communications Decency Act (“Section 230”)~~Inc., ~~and~~Case ~~that~~No. ~~dismissal was affirmed by the California Court of Appeal in December 2021~~1:25-CV-6872. InSeven ~~April~~actions ~~2020,~~have anbeen ~~action was~~ filed onby ~~behalf~~fourteen ofplaintiffs ~~a single plaintiff~~ in the U.S. District Court for the Northern District of ~~Illinois,~~California: GA.GA. v. Salesforce, Inc., Case No. ~~No. 1~~4:2026-CV-~~2335.~~01531; ~~The~~SF-00001 ~~district~~v. ~~court~~Salesforce, ~~granted~~Inc., ~~the~~Case ~~Company’s~~No. ~~motion~~4:26-CV-01594; toSF-00002 ~~dismiss~~v. ~~the~~Salesforce, ~~action~~Inc., ~~and~~Case ~~the~~No. ~~Seventh~~4:26-CV-01975; ~~Circuit~~SF-00003 ~~Court~~v. ofSalesforce, ~~Appeals~~Inc., ~~reversed~~Case ~~that~~No. ~~ruling~~4:26-CV-02162; inSF-00004 ~~August 2023~~v. ~~On June 12~~Salesforce, ~~2025~~Inc., ~~after~~Case ~~discovery~~No. ~~had~~4:26-CV-02172; ~~commenced,~~SF-00005 ~~Plaintiff filed a substantially amended complaint~~v. ~~On July 9~~Salesforce, ~~2025~~Inc., ~~the~~Case ~~Company~~No. ~~filed~~4:26-CV-02296; aSF-00009 ~~motion~~v. toSalesforce, ~~dismiss~~Inc., ~~that~~Case ~~complaint~~No. ~~The court has scheduled trial in the Northern District of Illinois matter for June 2026~~4:26-CV-02499. Fourteen ~~Beginning in April 2020, five~~ actions ~~involving~~have ~~six~~been ~~plaintiffs were~~ filed ~~and~~by ~~consolidated~~fourteen plaintiffs in the U.S. District Court for the ~~Southern~~Central District of ~~Texas~~California: asSF-00014 ~~A.B.~~ v. Salesforce, Inc., Case No. 42:2026-CV-~~01254.~~03471 ~~The~~(“SF-00014”); ~~Company~~SF-00015 ~~moved~~v. ~~for~~Salesforce, ~~summary~~Inc., ~~judgment~~Case onNo. ~~the~~2:26-CV-03771 ~~basis~~(“SF-00015”); ~~that~~SF-00016 ~~the claims were barred by Section 230~~v. InSalesforce, ~~November 2023~~Inc., ~~the~~Case ~~court~~No. ~~denied~~2:26-CV-03972 ~~the~~(“SF-00016”); ~~Company’s~~SF-00017 ~~motion~~v. ~~and~~Salesforce, ~~in December 2024~~Inc., ~~the~~Case ~~Fifth~~No. ~~Circuit~~2:26-CV-04150 ~~Court~~(“SF-00017”); ofSF-00018 ~~Appeals affirmed that ruling~~v. ~~Beginning~~Salesforce, ~~in May 2023~~Inc., aCase ~~number~~No. of2:26-CV-04157 ~~similar~~(“SF-00018”); ~~actions~~SF-00019 ~~have~~v. ~~been~~Salesforce, ~~filed in Texas federal and state courts~~Inc., ~~including~~Case ~~principally~~No. 2:26-CV-04398 (1“SF-00019”); 30SF-00020 ~~actions~~v. ~~filed~~Salesforce, inInc., ~~the~~Case UNo.S. ~~District~~2:26-CV-04421 ~~Court~~(“SF-00020”); ~~for~~SF-00021 ~~the~~v. ~~Northern~~Salesforce, ~~District of Texas~~Inc., ~~which~~Case ~~were~~No. ~~consolidated~~2:26-CV-04435 as(“SF-00021”); ~~S.M.A.~~SF-00022 v. Salesforce, Inc., Case No. 32:2326-CV-~~0915-B~~04488 (“~~S.M.A~~SF-00022”); ~~(2)~~SF-00023 21v. ~~actions filed in Texas state court in Dallas County~~Salesforce, ~~which were removed by the Company to the Northern District of Texas~~Inc., ~~and~~Case ~~consolidated~~No. as2:26-CV-04652 ~~A.S.~~(“SF-00023”); SF-00024 v. Salesforce, Inc., Case No. 32:2326-CV-~~1039-B~~04608 (“~~A.S.~~SF-00024”); ~~and~~SF-00025 ~~(3)~~v. ~~one~~Salesforce, ~~action filed in Texas state court in Harris County~~Inc., ~~which~~Case ~~was removed to the U~~No.S. ~~District~~2:26-CV-04664 ~~Court~~(“SF-00025”); ~~for~~SF-00026 ~~the Southern District of Texas as T.S.~~ v. Salesforce, Inc., Case No. 42:2326-CV-~~01792~~04836 (“~~T.S.~~SF-00026”).; InSF-00027 ~~June~~v. ~~2023~~Salesforce, ~~the Company moved to dismiss the T~~Inc.~~S. action~~, ~~and~~Case ~~that~~No. ~~motion~~2:26-CV-04859 ~~remains pending~~(“SF-00027”). Separately, 1918 actions have been filed by 18 plaintiffs in Texas state court, which are proceeding in a Texas state court multidistrict litigation in Harris County District Court, captioned In re Jane Doe Cases, MDL 2020-28545 (“Texas MDL”). In March 2024, the district court in S.M.A. granted the Company’s consolidated motion to dismiss the complaint on the ground that plaintiffs had not alleged the requisite intent element under the federal trafficking statute, and in April 2024 an amended complaint was filed amending the federal law claim and adding a Texas state law claim. In May 2024, the Company moved to dismiss the amended complaint. In March 2025, the district court granted the motion as to the Texas state law claims, dismissed the Texas ~~claims~~claim with prejudice, and denied the motion as to the federal law ~~claims~~claim. In October 2025, S.M.A. was stayed pursuant to 18 U.S.C. § 1595(b) pending the final adjudication of the criminal proceedings involving Backpage. In September 2024, the district court in A.S. denied the Company’s motion to dismiss ~~and then scheduled trial for January 2026~~. In November 2024, the Company moved for judgment on the pleadings ~~in A~~.S. In May 2025, the district court granted that motion with leave to amend ~~the complaint~~. Plaintiffs then filed a consolidated amended complaint, and on June 20, 2025, the Company moved to dismiss that complaint. ~~That~~This motion ~~remains~~was pending when, in October 2025, A. S. also was stayed pursuant to 18 U.S.C. § 1595(b) pending the final adjudication of the criminal proceedings involving Backpage. In June ~~2025~~2023, ~~Plaintiff’s~~the ~~counsel~~Company inmoved Ato dismiss T.S., and Sthat motion remains pending.M In March 2024, T.AS. ~~filed~~was ~~six~~stayed ~~new~~pending ~~actions~~the interlocutory appeal in A.B., which was remanded to the ~~Northern~~district ~~District~~court ofin ~~Illinois~~January on2025. ~~behalf~~The ofCompany filed a ~~total~~motion ofto ~~244~~dismiss ~~new~~in ~~Plaintiffs~~A.A. Onin ~~August~~February 262026, ~~2025,~~and ~~the~~that ~~six~~motion ~~new~~remains ~~actions~~pending. ~~were~~In ~~consolidated~~May ~~before~~2026, the ~~Northern~~Company ~~District~~filed ofa ~~Illinois~~motion ~~judge~~to ~~who~~stay isA.A. ~~presiding~~under ~~over~~18 ~~the G~~U.GS.C ~~action.~~§ On1595(b) ~~July~~that ~~14,~~remains pending. In September 2025, ~~Plaintiff’s~~the ~~counsel~~Company infiled Ga motion to dismiss C.GS. ~~filed~~that awas ~~new~~pending ~~action~~when inthe court granted the ~~Southern~~motion ~~District~~to ofstay ~~Texas,~~under C18 U.S.C. v§ 1595(b) in April 2026. Plaintiff in M.K. voluntarily dismissed her claim against Salesforce, ~~Inc~~in May 2024. In December 2025, ~~Case~~the Nodistrict court in I.H. ~~25-CV-00189~~stayed ~~(“C~~the action pursuant to 18 U.S.”)C. On§ ~~September~~1595(b) ~~29,~~pending ~~2025,~~final adjudication of the criminal proceedings involving Backpage. The Company filed a motion to dismiss in the CG.SG. ~~action.~~consolidated ~~That~~cases ~~motion~~in ~~remains~~January 2026 that was pending. ~~Beginning~~when inthe ~~early~~district ~~August~~court ~~2025,~~granted the Company’s ~~filed~~motion ~~motions~~to instay ~~each~~under of18 ~~the~~U.S.C. ~~pending~~§ ~~federal~~1595(b) ~~cases~~to ~~for~~stay athe ~~stay~~G.G. ofconsolidated ~~proceedings~~cases pending the ~~completion~~final adjudication of ~~ongoing~~the criminal proceedings involving Backpage in March 2026. On ~~October~~Plaintiffs 21in the G.G. consolidated cases filed a motion for reconsideration of the stay order, ~~2025~~and that motion remains pending. In March through May 2026, the ~~court~~district courts in ~~the~~ A.SG.B., J.L.D., and SE.MY.AW. ~~actions~~ granted the ~~Company~~parties’s ~~motions~~stipulation to stay ~~those~~the ~~actions,~~cases ~~and~~subject onto ~~October~~the ~~28,~~same ~~2025,~~stay ~~the~~entered ~~court~~ in Athe G.BG. ~~similarly~~consolidated ~~granted~~cases. The Company’s responses to Plaintiffs’ complaints in the Northern District of California are due in May and June 2026. The Company’s ~~stay~~responses ~~motion~~to the served complaints in the Central District of California cases are due in June and July 2026. OnIn ~~November~~the 7,Texas ~~2025~~MDL, ~~Plaintiffs’~~the ~~counsel~~Company moved to dismiss certain claims by plaintiffs in ~~A.S.~~this MDL who reside outside of Texas on personal jurisdiction, ~~S.M.A.~~extraterritoriality, and ~~A.B.~~forum ~~moved~~non ~~for~~conveniens ~~reconsideration~~grounds ofin the ~~stay~~latter ~~rulings~~half of 2023. ~~The~~ ~~motions~~In ~~for~~February ~~reconsideration~~2026, ~~remain~~at ~~pending~~a hearing on these motions, ~~and~~the court granted the ~~stay~~Company’s motions to dismiss on forum non conveniens grounds. The Company will be dismissed from B.I.R., C.V., and T.K, in the ~~other~~Texas ~~federal~~MDL ~~actions~~pending ~~also~~the ~~remain~~court’s ~~pending~~written order. All of the foregoing actions seek unspecified monetary damages, attorneys’ fees, and costs. The Company intends to defend its interests in these proceedings vigorously.

14. Subsequent Events

Informatica Inc.

In November 2025, the Company acquired all outstanding stock of Informatica, an AI-powered enterprise cloud data management platform. The preliminary acquisition date fair value of the consideration transferred for Informatica is estimated to be approximately $9.6 billion, comprised primarily of $9.5 billion in cash. The cash portion included the full $6.0 billion available under the credit facilities associated with the Informatica Credit Agreements (see Note 8 “Debt”).

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact, which may consist of, among other things, trend analyses and statements regarding future events, future financial performance, anticipated growth, and industry prospects, are forward-looking. Words such as “aims,” “anticipates,” “assumes,” “believes,” “commitments,” “could,” “estimates,” “expects,” “forecasts,” “foresees,” “goals,” “intends,” “may,” “plans,” “predicts,” “projects,” “seeks,” “should,” “targets” and “would,” and variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are inherently uncertain and based on management’s current expectations and assumptions, which are subject to risks and uncertainties that are difficult to predict, including those described in Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” Part I, Item 3, “Quantitative and Qualitative Disclosures About Market Risk,” Part II, Item 1A, “Risk Factors,” and elsewhere in this Quarterly Report on Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment and new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results or outcomes to differ materially from those contained in any forward-looking statements.

In light of these and other risks and uncertainties, the future events and trends discussed in this Quarterly Report on Form 10-Q may not occur as we expect or at all, and our actual results or outcomes may differ materially and adversely from those expressed or implied in our forward-looking statements. Readers are cautioned not to place undue reliance on such forward-looking statements. Except as required by law, we undertake no obligation to revise or update publicly any forward-looking statements for any reason.

Overview

Salesforce is a global leader in customer relationship management (“CRM”) technology, ~~enabling~~helping ~~companies~~organizations of ~~every~~any size ~~and~~become ~~industry~~agentic ~~to connect with their customers through the power of data, artificial intelligence (“AI”), CRM and trust~~enterprises. Founded in 1999, we bring humans, ~~together with AI~~ agents, toapps, ~~drive~~and ~~customer~~data ~~success~~together on ~~one~~a ~~deeply~~trusted, unified platform to unlock growth and innovation.

Our platform unites sales, service, marketing, commerce and IT teams by connecting customer data across systems, apps and devices to create a complete view of customers. With this single source of customer truth and integrated artificial intelligence (“AI”), teams can be more responsive, productive and efficient, deliver intelligent, personalized experiences across every channel and increase productivity. ~~During~~We ~~the~~continue ~~third~~to ~~quarter~~expand ofthe ~~fiscal~~capabilities ~~2025,~~of weour ~~introduced~~autonomous ~~Agentforce,~~AI aagent ~~new~~ layer ofintegrated across our ~~trusted~~ platform. ~~that~~Agentforce enables ~~companies~~organizations to ~~build and~~ deploy AIautonomous agents that ~~can respond to inputs~~reason, make decisions, and ~~take~~execute ~~action~~tasks. ~~autonomously~~Salesforce ~~across~~is ~~business~~the ~~functions.~~platform ~~Agentforce~~that ~~includes~~powers ahow ~~suite~~humans ofand ~~customizable~~ agents ~~for~~work ~~use~~together, ~~across~~whether ~~sales~~using Customer 360 apps, ~~service~~Slack, ~~marketing~~Headless ~~and~~360, ~~commerce~~or other user interfaces. We continue to invest for growth, including investing in generative and agentic AI across all products, which we believe will change how our customers help their customers, and continuously look to expand our leadership role in the cloud computing industry.

We continue to focus on several key growth levers, including driving multiple service offering adoption, increasing our penetration with enterprise and international customers and expanding our industry-specific reach with more vertical software solutions. These growth levers often require a more sophisticated go-to-market approach and, as a result, we may incur additional costs upfront to obtain new customers and expand our relationships with existing customers, including additional sales and marketing expenses specific to subscription and support revenue. As a result, we have seen that customers with many of these characteristics drive higher annual revenues and have lower attrition rates than our company average. In addition to these growth levers, our mergers and acquisitions framework has included several acquisitions that ~~accelerate~~have accelerated our agentic roadmap, including our ~~October~~April ~~2025~~2026 acquisition of ~~Regrello~~Qualified.com, ~~Corp~~Inc. (“~~Regrello~~Qualified”), ~~and~~ our November 2025 acquisition of Informatica, Inc. (“Informatica”) and our October 2025 acquisition of Regrello Corp. (“Regrello”). These acquisitions ~~are~~bring ~~bringing~~ in key talent and technology to accelerate innovation.

We are also focused on reducing our operating expenses to improve our operating margin. We have undertaken various restructuring initiatives to improve operating margins and continue advancing our ongoing commitment to profitable growth, which has included a reduction of our workforce, ~~and~~ office space ~~reductions~~and data centers within certain markets. We continue to evaluate and operationalize future programs to drive further operational efficiencies, optimize our management structure and increase cost optimization efforts to realize long-term sustainable growth. We expect to continue to experience improvements in our operating expenses as a percentage of revenue, which could include various restructuring initiatives or measured hiring initiatives to drive operational efficiencies.

Highlights from First ~~Nine~~Quarter ~~Months~~ of Fiscal ~~2026~~2027

•Revenue: For the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026, revenue was $3011.31 billion, an increase of ~~nine~~13 percent year-over-year.

•Income from Operations: For the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026, income from operations was $62.53 billion as compared to $51.49 billion from a year ago. Operating margin, which represents income from operations as a percentage ~~of total revenue, increased to approximately 22 percent for the nine months ended October 31, 2025 compared to approximately 19 percent in the prior year period.~~

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~~•Net~~of ~~Income~~total ~~per~~revenue, ~~Share:~~increased ~~For~~to approximately 21 percent for the ~~nine~~three months ended ~~October~~April 3130, ~~2025,~~2026 ~~diluted net income per share was $5.73 as~~ compared to ~~diluted~~approximately ~~net~~20 ~~income~~percent ~~per~~in ~~share~~the ofprior ~~$4.60 from a~~ year ~~ago~~period.

•~~Cash:~~Net ~~Cash~~Income ~~provided~~per byShare: ~~operations~~For ~~for~~ the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026, diluted net income per share was $92.542 ~~billion,~~as ancompared ~~increase~~to diluted net income per share of ~~four~~$1.59 ~~percent~~from a year~~-over-year~~ ago. ~~Total~~Our ~~cash,~~$25 ~~cash~~billion ~~equivalents~~Accelerated ~~and~~Share ~~marketable~~Repurchase ~~securities~~(“ASR asAgreements”) executed in March 2026 resulted in the repurchase of ~~October~~approximately ~~31,~~103 ~~2025~~million ~~was~~shares in the period and benefitted our diluted net income per share by $110.~~3 billion~~14.

•~~Remaining Performance Obligation~~Cash: ~~Total~~Cash ~~remaining~~provided ~~performance~~by ~~obligation,~~operations ~~which~~for ~~represents~~the ~~all~~three ~~future~~months ~~revenue~~ended ~~under~~April ~~contract yet to be recognized~~30, as2026 ~~of October 31, 2025~~ was ~~approximately~~ $596.57 billion, an increase of 12three percent year-over-year. ~~Current~~Total ~~remaining~~cash, ~~performance~~cash ~~obligation~~equivalents and marketable securities as of ~~October~~April 3130, ~~2025~~2026 was ~~approximately~~ $2911.48 billion~~, an increase of 11 percent year-over-year~~.

•~~Share~~Remaining ~~Repurchase~~Performance ~~Program~~Obligation: ~~During~~Total ~~the~~remaining ~~nine~~performance ~~months~~obligation, ~~ended~~which ~~October~~represents 31all future revenue under contract yet to be recognized, ~~2025~~as of April 30, we2026 ~~repurchased~~was approximately ~~33 million~~$67.9 ~~shares~~billion, an increase of ~~our~~11 ~~common~~percent ~~stock~~year-over-year. ~~for~~Current remaining performance obligation as of April 30, 2026 was approximately $833.76 billion, an increase of 14 percent year-over-year.

•Dividend Program: ~~During~~For the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026, we paid approximately $~~1.2~~365 ~~billion~~million in dividends and dividend equivalents as compared to $402 million from a year ago.

~~•Informatica~~Our ~~Acquisition:~~diversified Inproduct ~~November~~portfolio ~~2025~~and global customer base has provided us with operational resiliency across various geographies, weproducts, ~~completed~~and ~~our~~industry ~~acquisition~~segments. During the first quarter of ~~Informatica~~fiscal 2027, anwe ~~AI-powered~~experienced ~~enterprise~~sustained ~~cloud~~growth ~~data~~in ~~management~~Agentforce ~~platform~~Apps and Data 360, ~~for~~bolstered ~~approximately~~by ~~$9.6~~the ~~billion~~acquisition of Informatica.

~~Over~~In addition, the ~~first~~expanding ~~three~~global ~~quarters~~scope of ~~fiscal~~our ~~2026,~~business weand ~~continued~~the heightened volatility of global markets expose us to ~~see~~the ~~strong~~risk ~~momentum~~of fluctuations in ~~Data~~foreign ~~Cloud~~currency markets. Total revenues in the three months ended April 30, ~~Agentforce~~2026 ~~and~~were ~~our~~positively ~~broader~~impacted AIby ~~service~~approximately ~~offerings~~two percent in foreign currency fluctuations compared to the three months ended April 30, 2025. AsRelative weto April 30, 2025, our current remaining performance obligation growth as of April 30, 2026 was positively impacted by one percent compared to what would have abeen ~~diversified~~reported ~~portfolio~~using constant currency rates. The impact of ~~products~~foreign currency fluctuations could impact our near-term results and aability ~~customer~~to ~~base~~accurately ~~across~~predict ~~various~~our ~~geographies,~~future ~~segments~~results and ~~industries,~~earnings. ~~demand~~The ~~for~~impact of these fluctuations can also be compounded by the seasonality of our ~~offerings~~business in which our fourth quarter has ~~remained~~historically ~~relatively~~been ~~resilient~~our strongest quarter for new business and renewals.

In addition, the expanding global scope of our business and the heightened volatility of global markets expose us to the risk of fluctuations in foreign currency markets. Total revenues in the nine months ended October 31, 2025 were minimally impacted by foreign currency fluctuations compared to the nine months ended October 31, 2024. Our current remaining performance obligation growth as of October 31, 2025 compared to October 31, 2024 was positively impacted by one percent compared to what would have been reported using constant currency rates. The impact of foreign currency fluctuations could impact our near-term results and ability to accurately predict our future results and earnings. The impact of these fluctuations can also be compounded by the seasonality of our business in which our fourth quarter has historically been our strongest quarter for new business and renewals.

Fiscal Year

Our fiscal year ends on January 31. References to fiscal ~~2026~~2027, for example, refer to the fiscal year ending January 31, ~~2026~~2027.

Operating Segments

We operate as one segment. See Note 1 “Summary of Business and Significant Accounting Policies” to the condensed consolidated financial statements for further discussion.

Sources of Revenues

We derive our revenues from two sources: (1) subscription and support revenues and (2) professional services and other revenues. Subscription and support revenues accounted for approximately 95 percent of our total revenues for the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026.

Subscription and support revenues primarily include subscription fees from customers accessing our enterprise cloud computing services (collectively, “Cloud Services”), software license revenues from the sales of term software licenses, and support revenues from the sale of support and updates beyond the basic subscription fees or related to the sales of software licenses. Our Cloud Services allow customers to use our multi-tenant software without taking possession of the software. Revenue is generally recognized ratably over the contract term. Subscription and support revenues also include revenues associated with term software licenses that provide the customer with a right to use the software as it exists when made available. Revenues from term software licenses are generally recognized at the point in time when the software is made available to the customer. Revenue from support and updates is recognized as such support and updates are provided, which is generally ratably over the contract term. Changes in contract duration for multi-year term software licenses can impact the amount of revenues recognized upfront. Revenues from term software licenses represent less than ten percent of total subscription and support revenue for the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026.

The revenue growth rates of each of our service offerings, as described below in “Results of Operations,” fluctuate from quarter to quarter and over time. Additionally, we manage the total balanced product portfolio to deliver solutions to our customers and, as a result, the revenue result for each offering is not necessarily indicative of the results to be expected for any subsequent quarter. In addition, some of our Cloud Service offerings have similar features and functions. For example, customers may use our Sales, Service or Platform service offerings to record account and contact information, which are similar features across these service offerings. Depending on a customer’s actual and projected business requirements, more than one

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~~features across these~~ service ~~offerings. Depending on a customer’s actual and projected business requirements, more than one service~~ offering may satisfy the customer’s current and future needs. We record revenue based on the individual products ordered by a customer, not according to the customer’s business requirements and usage.

Our growth in revenues is also impacted by attrition. Attrition represents the reduction or loss of the annualized value of our contracts with customers. We calculate our attrition rate at a point in time on a trailing twelve-month basis as of the end of each month. In general, we exclude service offerings from acquisitions from our attrition calculation until they are fully integrated into our customer success organization. As of ~~October~~April 3130, ~~2025~~2026, our attrition rate, excluding Slack self-service, Informatica, and current year acquisitions, was approximately eight percent.

We continue to maintain a variety of customer programs and initiatives, which, along with increasing enterprise adoption, have helped keep our attrition rate consistent as compared to the prior year. Consistent attrition rates play a role in our ability to maintain growth in our subscription and support revenues.

Seasonal Nature of Unearned Revenue, Accounts Receivable and Operating Cash Flow

Unearned revenue primarily consists of billings to customers for our subscription service. Over 90 percent of the value of our billings to customers is for our subscription and support service. We generally invoice our customers in advance, in annual installments, and typical payment terms provide that our customers pay us within 30 days of invoice. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or in revenue depending on whether transfer of control to customers has occurred. In general, we collect our billings in advance of the subscription service period. We typically issue renewal invoices in advance of the renewal service period, and depending on timing, the initial invoice for the subscription and services contract and the subsequent renewal invoice may occur in different quarters. There is a disproportionate weighting toward annual billings in the fourth quarter, primarily as a result of large enterprise account buying patterns. Our fourth quarter has historically been our strongest quarter for new business and renewals. The year-on-year compounding effect of this seasonality in both billing patterns and overall new and renewal business causes the value of invoices that we generate in the fourth quarter for both new business and renewals to increase as a proportion of our total annual billings. Accordingly, because of this billing activity, our first quarter is typically our largest collections and operating cash flow quarter. Generally, our second or third quarter has historically been our smallest operating cash flow quarter. Unearned revenues, accounts receivable and operating cash flow may also be impacted by acquisitions. For example, operating cash flows may be adversely impacted by acquisitions due to transaction costs, financing costs such as interest expense and lower operating cash flows from the acquired entity.

Remaining Performance Obligation

Our remaining performance obligation represents all future revenue under contract that has not yet been recognized as revenue and includes unearned revenue and unbilled amounts. Our current remaining performance obligation represents future revenue under contract that is expected to be recognized as revenue in the next 12 months.

Remaining performance obligation is not necessarily indicative of future revenue growth and is influenced by several factors, including seasonality, the timing of renewals, average contract terms, foreign currency exchange rates and fluctuations in new business growth. Remaining performance obligation is also impacted by acquisitions. Unbilled portions of the remaining performance obligation denominated in foreign currencies are revalued each period based on the period end exchange rates. For multi-year subscription agreements billed annually, the associated unbilled balance and corresponding remaining performance obligation are typically high at the beginning of the contract period, zero just prior to renewal, and increase if the agreement is renewed. Low remaining performance obligation attributable to a particular subscription agreement is often associated with an impending renewal but may not be an indicator of the likelihood of renewal or future revenue from such customer. Changes in contract duration or the timing of delivery of professional services can impact remaining performance obligation as well as the allocation between current and non-current remaining performance obligation.

Cost of Revenues and Operating Expenses

Cost of Revenues

Cost of subscription and support revenues primarily consists of expenses related to our employee-related costs, which includes salaries, benefits and stock-based compensation expense, delivering our service and providing support, including the costs of data center capacity, certain fees paid to various third parties for the use of their technology, services and data, and allocated overhead. Our cost of subscription and support revenues also includes amortization of certain acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company’s ~~research~~developed ~~and development efforts~~technology. Also included in the cost of subscription and support revenues are expenses incurred supporting the free user base of Slack, including third-party hosting costs and employee-related costs specific to customer experience and technical operations.

Cost of professional services and other revenues consists primarily of employee-related costs associated with these services, the cost of subcontractors, certain third-party fees and allocated overhead. We believe that our professional services organization facilitates the adoption of our service offerings, helps us to secure larger subscription revenue contracts and

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~~organization facilitates the adoption of our service offerings, helps us to secure larger subscription revenue contracts and~~ supports our customers’ success. The cost of professional services may exceed revenues from professional services in future fiscal periods.

Research and Development

Research and development expenses consist primarily of employee-related costs for our engineering staff associated with product development, as well as allocated overhead.

Sales and Marketing

Sales and marketing expenses make up the majority of our operating expenses and consist primarily of employee-related costs and commissions for our sales and marketing staff, as well as payments to partners, marketing programs and allocated overhead. Marketing programs consist of advertising, events, corporate communications, brand building and product marketing activities. We capitalize certain costs to obtain customer contracts, such as commissions, and amortize these costs on a straight-line basis. As such, the timing of expense recognition for these commissions is not consistent with the timing of the associated cash payment.

Our sales and marketing expenses include amortization of certain acquisition-related intangible assets, such as the amortization of the cost associated with an acquired company’s trade names, customer lists and customer relationships.

General and Administrative

General and administrative expenses consist primarily of employee-related costs for finance and accounting, legal, internal audit, human resources and management information systems personnel, as well as professional services fees and allocated overhead.

We allocate overhead such as information technology infrastructure, rent, occupancy charges and certain employee benefits based on headcount. As such, these types of expenses are reflected in each cost of revenue and operating expense category.

Restructuring

Restructuring consists of charges related to employee transition, severance payments, employee benefits and stock-based compensation, as well as impairment charges associated with ~~long-lived~~data ~~assets~~center exits and office space reductions. Restructuring excludes allocated overhead.

Critical Accounting Policies and Estimates

Our condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States. The preparation of these condensed consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, costs and expenses, and related disclosures. On an ongoing basis, we evaluate our estimates and assumptions. Our actual results may differ from these estimates under different assumptions or conditions.

We believe that of our significant accounting policies, which are described in Note 1 “Summary of Business and Significant Accounting Policies” to our condensed consolidated financial statements, the following accounting policies and specific estimates involve a greater degree of judgment and complexity. Accordingly, these are the policies and estimates we believe are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations:

•the standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations;

•the valuation of privately held strategic investments;

•the fair value of assets acquired and liabilities assumed for business combinations;

•the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions;

•the useful lives of intangible assets; and

•the fair value of certain stock awards issued.

These estimates may change, as new events occur and additional information is obtained, and such changes will be recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from these estimates and any such differences may be material to our financial statements.

Additionally, refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended January 31, ~~2025~~2026 for further discussion with respect to these policies and estimates.

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Recent Accounting Pronouncements

See Note 1 “Summary of Business and Significant Accounting Policies” to the condensed consolidated financial statements for our discussion about new accounting pronouncements.

Results of Operations

The following tables set forth selected data for each of the periods indicated (in millions):

3	Three Months Ended October 31,								Nine Months Ended October 31,
1			Three Months Ended April 30,
	2025		% of Total Revenues		2024		% of Total Revenues		2025		% of Total Revenues		2024		% of Total Revenues
									2026		% of Total Revenues		2025		% of Total Revenues
Revenues:
Subscription and support	$	~~9,726~~	95	%	$	~~8,879~~	94	%	$	2810,~~713~~593	95	%	$	269,~~228~~297	9495	%
Professional services and other	~~533~~		5		~~565~~		6		~~1,611~~540		5		~~1,674~~532		65
Total revenues	~~10,259~~		~~100~~		~~9,444~~		~~100~~		3011,~~324~~133		100		279,~~902~~829		100
Cost of revenues (1)(2):
Subscription and support	~~1,665~~		16		~~1,501~~		16		41,~~921~~953		1618		41,~~617~~611		1716
Professional services and other	~~590~~		6		~~604~~		6		~~1,841~~617		65		~~1,809~~654		67
Total cost of revenues	~~2,255~~		22		~~2,105~~		22		62,~~762~~570		2223		62,~~426~~265		23
Gross profit	~~8,004~~		78		~~7,339~~		78		238,~~562~~563		7877		217,~~476~~564		77
Operating expenses (1)(2):
Research and development	~~1,433~~		14		~~1,356~~		14		41,~~374~~627		14		41,~~073~~460		15
Sales and marketing	~~3,456~~		34		~~3,323~~		35		103,~~328~~769		34		93,~~786~~429		35
General and administrative	~~667~~		6		~~711~~		8		~~2,098~~740		7		~~2,069~~697		7
Restructuring	~~260~~		3		56		1		~~300~~80		1		~~163~~36		10
Total operating expenses	~~5,816~~		57		~~5,446~~		58		176,~~100~~216		56		165,~~091~~622		5857
Income from operations	~~2,188~~		21		~~1,893~~		20		62,~~462~~347		2221		51,~~385~~942		1920
Gains (losses) on strategic investments, net	263		2		(217)		(3)		206		0		(217)		0
Interest expense									(317)		(3)		(68)		0
Other income	61		1		70		1		224		1		282		1
Gains (losses) on strategic investments, net									558		5		(63)		(1)
Income before provision for income taxes	2,512		24		1,746		18		6,892		23		5,450		20
Other income									133		1		163		1
Provision for income taxes	(426)		(4)		(219)		(2)		(1,378)		(5)		(961)		(4)
Income before provision for income taxes									2,721		24		1,974		20
Net income	$	2,086	20	%	$	1,527	16	%	$	5,514	18	%	$	4,489	16	%
Provision for income taxes									(614)		(5)		(433)		(4)
Net income									$	2,107	19	%	$	1,541	16	%

(1) Amounts related to amortization of intangible assets acquired through business combinations, as follows (in millions):

	Three Months Ended October 31,								Nine Months Ended October 31,
			Three Months Ended April 30,
	2025		% of Total Revenues		2024		% of Total Revenues		2025		% of Total Revenues		2024		% of Total Revenues
									2026		% of Total Revenues		2025		% of Total Revenues
Cost of revenues	$	~~156~~	2	%	$	~~131~~	2	%	$	~~468~~244	2	%	$	~~600~~162	2	%
Sales and marketing	~~230~~		2		~~223~~		2		~~693~~317		23		~~669~~233		32

(2) Amounts related to stock-based compensation expense, as follows (in millions):

	Three Months Ended October 31,								Nine Months Ended October 31,
			Three Months Ended April 30,
	2025		% of Total Revenues		2024		% of Total Revenues		2025		% of Total Revenues		2024		% of Total Revenues
									2026		% of Total Revenues		2025		% of Total Revenues
Cost of revenues	$	~~129~~	1	%	$	~~135~~	2	%	$	~~406~~138	1	%	$	~~386~~151	21	%
Research and development	~~271~~		3		~~278~~		3		~~826~~310		3		~~814~~275		3
Sales and marketing	~~296~~		3		~~312~~		3		~~874~~320		3		~~911~~285		3
General and administrative	~~109~~		1		95		1		~~291~~102		1		~~267~~88		1
Restructuring	14		0		0		0		2910		0		215		0

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The following table sets forth selected balance sheet data and other metrics for each of the periods indicated (in billions):

	As of
	October 31, 2025		January 31, 2025
	April 30, 2026		January 31, 2026
Cash, cash equivalents and marketable securities	$	11~~,323~~.8	$	~~14,032~~9.6
Unearned revenue	~~14,996~~20.4		~~20,743~~24.3
Remaining performance obligation	5967.59		6372.4
Principal due on our outstanding debt obligations (1)	~~8,500~~39.5		~~8,500~~14.5

(1) Amounts do not include operating or financing lease obligations.

Remaining performance obligation represents contracted revenue that has not yet been recognized, which includes unearned revenue and unbilled amounts that will be recognized as revenue in future periods.

Impact of Acquisitions

The comparability of our operating results in the three months ended April 30, 2026 compared to the same period in fiscal 2026 was impacted by our recent acquisitions, including the acquisition of Informatica in November 2025. In our discussion of changes in our results of operations for the three months ended April 30, 2026, compared to the same period in fiscal 2026, we may quantitatively disclose the impact of our acquired products and services for the one-year period subsequent to the acquisition date to the growth in certain of our revenues where such discussions would be meaningful. Expense contributions from our recent acquisitions for each of the respective period comparisons generally were not separately identifiable due to the integration of these businesses into our existing operations or were insignificant to our results of operations during the periods presented.

Revenues

Three Months Ended October 31,

Variance

Three Months Ended April 30,

Variance

(in millions)

~~2025~~2026

~~2024~~2025

Dollars

Percent

Subscription and support

910,~~726~~593

89,~~879~~297

~~847~~1,296

1014

Professional services and other

~~533~~540

~~565~~532

~~(32)~~8

~~(6)~~2

Total revenues

1011,~~259~~133

9,~~444~~829

~~815~~1,304

913

	Nine Months Ended October 31,				Variance
(in millions)	2025		2024		Dollars		Percent
Subscription and support	$	28,713	$	26,228	$	2,485	9	%
Professional services and other	1,611		1,674		(63)		(4)
Total revenues	$	30,324	$	27,902	$	2,422	9	%

The increase in subscription and support revenues for the three months ended April 30, 2026 was primarily caused by volume-driven increases from new business, which includes new customers, upgrades and additional subscriptions from existing customers. Pricing was not a significant driver of the increase in revenues for the period. Revenues from term software licenses, which are recognized at a point in time, represented approximately six percent of total subscription and support revenues for the three months ended April 30, 2026 and 2025. Subscription and support revenues accounted for approximately 95 percent of our total revenues for the three months ended April 30, 2026 and 2025.

The increase in ~~subscription~~professional services and ~~support~~other revenues for the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026 was primarily ~~caused~~due byincremental ~~volume-driven~~revenue ~~increases~~ from ~~new~~Informatica ~~business,~~ which ~~includes new customers, upgrades, and additional subscriptions from existing customers. Pricing~~ was ~~not~~partially aoffset ~~significant~~by ~~driver~~less ofdemand ~~the increase in revenues~~ for ~~either~~larger, ~~period.~~multi-year ~~Revenues~~transformation ~~from term software licenses~~engagements, which ~~are~~may ~~recognized~~continue ~~at a point~~ in ~~time, represented approximately four percent and six percent of total subscription and support revenues for~~ the ~~three~~near ~~and nine months ended October 31, 2025, and five percent of total subscription and support revenues for the three and nine months ended October 31, 2024~~term. Subscription and support revenues accounted for approximately 95 percent of our total revenues for the three and nine months ended October 31, 2025 and 94 percent for the three and nine months ended October 31, 2024.

The ~~decrease~~acquisition of Informatica in ~~professional~~November ~~services~~2025 ~~and~~contributed ~~other~~approximately $444 million of total revenues ~~for~~in the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025 was primarily due to less demand for larger, multi-year transformation engagements, which may continue in the near term~~2026.

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Subscription and Support Revenues by Service Offering~~(1)~~

Subscription and support revenues consisted of the following (in millions):

	Three Months Ended October 31,
	Three Months Ended April 30,
	2025		As a % of Total Subscription and Support Revenues		2024		As a % of Total Subscription and Support Revenues		Growth Rate
	2026		As a % of Total Subscription and Support Revenues		2025		As a % of Total Subscription and Support Revenues		Growth Rate
Agentforce Sales	$	2,297	24	%	$	2,119	24	%	8	%
Agentforce Apps	$	6,910	65	%	$	6,345	68	%	9	%
Agentforce Service	2,495		26		2,288		26		9
Data 360, Headless Platform, and Other	3,683		35		2,952		32		25
Agentforce 360 Platform, Slack and Other	2,180		22		1,825		20		19
Total	$	10,593	100	%	$	9,297	100	%	14	%
Agentforce Marketing and Agentforce Commerce	1,361		14		1,334		15		2
Agentforce Integration and Agentforce Analytics	1,393		14		1,313		15		6
Total	$	9,726	100	%	$	8,879	100	%	10	%

	Nine Months Ended October 31,
	2025		As a % of Total Subscription and Support Revenues		2024		As a % of Total Subscription and Support Revenues		Growth Rate
Agentforce Sales	$	6,695	23	%	$	6,188	24	%	8	%
Agentforce Service	7,287		25		6,727		26		8
Agentforce 360 Platform, Slack and Other	6,227		22		5,329		20		17
Agentforce Marketing and Agentforce Commerce	4,051		14		3,924		15		3
Agentforce Integration and Agentforce Analytics	4,453		16		4,060		15		10
Total	$	28,713	100	%	$	26,228	100	%	9	%

Effective as of the first quarter of fiscal year 2027, we have revised the presentation of our disaggregated revenue disclosures to reflect the evolution of our product architecture to deliver the Agentic Enterprise. Consistent with how management evaluates the performance of our business and how we develop, sell, serve, and engage customers, subscription and support revenue is now reported across two primary categories: Agentforce Apps and Data 360, Headless Platform, and Other. Agentforce Apps groups our applications with Agentforce, reflecting how Agentforce is embedded in every app, and is comprised of Agentforce Sales, Agentforce Service, Agentforce Marketing, Agentforce Commerce, Agentforce Apps Flex Credits and Slack. Data 360, Headless Platform, and Other groups our data context layer and unified platform, to reflect the foundation powering Agentforce Apps, and is comprised of Data 360, Data 360 and Platform Flex Credits, Headless Platform, Informatica, Agentforce Mulesoft, Agentforce Tableau and Other.

(1) In the third quarter of fiscal 2026, we renamed our service offerings to reference Agentforce. There were no changes in the allocation of revenue between these service offerings coming from this change.

Agentforce Integration and Agentforce Analytics subscription and support revenues include revenues from term software licenses, which are recognized at the point in time when the software is made available to the customer. Therefore, we expect these offerings to experience greater volatility in revenues period to period compared to our other service offerings and recent revenue trends may not be indicative of future performance. Additionally, as we transition customers within the Agentforce Integration and Agentforce Analytics offering from term software licenses to subscription based services, revenue associated with such customers will generally be recognized ratably over the contract term, which we expect may potentially result in less revenue in the period the customer transitions but incremental revenues over the remaining term.

Revenues by Geography

	Three Months Ended October 31,
	Three Months Ended April 30,
(in millions)	~~2025~~2026		As a % of Total Revenues		~~2024~~2025		As a % of Total Revenues		Growth Rate
Americas	$	67,~~703~~233	65	%	$	6,~~220~~469	66	%	812	%
Europe	2,~~470~~754		2425		2,~~228~~337		24		1118
Asia Pacific	1,~~086~~146		1110		~~996~~1,023		10		912
	$	10,259	100	%	$	9,444	100	%	9	%
Total	$	11,133	100	%	$	9,829	100	%	13	%

Revenues by geography are determined based on the region of the Salesforce contracting entity, which may be different than the region of the customer. The increase in revenues across all regions was primarily due to the continued execution of our business and growth strategy, including increasing our geographic reach primarily through extending our go-to-market capabilities globally. Foreign currency positively impacted the year over year fluctuations in revenue by approximately two percent.

Cost of Revenues


	Three Months Ended April 30,								Variance Dollars
(in millions)	2026		As a % of Total Revenues		2025		As a % of Total Revenues
Subscription and support	$	1,953	18	%	$	1,611	16	%	$	342
Professional services and other	617		5		654		7		(37)
Total cost of revenues	$	2,570	23	%	$	2,265	23	%	$	305

For the three months ended April 30, 2026, the increase in cost of revenues in absolute dollars was primarily due to an increase in service delivery expenses and amortization of purchased intangibles, primarily associated with our acquisition of Informatica. Total cost of revenues as a percentage of total revenues during the three months ended April 30, 2026 was consistent with the same period a year ago.

We intend to continue to invest additional resources in our AI, agentic and cloud services to allow us to scale with our customers and continue to evolve our security measures. The timing of these expenses may cause our cost of revenues as a percentage of revenues to fluctuate over time due to changes in demand for our service offerings.

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Operating Expenses

	Nine Months Ended October 31,
	Three Months Ended April 30,								VarianceDollars
(in millions)	~~2025~~2026		As a % of Total Revenues		~~2024~~2025		As a % of Total Revenues		~~Growth Rate~~
Americas	$	19,908	66	%	$	18,483	66	%	8		%
Research and development	$	1,627	14	%	$	1,460	15	%	$	167
Europe	7,236		24		6,557		24		10
Sales and marketing	3,769		34		3,429		35		340
Asia Pacific	3,180		10		2,862		10		11
General and administrative	740		7		697		7		43
	$	30,324	100	%	$	27,902	100	%	9		%
Restructuring	80		1		36		0		44
Total operating expenses	$	6,216	56	%	$	5,622	57	%	$	594

~~Revenues~~For ~~by geography are determined based on~~ the ~~region~~three ofmonths ~~the~~ended ~~Salesforce~~April ~~contracting~~30, ~~entity~~2026, ~~which may be different than~~ the ~~region~~increase ofin ~~the~~research ~~customer.~~and ~~The~~development ~~increase~~expenses in ~~revenues~~absolute ~~across~~dollars ~~all regions~~ was primarily due to ~~the~~an ~~continued~~increase ~~execution~~in ofemployee-related ~~our business and growth strategy~~costs, including ~~increasing our geographic reach primarily through extending our go~~stock-~~to-market~~based ~~capabilities~~compensation ~~globally~~expense. ~~Total~~Research ~~revenues~~and ~~were~~development ~~positively~~expenses ~~impacted~~as bya ~~approximately~~percentage ~~one~~of ~~percent~~total ~~due~~revenues ~~to fluctuations in foreign currencies~~ during the three months ended ~~October~~April 3130, ~~2025~~2026 ~~compared~~decreased toby ~~the~~one ~~three~~percent ~~months~~from ~~ended~~the ~~October~~same ~~31,~~period ~~2024,~~a ~~and~~year ~~were~~ago ~~minimally~~due ~~impacted~~to byour ~~foreign~~total ~~currency~~revenues ~~fluctuations~~growth ~~during~~outpacing ~~the~~our ~~nine~~research ~~months~~and ~~ended~~development ~~October~~expenses ~~31, 2025 compared to the nine months ended October 31, 2024~~growth.

~~Cost~~We expect research and development expenses will likely remain consistent as a percentage of ~~Revenues~~revenue over time as we continue investing in new and existing technologies, including AI, agents, Data Cloud offerings, and the integration of Informatica. Efficiencies realized from the rapid deployment of generative AI technologies will be reinvested to accelerate our product roadmap.

	Three Months Ended October 31,								Variance
(in millions)	2025		As a % of Total Revenues		2024		As a % of Total Revenues		Dollars
Subscription and support	$	1,665	16	%	$	1,501	16	%	$	164
Professional services and other	590		6		604		6		(14)
Total cost of revenues	$	2,255	22	%	$	2,105	22	%	$	150

For the three months ended April 30, 2026, the increase in sales and marketing expenses in absolute dollars was primarily due to an increase in employee-related costs, including stock-based compensation expense, and increased amortization of purchased intangibles, primarily associated with our acquisition of Informatica. Sales and marketing expenses as a percentage of total revenues during the three months ended April 30, 2026 decreased by one percent from the same period a year ago due to our total revenues growth outpacing our sales and marketing expenses growth.

	Nine Months Ended October 31,								Variance
(in millions)	2025		As a % of Total Revenues		2024		As a % of Total Revenues		Dollars
Subscription and support	$	4,921	16	%	$	4,617	17	%	$	304
Professional services and other	1,841		6		1,809		6		32
Total cost of revenues	$	6,762	22	%	$	6,426	23	%	$	336

Cost of revenues as a percentage of total revenues during the three months ended October 31, 2025 were consistent with the same period a year ago and decreased by approximately one percent during the nine months ended October 31, 2025 compared to the same period a year ago, primarily as a result of a decrease in amortization of intangible assets acquired through business combinations. For the three and nine months ended October 31, 2025, the increase in cost of revenues in absolute dollars was primarily due to an increase in service delivery expenses associated with our platform.

We intend to continue to invest additional resources in enterprise cloud computing services to allow us to scale with our customers and continue to evolve our security measures. The timing of these expenses, which also includes the use of AI and agents, may cause our cost of revenues as a percentage of revenues to fluctuate over time due to changes in demand for our service offerings.

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Operating Expenses

	Three Months Ended October 31,								Variance
(in millions)	2025		As a % of Total Revenues		2024		As a % of Total Revenues		Dollars
Research and development	$	1,433	14	%	$	1,356	14	%	$	77
Sales and marketing	3,456		34		3,323		35		133
General and administrative	667		6		711		8		(44)
Restructuring	260		3		56		1		204
Total operating expenses	$	5,816	57	%	$	5,446	58	%	$	370

	Nine Months Ended October 31,								Variance
(in millions)	2025		As a % of Total Revenues		2024		As a % of Total Revenues		Dollars
Research and development	$	4,374	14	%	$	4,073	15	%	$	301
Sales and marketing	10,328		34		9,786		35		542
General and administrative	2,098		7		2,069		7		29
Restructuring	300		1		163		1		137
Total operating expenses	$	17,100	56	%	$	16,091	58	%	$	1,009

Research and development expenses as a percentage of total revenues during the three months ended October 31, 2025 were consistent with the same period a year ago and decreased by approximately one percent during the nine months ended October 31, 2025 compared to the same period a year ago, primarily as a result of employee-related cost growth being outpaced by revenue growth. For the three and nine months ended October 31, 2025, the increase in research and development expenses in absolute dollars was primarily due to an increase in employee-related costs, including stock-based compensation expense, primarily in lower cost regions.

We expect that research and development expenses will likely remain consistent as a percentage of revenues over time as we continue to invest in the development of new, and improve existing, technologies, including AI, agents and our Data Cloud service offerings, and the integration of acquired technologies.

Sales and marketing expenses as a percentage of total revenues during the three and nine months ended October 31, 2025 decreased by approximately one percent compared to the same periods a year ago, primarily as a result of employee-related cost growth being outpaced by revenue growth during the three months ended October 31, 2025 and a decrease in advertising and marketing events during the nine months ended October 31, 2025, respectively. For the three and nine months ended October 31, 2025, the increase in sales and marketing expenses in absolute dollars was primarily due to an increase in employee-related costs.

We expect that sales and marketing expenses may decrease as a percentage of revenues over time as we continue to focus on leveraging our self-serve and partner-led channels and increasing our sales productivity, which includes the use of AI and agents.

~~General~~For ~~and administrative expenses as a percentage of total revenues during~~ the three months ended ~~October~~April 3130, ~~2025 decreased~~2026, bythe ~~approximately~~increase ~~two~~in ~~percent~~general ~~compared~~and toadministrative ~~the~~expenses ~~same~~in ~~period~~absolute adollars ~~year~~was ~~ago~~primarily due to ~~decreased~~an increase in employee-related costs ~~and decreased bad debt expenses and during the nine months ended October 31~~, ~~2025~~including ~~were~~stock-based ~~consistent~~compensation ~~compared to the same period a year ago~~expense. ~~For~~General ~~the three months ended October 31, 2025, the decrease in general~~ and administrative expenses inas ~~absolute dollars was primarily due to~~ a ~~decrease~~percentage inof ~~bad~~total ~~debt~~revenues ~~expenses.~~during ~~For~~ the ~~nine~~three months ended ~~October~~April 3130, ~~2025,~~2026 ~~the~~was ~~general~~consistent ~~and~~with ~~administrative expenses were relatively flat in absolute dollars compared to~~ the same period a year ago.

We expect that general and administrative expenses may decrease as a percentage of revenues over time as we continue to invest in process efficiency initiatives, which includes the use of AI and agents.

In the three ~~and nine~~ months ended ~~October~~April 3130, ~~2025~~2026, approximately $~~260~~80 million ~~and $300 million, respectively,~~ of costs were incurred related to our restructuring initiatives, which ~~were~~was primarily related to employee transitions, severance payments and employee benefits. We do not expect to incur significant additional charges in connection with our restructuring initiatives in the near term.

3837

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Other Income and Expenses

	Three Months Ended October 31,				Variance
	Three Months Ended April 30,				VarianceDollars
(in millions)	~~2025~~2026		~~2024~~2025		~~Dollars~~
Gains (losses) on strategic investments, net	$	263	$	(217)	$	480
Interest expense	(317)		(68)		(249)
Other income	61		70		(9)
Gains (losses) on strategic investments, net	$	558	$	(63)	$	621
Other income	133		163		(30)

	Nine Months Ended October 31,				Variance
(in millions)	2025		2024		Dollars
Gains (losses) on strategic investments, net	$	206	$	(217)	$	423
Other income	224		282		(58)

Interest expense primarily relates to our debt as well as our finance leases. Interest expense increased during the three months ended April 30, 2026, primarily due to incremental interest expense associated with our March 2026 debt offering. We expect this debt offering to cause interest expense to increase as compared to prior year throughout fiscal 2027.

Gains (losses) on strategic investments, net consists primarily ~~reflect~~of mark-to-market ~~and~~adjustments related to observable price adjustments ~~for~~related to our privately held equity securities, ~~offset~~our bypublicly ~~impairments.~~held ~~For~~equity ~~the~~securities ~~three~~and ~~months~~other ~~ended October 31~~adjustments, ~~2025,~~including ~~our~~impairments. Our strategic investment portfolio ~~gains~~continues ~~were~~to ~~primarily~~be ~~driven~~affected by ~~unrealized~~market ~~gains~~conditions onfor ~~privately~~companies ~~held~~in ~~equity~~which ~~investments~~we ofhold ~~$428~~private ~~million~~securities, ~~partially~~including ~~offset~~the bypace ~~impairments~~of ontechnological ~~privately~~change ~~held~~driven ~~investments~~by ofAI ~~$169~~and ~~million~~volatility in public equity markets. For the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026, the net gain on our strategic investment portfolio ~~gains~~was ~~were~~ primarily driven by ~~unrealized~~realized gains on privately held equity investments of $~~488~~350 million and ~~realized~~unrealized gains on ~~sales~~privately ofheld ~~securities~~equity investments of $23328 million, partially offset by impairments on privately held investments of $~~302~~119 million. The realized gains in the period were primarily comprised of a $268 million gain resulting from the exit of a privately held equity investment. The unrealized gains in the period were primarily comprised of a $268 million mark-to-market gain from one privately held equity investment.

Other income primarily consists of ~~investment~~interest income, ~~partially offset by interest expense~~ on our ~~debt~~marketable ~~and~~securities ~~finance leases~~portfolio. ~~Interest~~Other ~~expense~~income ~~was~~decreased ~~$67 million~~during ~~for~~ the three months ended ~~October~~April 3130, ~~2025 and 2024~~2026, ~~respectively,~~primarily ~~and~~due ~~$202 million~~to ~~and~~a ~~$204 million~~decrease ~~for~~in ~~the~~investment ~~nine~~income ~~months~~from ~~ended~~lower ~~October~~interest ~~31, 2025 and 2024, respectively~~rates.

Provision For Income Taxes

Three Months Ended October 31,

Variance

Three Months Ended April 30,

VarianceDollars

(in millions)

~~2025~~2026

~~2024~~2025

~~Dollars~~

Provision for income taxes

(~~426~~614)

(~~219~~433)

(~~207~~181)

Effective tax rate

1723

1322

	Nine Months Ended October 31,						Variance
(in millions)	2025			2024			Dollars
Provision for income taxes	$	(1,378)		$	(961)		$	(417)
Effective tax rate	20		%	18		%

We recorded a tax provision of $614 million on pretax income of $2.7 billion for the three months ended April 30, 2026. Our effective tax rate increased from a year ago primarily due to stock-based compensation. Our effective tax rate may fluctuate due to changes in our domestic and foreign earnings, or material discrete tax items, or a combination of these factors resulting from transactions or events, including acquisitions, changes to our operating structure and other macroeconomic factors.

We recorded a tax provision of $426 million and $219 million for the three months ended October 31, 2025 and 2024, respectively, and a tax provision of approximately $1.4 billion and $961 million for the nine months ended October 31, 2025 and 2024, respectively. Our effective tax rates increased from a year ago primarily due to lower excess tax benefits from stock-based compensation. The effective tax rate may fluctuate due to changes in our domestic and foreign earnings, or material discrete tax items, or a combination of these factors resulting from transactions or events, including, for example, acquisitions, changes to our operating structure, and other macroeconomic factors.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted into law. The OBBBA includes significant changes to US corporate tax provisions of the Tax Cuts and Jobs Act. Notably, it allows an immediate deduction for domestic research and development expenditures, reinstates 100% bonus depreciation, and modifies the international tax framework. The legislation has multiple effective dates, with certain provisions effective in fiscal 2026 and others in the subsequent years. The changes had an immaterial impact to the Company’s tax provision for the period ended October 31, 2025.

The Company may record additional impacts to its tax provision in the subsequent quarters as it continues to analyze the new law, other factors such as changes from its business operations, financial results and forecasts, and interrelated items including changes to our valuation allowance assessment related to Corporate Alternative Minimum Tax (“CAMT”).

Liquidity and Capital Resources

As of ~~October~~April 3130, ~~2025~~2026, our principal sources of liquidity were cash, cash equivalents and marketable securities totaling $11.38 billion and accounts receivable of $5.51 billion. Our cash equivalents and marketable securities are comprised primarily of corporate notes and obligations, U.S. treasury securities, U.S. agency obligations, asset-backed securities, foreign government obligations, mortgage-backed obligations, covered bonds, time deposits, money market mutual funds and municipal securities. Our Revolving Loan Credit Agreement (as defined below), which provides the ability to borrow up to $5.0 billion in unsecured financing (the “Credit Facility”) as of ~~October~~April 3130, ~~2025~~2026, also serves as a source of liquidity.

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Net cash provided by operating activities could continue to be affected by various risks and uncertainties, including, but not limited to, the risks detailed in Part II, Item 1A, “Risk Factors.” We believe our existing cash, cash equivalents, marketable securities, cash provided by operating activities, unbilled amounts related to contracted noncancellable subscription agreements, which are not reflected on the balance sheet, and, if necessary, our borrowing capacity under our Credit Facility will be sufficient to meet our working capital, capital expenditure and debt maintenance needs over the next 12 months and thereafter.

In the future, we may enter into arrangements to acquire or invest in complementary businesses, services, technologies and intellectual property rights. To facilitate these acquisitions or investments, we may seek additional equity or debt financing, which may not be available on terms favorable to us or at all, impacting our ability to complete subsequent acquisitions or investments. For example, we entered into certain credit agreements in connection with our acquisition of Informatica. See discussion in “Debt” below.

~~We expect lower cash taxes primarily due to the immediate deduction of domestic research and development expenditures allowed by the OBBBA.~~ 38

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Cash Flows

For the three months ended April 30, 2026 and 2025, our cash flows were as follows (in millions):

3	Three Months Ended October 31,				Nine Months Ended October 31,
1			Three Months Ended April 30,
	2025		2024		2025		2024
					2026		2025
Net cash provided by operating activities	$	~~2,316~~	$	~~1,983~~	$	96,~~532~~701	$	96,~~122~~476
Net cash provided by (used in) investing activities	519		(217)		117		(227)
Net cash used in investing activities					(2,183)		(1,567)
Net cash used in financing activities	~~(4,244)~~		~~(1,446)~~		(92,~~667~~921)		(92,~~356~~920)

Operating Activities

The net cash provided by operating activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026 was primarily comprised of net income of $52.51 billion, adjusted for non-cash items, including $~~2.5~~985 ~~billion~~million of depreciation and amortization and $~~2.4~~857 ~~billion~~million of stock-based compensation expense. Net cash provided by operating activities can be significantly impacted by factors such as growth in new business, timing of cash receipts from customers, vendor payment terms and timing of payments to vendors. Net cash provided by operating activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026 was further benefited by the ~~changes~~change in accounts receivable, net of $69.54 billion, partially offset by the ~~change~~changes in unearned revenue of $54.70 billion and ~~the change in~~ accounts payable and accrued expenses and other liabilities of $1.29 billion. As our business continues to grow, and assuming our expenses remain in line with or less than our revenue growth, we expect to continue to see growth in net cash provided by operating activities.

The net cash provided by operating activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2024~~2025 was primarily comprised of net income of $41.5 billion, adjusted for non-cash items, including $~~2.6~~843 ~~billion~~million of depreciation and amortization and $~~2.4~~814 ~~billion~~million of stock-based compensation expense. Net cash provided by operating activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2024~~2025 was further benefited by the changes in accounts receivable, net of $6.7.6 billion, partially offset by the change in unearned revenue of $52.69 billion and the change in accounts payable and accrued expenses and other liabilities of $~~503 million~~1.0 billion.

Investing Activities

The net cash ~~provided~~used byin investing activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026 was primarily related to net ~~inflows~~outflows ~~from~~for ~~marketable~~acquisitions ~~securities~~of ~~activity~~$1.5 billion, of which $21.91 billion related to the Qualified acquisition, ~~partially~~as ~~offset~~well byas net outflows from ~~strategic~~marketable ~~investment~~securities activity of $~~1.3 billion~~676 million and capital expenditures of $~~453~~145 million, partially offset by net inflows from strategic investment activity of $90 million.

The net cash used in investing activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2024~~2025 was primarily related to net outflows ~~for~~from ~~acquisitions~~marketable securities activity of $~~517 million~~1.2 billion, net outflows from strategic investment activity of $~~256~~ 143 million and capital expenditures of $~~504~~179 million~~, partially offset by net inflows from marketable securities activity of $1~~.~~1 billion.~~

Financing Activities

The net cash used in financing activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026 was primarily related to proceeds from the issuance of debt, net of issuance costs of $824.78 billion ~~used~~and ~~for~~proceeds from equity plans of $230 million partially offset by repurchases of common stock ~~and~~of $127.2 billion, ~~related~~which toincludes ~~payments~~our ofMarch ~~dividends,~~2026 ~~partially~~accelerated ~~offset~~share byrepurchase, ~~$765~~and ~~million~~payments of ~~proceeds~~dividends ~~from~~and ~~equity~~equivalents ~~plans~~of $365 million.

The net cash used in financing activities during the ~~nine~~three months ended ~~October~~April 3130, ~~2024~~2025 was primarily related to $72.86 billion used for repurchases of common stock, ~~$1.0 billion related to repayments of debt~~ and $~~1.2~~402 ~~billion~~million related to payments of dividends, partially offset by $~~1.1~~294 ~~billion~~million ~~from~~of proceeds from equity plans.

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Debt

As of ~~October~~April 3130, ~~2025~~2026, we had senior unsecured debt outstanding, with maturities starting in ~~April~~March 2028 and extending through ~~July~~March ~~2061~~2066, with a total carrying value of $833.43 billion. We were in compliance with all debt covenants as of ~~October~~April 3130, ~~2025~~2026.

In October 2024, we entered into a ~~Credit~~credit ~~Agreement~~agreement with the lenders and issuing lenders party thereto, and Bank of America, N.A., as administrative agent (the “Revolving Loan Credit Agreement”). The Revolving Loan Credit Agreement ~~replaced~~provides ~~the~~for ~~Credit~~a ~~Agreement,~~$5.0 ~~dated~~billion ~~December 23, 2020 (as amended, the “Prior~~ Credit ~~Agreement”),~~Facility ~~among us, the lenders~~ and ~~the~~matures ~~issuing~~in ~~lenders~~October ~~party thereto, and Citibank, N~~2029.~~A.,~~ asWe ~~administrative~~may ~~agent,~~use ~~which~~the ~~provided~~proceeds ~~for~~of afuture ~~$3.0~~borrowings ~~billion~~under ~~unsecured~~the ~~revolving~~Credit ~~credit~~Facility ~~facility~~for ~~that~~general ~~was~~corporate ~~scheduled to mature on December 23, 2025~~purposes. There were no outstanding borrowings under the ~~Prior~~ Credit ~~Agreement.~~Facility as of April 30, 2026.

~~The~~In ~~Revolving~~March ~~Loan~~2026, ~~Credit~~we ~~Agreement~~entered ~~provides~~into ~~for~~ a $56.0 billion ~~Credit~~five-year ~~Facility~~senior ~~and~~unsecured ~~matures~~term inloan ~~October~~credit ~~2029.~~agreement We(the ~~may~~“2026 ~~use~~Term Loan Credit Agreement”) with the ~~proceeds~~lenders ofparty ~~future~~thereto ~~borrowings~~and ~~under~~JPMorgan ~~the~~Chase Bank, N.A., as administrative agent. The 2026 Term Loan Credit ~~Facility~~Agreement ~~for~~matures ~~general~~in ~~corporate~~March ~~purposes~~2031. ~~There~~We ~~were~~used nothe ~~outstanding~~full ~~borrowings~~proceeds ~~under~~of the ~~Credit~~2026 ~~Facility~~Term asLoan ofCredit ~~October~~Agreement ~~31,~~to ~~2025.~~

In June 2025, we entered into a 364-Day Credit Agreement that provides us with the ability to borrow up to $4.0 billion (the “364-Day Informatica Credit Agreement”) and a three-year Credit Agreement that provides us with the ability to borrow up to $2.0 billion (the “Three-Year Informatica Credit Agreement” and, together with the 364-Day Informatica Credit Agreement, the “Informatica Credit Agreements”), both on an unsecured basis, to finance a portion of the cash consideration for the acquisition of Informatica, the repayment of certain debt of Informatica and the payment of fees, costs and expenses related thereto. The availability and funding of each credit agreement is subject to certain exceptions, qualifications and certain other conditions. There were no outstanding borrowings under the Informatica Credit Agreements as of October 31, 2025. In November 2025, as part of the acquisition of Informatica, we borrowed the full $6.0 billion available under the credit facilities associated with the Informatica Credit Agreements.39

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settle all of the outstanding borrowings under our $4.0 billion 364-day Credit Agreement and our $2.0 billion Three-year Credit Agreement, which were originally entered into in June 2025 to finance the acquisition of Informatica. As of April 30, 2026, the full $6.0 billion was outstanding under the 2026 Term Loan Credit Agreement.

In March 2026, we also issued unsecured Senior Notes with an aggregate principal of $25.0 billion and maturities ranging from 2028 to 2066 (the “March 2026 Notes”). We used the net proceeds from the March 2026 Notes to fund an accelerated share repurchase program, as discussed below.

We do not have any special purpose entities and we do not engage in off-balance sheet financing arrangements.

Share Repurchase Program

Our Board of Directors (the “Board”) authorized a program to repurchase shares of the Company's common stock (the "Share Repurchase Program"), which commenced in August 2022. In ~~September~~February ~~2025~~2026, the Board authorized ~~an additional~~ $2050.0 billion in share repurchases under the Share Repurchase Program, ~~for~~that anreplaced ~~aggregate~~the ~~total~~previous ~~authorized~~remaining ofunpurchased ~~$50~~authorization.0 ~~billion.~~ The Share Repurchase Program does not have a fixed expiration date and does not obligate us to acquire any specific number of shares.

	2025					2024
	Shares	Average price per share		Amount		Shares	Average price per share		Amount
Three months ended April 30	10	$	273.42	$	2,681	7	$	293.00	$	2,168
Three months ended July 31	8	$	269.96	$	2,199	18	$	246.14	$	4,288
Three months ended October 31	15	$	246.33	$	3,814	5	$	257.00	$	1,228

In March 2026, we entered into the ASR Agreements with a syndicate of financial institutions to repurchase an aggregate of $25.0 billion of our common stock and received an initial delivery of approximately 103 million shares at an average price per share of $198.34, which represents approximately 80 percent of the total shares expected to be repurchased under the ASR Agreements. The final settlement of repurchased shares is expected to occur in the second half of fiscal 2027.

~~All~~Excluding the repurchases ~~were~~ made inunder ~~open~~the ~~market~~ASR ~~transactions. As of October 31~~Agreements, ~~2025,~~ we ~~were~~additionally ~~authorized~~repurchased tothe ~~purchase~~following ashares ~~remaining $21.9 billion~~ of ~~the~~our ~~Company’s~~ common stock ~~under~~in the ~~Share~~open ~~Repurchase Program. Subsequent to October 31~~market, ~~2025,~~(in ~~we have incurred approximately $1.2 billion through November 28~~millions, ~~2025~~except ~~for~~average ~~additional~~price ~~shares~~per ~~repurchased under the Share Repurchase Program.~~share):


	2026					2025
	Shares	Average price per share		Amount		Shares	Average price per share		Amount






Three months ended April 30	11	$	192.00	$	2,145	10	$	273.42	$	2,681

~~Table~~As of ~~Contents~~April 30, 2026, we were authorized to purchase a remaining $22.9 billion of the Company’s common stock under the Share Repurchase Program. Subsequent to April 30, 2026, we have not completed any additional share repurchases under the Share Repurchase Program.

Dividends

WeThe Company announced the following dividends:

	Quarter Ended	Record Date	Payment Date		Dividend per Share		Amount(in millions)
	Record Date	Payment Date	Dividend per Share		Amount(in millions)
	Fiscal 2026
Three months ended April 30, 2026	April 9, 2026	April 23, 2026	$	0.440	$	374
	April 30, 2025	April 10, 2025	April 24, 2025		$	0.416	$	406
Three months ended April 30, 2025	April 10, 2025	April 24, 2025	$	0.416	$	406
	July 31, 2025	June 18, 2025	July 10, 2025		$	0.416	$	404
	October 31, 2025	September 17, 2025	October 9, 2025		$	0.416	$	400
	Fiscal 2025
	April 30, 2024	March 14, 2024	April 11, 2024		$	0.40	$	388
	July 31, 2024	July 9, 2024	July 25, 2024		$	0.40	$	388
	October 31, 2024	September 18, 2024	October 8, 2024		$	0.40	$	385

The declaration and payment of future cash dividends is subject to the Board continuing to determine that the declaration of dividends is in the best interests of the Company and our stockholders, after giving consideration to continued capital availability, general economic and market conditions, and applicable laws and agreements.

Contractual Obligations

As of ~~October~~April 3130, ~~2025~~2026, there were no significant changes to our estimates of future payments under our fixed contractual obligations and commitments as presented in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Item 7 of Part II of our Annual Report on Form 10-K for the fiscal year ended January 31, ~~2025~~2026. For more information regarding our lease obligations as of ~~October~~April 3130, ~~2025~~2026, see Note 5 “Leases and Other Commitments” to the condensed consolidated financial statements in Item 1 of Part I of this Quarterly Report on Form 10-Q. We generally expect to satisfy these commitments with cash on ~~our~~hand ~~balance sheet~~ and cash provided by operating activities.

During the ~~nine~~three months ended ~~October~~April 3130, ~~2025~~2026 and in future years, we have made, and expect to continue to make, additional investments in enterprise cloud computing services to allow us to scale with our customers and continue to evolve our security measures. We plan to upgrade or replace various internal systems to scale with our overall growth. While we continue to make investments in our infrastructure ~~and with infrastructure~~ service providers to provide capacity for the growth of our business, our strategy may continue to change related to these investments and we may slow the pace of our investments.

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Other Future Obligations

As of ~~October~~April 3130, ~~2025~~2026, we expect approximately $~~160~~130 million to $~~180~~150 million in future cash payments related to our restructuring initiatives, primarily related to workforce costs, such as severance payments. We generally expect to satisfy these commitments with cash on our balance sheet and cash provided by operating activities.

In November 2025, we acquired all outstanding stock of Informatica, an AI-powered enterprise cloud data management platform for approximately $9.6 billion, comprised primarily of $9.5 billion in cash. The cash portion included proceeds from the Informatica Credit Agreements of $6.0 billion.

Stakeholder Impact

We believe that business is the greatest platform for change. Guided by our values, we work to earn the trust of our stakeholders. Transparency is key to trust, which is why we have published an annual Stakeholder Impact Report for over ten years to keep our stakeholders informed and to hold ourselves accountable to our sustainability, impact and equality strategies. Our disclosures in these areas are also informed by topics identified through relevancy assessments and third-party ESG reporting organizations, frameworks and standards~~, such as the Sustainability Accounting Standards Board (“SASB”) Standards~~. Read more about these initiatives and view our Stakeholder Impact Report at https://salesforce.com/stakeholder-impact-report. Website references throughout this document are provided for convenience only, and the content on the referenced websites is not incorporated by reference into this report.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to financial market risks, including changes in foreign currency exchange rates, interest rates and equity investment risks. This exposure has increased due to recent financial market movements and changes to our expectations of near-term possible movements caused by the impact of the macroeconomic environment as discussed in more detail below.

Foreign Currency Exchange Risk

We primarily conduct our business in the following locations: the United States, Europe, Canada, Latin America, Asia Pacific and Japan. The expanding global scope of our business exposes us to the risk of fluctuations in foreign currency markets, including emerging markets. This exposure is the result of selling in multiple currencies, operating in countries where the functional currency is the local currency and growth in our international investments, including ~~data~~infrastructure ~~center~~ expansion, costs associated with third-party infrastructure providers and additional headcount in foreign countries. Specifically, our results of operations and cash flows are subject to fluctuations in the following currencies: the Euro, British Pound Sterling, Japanese Yen, Canadian Dollar, Australian Dollar and Brazilian Real against the United States Dollar (“USD”). These exposures may change over time as business practices evolve and economic conditions change. Changes in foreign currency exchange rates could have an adverse impact on our financial results and cash flows.

Foreign Currency Transaction Risk

Our foreign currency exposures typically arise from selling annual and multi-year subscriptions in multiple currencies, customer accounts receivable, intercompany transfer pricing arrangements and other intercompany transactions. Our foreign currency management objective is to minimize the effect of fluctuations in foreign exchange rates on selected assets or liabilities and forecasted revenue without exposing us to additional risk associated with transactions that could be regarded as speculative. We pursue our objective by utilizing foreign currency forward contracts to offset foreign exchange risk. Our foreign currency forward contracts are generally short-term in duration. For minimizing the effect of foreign exchange rates on assets or liabilities we record the fair values of these contracts as of the end of our reporting period to our consolidated balance sheets with changes in fair values recorded to our consolidated statements of operations.

We ~~pursue~~enter ~~our~~into ~~objective by utilizing~~ foreign currency forward contracts, towhich ~~offset~~we ~~foreign~~designate ~~exchange~~as ~~risk.~~cash ~~Our~~flow ~~foreign~~hedges, ~~currency~~to ~~forward~~manage ~~contracts~~the ~~are~~volatility ~~generally short-term~~ in ~~duration.~~cash Weflows ~~neither~~associated ~~use~~with ~~these~~forecasted ~~foreign~~revenue ~~currency~~denominated ~~forward~~in ~~contracts~~certain ~~for~~currencies ~~trading~~other ~~purposes~~than ~~nor~~the doU.S. wedollar. ~~currently~~For ~~designate these forward~~ contracts qualifying as ~~hedging~~cash ~~instruments~~flow ~~under~~hedges, the ~~relevant~~derivative’s ~~accounting~~gain ~~and~~or ~~financial~~loss ~~reporting~~is ~~guidelines.~~initially ~~Accordingly,~~reported ~~we record the fair values of these contracts~~ as ofa ~~the~~component ~~end~~ of ~~our~~accumulated ~~reporting~~other ~~period~~comprehensive toincome ~~our~~(loss) ~~condensed~~and ~~consolidated~~subsequently ~~balance~~reclassified ~~sheets~~into ~~with~~earnings ~~changes~~ in ~~fair~~the ~~values~~same ~~recorded~~period tothe ~~our~~forecasted ~~condensed~~transaction ~~consolidated~~affects ~~statements of operations~~earnings. ~~Given~~All ~~the~~of ~~short~~our ~~duration~~foreign ofcurrency ~~the~~ forward contracts, ~~the~~mature ~~amount~~within ~~recorded~~twelve ~~is not significant~~months. ~~Our~~These ~~ultimate~~forward ~~realized~~contracts ~~gain~~reduce, orbut ~~loss~~not ~~with~~entirely ~~respect~~eliminate, ~~to foreign currency exposures will generally depend on~~ the ~~size~~impact ~~and type~~ of ~~cross-~~currency ~~transactions that we enter into, the currency~~ exchange ~~rates~~rate ~~associated~~movements ~~with these exposures and changes~~ in ~~those rates,~~ the ~~net~~current ~~realized gain or loss on our foreign currency forward contracts and other factors~~period.

Given the short duration of the forward contracts, the amount recorded is not significant. Our ultimate realized gain or loss with respect to foreign currency exposures will generally depend on the size and type of cross-currency transactions that we enter into, the currency exchange rates associated with these exposures and changes in those rates, the net realized gain or loss on our foreign currency forward contracts and other factors.

Foreign Currency Translation Risk

Fluctuations in foreign currencies impact the amount of total assets, liabilities, revenues, operating expenses and cash flows that we report for our foreign subsidiaries upon the translation of these amounts into USD. Total revenue during the three months ended ~~October~~April 3130, ~~2025~~2026 ~~was~~were positively impacted by approximately ~~one~~two percent due to fluctuations in foreign currencies compared to the three months ended ~~October~~April 3130, ~~2024~~2025. In addition, fluctuations in foreign currencies positively impacted our current remaining performance obligation growth rate as of ~~October~~April 3130, ~~2025~~2026 by approximately one percent compared to what we would have reported as of ~~October~~April 3130, ~~2024~~2025 using constant currency rates.

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Interest Rate Sensitivity

As of ~~October~~April 3130, ~~2025~~2026, we had cash, cash equivalents and marketable securities totaling $11.38 billion. This amount was invested primarily in money market funds, time deposits, corporate notes and bonds, government securities and other debt securities with credit ratings of ~~at least~~ BBB or better. The cash, cash equivalents and marketable securities are held for general corporate purposes, including share repurchases, dividend payments, acquisitions of, or investments in, complementary businesses, services or technologies, working capital and capital expenditures. Our investments are made for capital preservation purposes. We do not enter into investments for trading or speculative purposes.

Our cash equivalents and our portfolio of marketable securities are subject to market risk due to changes in interest rates. Fixed-rate securities may have their market value adversely impacted due to a rise in interest rates, while floating rate securities may produce less income than expected if interest rates fall. Due in part to these factors, our future investment income may fall short of expectations due to changes in interest rates or we may suffer losses in principal if we are forced to sell securities that decline in market value due to changes in interest rates. However, because we classify our debt securities as “available for sale,” no gains or losses are recognized in our condensed consolidated statements of operations due to changes in interest rates. Gains or losses recognized in our condensed consolidated statements of operations are limited to those related to either the sale of securities prior to maturity or expected credit losses.

Our fixed-income portfolio is also subject to interest rate risk. An immediate increase or decrease in interest rates of 100 basis points at ~~October~~April 3130, ~~2025~~2026 could result in a $3450 million market value reduction or increase of the same amount. This estimate is based on a sensitivity model that measures market value changes when changes in interest rates occur. Fluctuations in the value of our investment securities caused by a change in interest rates (gains or losses on the carrying value) are recorded in comprehensive income, net, and are realized only if we sell the underlying securities.

43At January 31, 2026, we had cash, cash equivalents and marketable securities totaling $9.6 billion. Changes in interest rates of 100 basis points would have resulted in market value changes of $31 million.

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in the value of our investment securities caused by a change in interest rates (gains or losses on the carrying value) are recorded in comprehensive income, net, and are realized only if we sell the underlying securities.

At January 31, 2025, we had cash, cash equivalents and marketable securities totaling $14.0 billion. Changes in interest rates of 100 basis points would have resulted in market value changes of $61 million.

Market Risk and Market Interest Risk

We deposit our cash with multiple financial institutions.

Debt

We maintain debt obligations that are subject to market interest risk, as follows (in millions):

Instrument

Maturity Date

Principal Outstanding as of ~~October~~April 3130, ~~2025~~2026

Interest Terms

Contractual Interest Rate

364-Day Informatica Credit Agreement (1)

N/A (1)

Floating

N/A

March 2028 Senior Notes

March 2028

3,500

Fixed

4.50%

Three-Year Informatica Credit Agreement (2)

N/A (2)

Floating

N/A

April 2028 Senior Notes

April 2028

1,500

Fixed

3.70

July 2028 Senior Sustainability Notes

July 2028

1,000

Fixed

1.50

March 2029 Senior Notes

March 2029

4,250

Fixed

4.65

Revolving Loan Credit Agreement

October 2029

Floating

N/A

2028 Senior Notes

April 2028

1,500

Fixed

3.70

2026 Term Loan Credit Agreement (1)

March 2031

6,000

Floating

4.26

2028 Senior Sustainability Notes

July 2028

1,000

Fixed

1.50

July 2031 Senior Notes

July 2031

1,500

Fixed

1.95

2031 Senior Notes

July 2031

1,500

Fixed

1.95

September 2031 Senior Notes

September 2031

3,750

Fixed

4.90

2041 Senior Notes

July 2041

1,250

Fixed

2.70

March 2033 Senior Notes

March 2033

2,750

Fixed

5.20

2051 Senior Notes

July 2051

2,000

Fixed

2.90

March 2036 Senior Notes

March 2036

4,500

Fixed

5.55

2061 Senior Notes

July 2061

1,250

Fixed

3.05

July 2041 Senior Notes

July 2041

1,250

Fixed

2.70

March 2046 Senior Notes

March 2046

1,500

Fixed

6.40

July 2051 Senior Notes

July 2051

2,000

Fixed

2.90

March 2056 Senior Notes

March 2056

3,750

Fixed

6.55

July 2061 Senior Notes

July 2061

1,250

Fixed

3.05

March 2066 Senior Notes

March 2066

1,000

Fixed

6.70

(1) The ~~364-Day~~contractual ~~Informatica~~interest ~~Credit~~rate ~~Agreement~~represents ~~was~~the ~~funded~~weighted-average infor ~~November 2025 upon~~ the ~~acquisition~~period ~~of Informatica and matures in November 2026~~outstanding.

~~(2)~~Any ~~The~~borrowings ~~Three-Year~~under ~~Informatica~~our Revolving Loan Credit Agreement ~~was~~bear ~~funded~~interest, inat ~~November~~our ~~2025~~option, ~~upon~~at ~~the~~a ~~acquisition~~base rate plus a spread of ~~Informatica~~0.00% ~~and~~or ~~matures~~an adjusted benchmark rate plus a spread of 0.50% to 0.85%, in ~~November~~each ~~2028~~case, with such spread being determined based on our credit rating. We are also obligated to pay an ongoing commitment fee on undrawn amounts. As of April 30, 2026, there was no outstanding borrowing amount under the Credit Facility.

Upon the acquisition of Informatica in November 2025, the borrowings under the Informatica Credit Agreements bear interest at a fluctuating rate per annum equal to, at our option, an alternate base rate or term Secured Overnight Financing Rate (“SOFR”), in each case, plus an applicable margin calculated based on our credit ratings. We will also pay to the lenders under the Informatica Credit Agreements certain customary fees, including undrawn commitment fees. As of October 31, 2025, there were no outstanding borrowings under the Informatica Credit Agreements.42

~~Any~~Table ~~borrowings under our Revolving Loan Credit Agreement bear interest, at our option, at a base rate plus a spread~~ of 0.00% or an adjusted benchmark rate plus a spread of 0.50% to 0.85%, in each case, with such spread being determined based on our credit rating. We are also obligated to pay an ongoing commitment fee on undrawn amounts. As of October 31, 2025, there was no outstanding borrowing amount under the Credit Facility.Contents

The borrowings under the 2026 Term Loan Credit Agreement bear interest at a fluctuating rate per annum equal to, at our option, an alternate base rate or an adjusted Term Secured Overnight Financing Rate (“SOFR”), in each case, plus an applicable margin calculated based on our credit ratings. As of April 30, 2026, the entire $6.0 billion principal amount was outstanding under the 2026 Term Loan Credit Agreement.

In March 2026, we issued the March 2026 Notes with an aggregate principal of $25.0 billion and maturities ranging from 2028 to 2066. While these notes do not expose us to risk from fluctuating interest rates, the fair value of this fixed-rate debt may be impacted by future changes in interest rates. Generally, the fair value of our fixed-rate debt will decrease as interest rates rise and increase as interest rates fall.

The bank counterparties to our derivative contracts potentially expose us to credit-related losses in the event of their nonperformance. To mitigate that risk, we only contract with counterparties who meet the minimum requirements under our counterparty risk assessment process. We monitor ratings, credit spreads and potential downgrades on at least a quarterly basis. Based on our ongoing assessment of counterparty risk, we adjust our exposure to various counterparties. We generally enter into master netting arrangements, which reduce credit risk by permitting net settlement of transactions with the same counterparty. However, we do not have any master netting arrangements in place with collateral features.

Strategic Investments

As of ~~October~~April 3130, ~~2025~~2026, our strategic investment portfolio consisted of investments in over ~~400~~450 companies with a combined carrying value of $67.48 billion, including ~~three~~two privately held investments with carrying values that were individually greater than five percent of the total strategic investments portfolio and represented 3237 percent of the portfolio in aggregate.

The following table sets forth additional information regarding active equity investments within our strategic investment portfolio as of April 30, 2026 and excludes exited investments (in millions):


Investment Type	Capital Invested		Unrealized Gains (Cumulative)		Unrealized Losses (Cumulative)		Carrying Value as of April 30, 2026
Publicly held equity securities	$	3	$	1	$	(1)	$	3
Privately held equity securities	6,330		2,573		(1,174)		7,729
Total equity securities	$	6,333	$	2,574	$	(1,175)	$	7,732

~~Table~~Fluctuations in the value of ~~Contents~~our privately held equity securities are only recorded when there is an observable transaction for a same or similar security of the same issuer, or in the event of impairment. These investments are in various classes of equity with varying rights and preferences. The particular securities we hold, and their rights and preferences relative to other securities within the capital structure of a company, may impact the magnitude by which our investment value moves in relation to changes in the total fair value of that company. For example, our five largest privately held equity securities represent $3.7 billion in total strategic investments as of April 30, 2026. If the enterprise value of the companies in which we hold those securities decreased by ten percent, the carrying value of our investment portfolio would decline by approximately $316 million. We anticipate future volatility in our condensed consolidated statements of operations due to changes in market prices, observable price changes and impairments of our strategic investments. The resulting gains or losses could be material depending on market conditions and events, particularly in periods with economic uncertainty, inflation, volatile public equity markets or unsettled global market conditions.

Investment Type	Capital Invested		Unrealized Gains (Cumulative)		Unrealized Losses (Cumulative)		Carrying Value as of October 31, 2025
Publicly held equity securities	$	28	$	41	$	(1)	$	68
Privately held equity securities	5,719		1,534		(955)		6,298
Total equity securities	$	5,747	$	1,575	$	(956)	$	6,366

Fluctuations in the value of our privately held equity securities are only recorded when there is an observable transaction for a same or similar security of the same issuer, or in the event of impairment. These investments are in various classes of equity with varying rights and preferences. The particular securities we hold, and their rights and preferences relative to other securities within the capital structure of a company, may impact the magnitude by which our investment value moves in relation to changes in the total fair value of that company. For example, our five largest privately held equity securities represent $2.5 billion in total strategic investments as of October 31, 2025. If the enterprise value of the companies in which we hold those securities decreased by ten percent, the carrying value of our investment portfolio would decline by approximately $206 million. We anticipate future volatility in our condensed consolidated statements of operations due to changes in market prices, observable price changes and impairments of our strategic investments. The resulting gains or losses could be material depending on market conditions and events, particularly in periods with economic uncertainty, inflation, volatile public equity markets or unsettled global market conditions.

We continually evaluate our investments in privately held and publicly traded companies. In certain cases, our ability to sell these investments may be impacted by contractual obligations to hold the securities for a set period of time after a public offering.

In addition, the financial success of our investment in any company is typically dependent on a liquidity event, such as a public offering, acquisition or other favorable market event reflecting appreciation to the cost of our initial investment. All of our investments, particularly those in privately held companies, are therefore subject to a risk of partial or total loss of invested capital.

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ITEM 4. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of 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 Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report.

In designing and evaluating our disclosure controls and procedures, management recognizes that any disclosure controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

Based on management’s evaluation, our principal executive officer and principal financial officer 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 assurance at a reasonable level, 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 Securities and Exchange Commission (“SEC”) rules and forms, and that such information is accumulated and communicated to our management, including our ~~chief~~principal executive officer and ~~chief~~principal financial officer, as appropriate, to allow timely decisions regarding required disclosures.

(b) Management’s Report on 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 quarter covered by this report that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II.

ITEM 1. LEGAL PROCEEDINGS

We evaluate all claims and lawsuits with respect to their potential merits, our potential defenses and counterclaims, settlement or litigation potential and the expected effect on us. Our technologies may be subject to an injunction if they are found to infringe the rights of a third party. In addition, many of our subscription agreements require us to indemnify our customers for third-party intellectual property infringement claims, which could increase the cost to us of an adverse ruling on such a claim.

The outcome of any claims or litigation, regardless of the merits, is inherently uncertain. Any claims and other lawsuits, and the disposition of such claims and lawsuits, whether through settlement or litigation, could be time-consuming and expensive to resolve, divert our attention from executing our business plan, result in efforts to enjoin our activities, lead to attempts by third parties to seek similar claims and, in the case of intellectual property claims, require us to change our technology, change our business practices, pay monetary damages or enter into short- or long-term royalty or licensing agreements.

For more information regarding legal proceedings see Note 1312 “Legal Proceedings and Claims” to the condensed consolidated financial statements in Item 1 of Part I.

ITEM 1A. RISK FACTORS

In evaluating our business, you should carefully consider the following discussion of material risks, events and uncertainties that make an investment in us speculative or risky in addition to the other information included in this ~~Quarterly~~Annual Report. A manifestation of any of the following risks and uncertainties could, in circumstances we may or may not be able to accurately predict, materially and adversely affect our business and operations, growth, reputation, prospects, operating and financial results, financial condition, cash flows, liquidity and stock price. Some of the factors, events and contingencies discussed below may have occurred in the past, but the disclosures below are not representations as to whether or not the factors, events or contingencies have occurred in the past and instead reflect our beliefs and opinions as to the factors, events or contingencies that could materially and adversely affect us in the future. The risks and uncertainties described below are not the only ones we face. Other events, factors or uncertainties that we do not currently anticipate or that we currently deem immaterial also may affect our business, financial condition, results of operations, cash flows, other key metrics and the trading price of our common stock. Therefore, you should not consider the following risks to be a complete statement of all the potential risks or uncertainties that we face.

Risk Factor Summary

Operational and Execution Risks

•Any breaches in our security measures or those of our third-party data center ~~hosting facilities~~providers, cloud computing platform providers, customers, partners, or other third-party ~~service partners~~vendors, or the underlying ~~infrastructure of the~~ Internet infrastructure that cause unauthorized access to, adisclosure, alteration, corruption, destruction or loss of customer’s data, our data or our IT systems, or ~~the~~disruption ~~blockage or disablement~~ of authorized access ~~to our services~~thereto.

•Any defects or disruptions in our services that diminish demand for our services.

•Any interruptions or delays in services from third parties, including data center hosting facilities, cloud computing platform providers and other hardware and software vendors, as well as ~~internet~~Internet ~~availability~~infrastructure, or from our inability to adequately plan for and manage service interruptions or infrastructure capacity requirements.

•An inability to realize the expected business or financial benefits of company and technology acquisitions.

•Strain on our personnel resources and infrastructure from supporting our existing and growing customer base or an inability to scale our operations and increase productivity.

•Customer attrition, or our inability to accurately predict subscription renewals, customer usage of consumption-based offerings, and upgrade rates.

•Disruptions caused by periodic changes to our sales organization.

•Exposure to risks inherent in international operations from sales to customers outside the United States.

•A more time-consuming and expensive sales cycle, pricing pressure and implementation and configuration challenges asfor ~~we target more of our~~ sales efforts atto larger enterprise customers.

•Any loss of key members of our management team or development and operations personnel, or inability to attract and retain employees necessary to support our operations and growth.

•Any failure in the delivery of high-quality professional and technical support services related to our online applications.

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Strategic and Industry Risks

•An inability to compete effectively in the intensely competitive markets in which we participate.

•Any failure to expand our services and to develop and integrate our existing services in order to keep pace with technological developments.

•An inability to maintain and enhance our brands.

•Partial or complete loss of invested capital, or significant changes in the fair value, of our strategic investment portfolio.

•Any discontinuance by third-party developers and vendors in embracing our technology delivery model and enterprise cloud computing services, or customers asking us for warranties for third-party applications, integrations, data and content.

•Social, ethical, and ~~ethical~~regulatory issues, including the development, deployment, use or capabilities of AI in our offerings.

•The evolving landscape related to environmental, social and governance matters.

Legal and Regulatory Risks

•Privacy concerns and laws as well as evolving regulation of cloud computing, AI services, increased restriction of cross-border data transfers and other regulatory developments.

•Evolving industry-specific regulations, requirements, interpretive positions or standards.

•Lawsuits against us by third parties for various claims, including alleged infringement of proprietary rights.

•Any failure to obtain registration or protection of our intellectual property rights.

•Risks related to government contracts and related procurement regulations.

•Governmental sanctions and export and import controls that could impair our ability to compete in international markets and may subject us to liability.

Financial Risks

•Downturns or upturns in new business, which may not be immediately reflected in our operating results because we generally recognize revenue from subscriptions for our services over the term of the subscription.

•Significant fluctuations in our rate of anticipated growth and any failure to balance our expenses with our revenue forecasts.

•Unanticipated changes in our effective tax rate and additional tax liabilities and global tax developments.

•Fluctuations in currency exchange rates, particularly the U.S. Dollar versus local currencies.

•Our debt service obligations, lease commitments and other contractual obligations.

Risks Related to Owning Our Common Stock

•Fluctuations in our quarterly results.

•Volatility in ~~the market price of~~ our ~~common~~ stock price and associated litigation.

•Provisions in our ~~certificate~~governing ofdocuments ~~incorporation~~ and ~~bylaws and~~ Delaware law that might discourage, delay or prevent a change of control of the Company or changes in our management.

General Risks

•Volatile and significantly weakened global economic conditions.

•The occurrence of natural disasters and other catastrophic events beyond our control.

•The long-term impact of climate change on our business.

Operational and Execution Risks

If our security measures, or those of our third-party data center ~~hosting facilities~~providers, cloud computing platform providers, customers, orpartners, other third-party ~~service~~vendors ~~partners,~~ or the underlying Internet infrastructure, ofare ~~the~~breached ~~Internet~~or ~~are~~otherwise ~~breached~~compromised, ~~and~~resulting in the unauthorized access isto, ~~obtained~~disclosure, toalteration, acorruption, destruction or loss of customer’s data, our data or our IT systems, or disruption of authorized access ~~is blocked or disabled~~thereto, our services may be perceived as ~~not being secure~~insecure, customers may ~~curtail~~reduce or ~~stop~~terminate ~~using~~their use of our services, and we may incur significant reputational harm, legal ~~exposure~~liability, ~~and~~regulatory ~~liabilities,~~scrutiny or a negative financial impact.

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Our services involve the storage and transmission of our customers’ and our customers’ customers’ proprietary and other sensitive data, including financial, health and other personal information. Our services and underlying infrastructure have in the past and may in the future be breached or compromised, including, for example, as a result of the following:

48•attempts to fraudulently induce our employees, customers, partners, or third-party vendors to disclose sensitive information to gain unauthorized access to our or our customers’ data or IT systems;

•efforts by threat actors, including criminal organizations, state-sponsored actors and nation-states, to launch coordinated cyberattacks or supply chain attacks on our infrastructure or that of our third-party vendors, including through ransomware, destructive malware, distributed denial-of-service attacks or exploitation of previously unknown “zero-day” vulnerabilities, which may be discovered and weaponized by autonomous AI agents and through new frontier AI models;

•attempts to misuse our marketing, advertising, messaging or social products and functionalities to impersonate persons or organizations and disseminate information that is false, misleading or malicious;

•vulnerabilities arising from new technologies and infrastructures, including those from acquisitions, enhancements and updates to our existing products, and the adoption and deployment of AI technologies within our products, services, internal systems, which may introduce novel security, data governance, or operational risks;

•vulnerabilities in products or components within the broad ecosystem in which our services operate and upon which they depend;

•attacks on, or vulnerabilities in, the underlying networks and services that power the Internet on which our products depend, most of which are not under our control or the control of our third-party vendors, partners or customers; and

•employee or contractor errors, omissions or intentional acts that compromise our security systems.

Although we devote significant resources to protecting our data and IT systems, we can provide no assurances that our security measures, including systems and processes designed to protect the confidentiality, integrity and availability of our customers’ and our customers’ customers’ proprietary and sensitive data, will be effective or that a material cybersecurity incident will not occur. Our ability to mitigate these risks may be impacted by the following:

•evolving and increasingly sophisticated techniques used to breach or disrupt IT systems and infrastructure, including the use or exploitation of AI technologies by threat actors to identify previously unknown vulnerabilities and accelerate, scale or personalize cyberattacks, which may significantly reduce the time available for us to remediate vulnerabilities before they are exploited;

•the increasing complexity of our internal IT systems as we integrate acquired businesses and adopt new technologies and data-sharing models; and

•our limited control over our customers, partners, and third-party vendors (including those authorized by customers to access their data), or over the processing of data by such third parties, which may limit our ability to maintain the integrity or security of such transmissions or processing.

In the normal course of business, we and our customers are and have been the target of malicious cyberattacks and other security threats. Although to date we have not identified any security incidents involving our systems that have had a material financial impact on us, there can be no assurance that future incidents will not be material or significant. As our market presence grows, we may face increased risks of cyberattacks and other security threats. Additionally, as AI technologies, including generative and agentic AI, continue to evolve, threat actors are using and exploiting these technologies to enhance the sophistication, scale, speed and effectiveness of security threats that may be more difficult to detect and defend against, including future capabilities to identify previously unknown vulnerabilities and automate complex, multi-stage attack chains. Any delay in detecting, containing, or remediating a cybersecurity incident may result in additional harm, and in certain cases the full scope and impact of any such incident may not be immediately apparent.

A cybersecurity incident could result in unauthorized access to, or the loss or denial of authorized access to, our IT systems or data, or those of our customers, including intellectual property and other proprietary, sensitive or confidential information. We are subject to contractual, regulatory and other legal obligations to notify relevant stakeholders of certain security incidents. For example, SEC rules require disclosure on Form 8-K of the nature, scope and timing of any material cybersecurity incident and the reasonably likely impact of such incident. As data protection, cybersecurity, and privacy laws continue to evolve, we may face additional reporting requirements to regulatory authorities. Assessing whether an incident is material or reportable to one or more external parties may require complex judgment and investigation, and disclosure of an incident may itself adversely affect our reputation, customer relationships and exposure to legal or regulatory proceedings. A security incident or related disclosure could result in loss of confidence in the security of our services, harm our reputation, negatively impact future sales, disrupt our business operations, increase insurance premiums and result in legal, regulatory and financial liability. Additionally, it may take considerable time for us to investigate and evaluate the full impact of cybersecurity attacks, particularly for sophisticated attacks, which may inhibit our ability to provide prompt, full and reliable information about the incident to our customers, regulators and the public. Further, there can be no assurance that our insurance coverage

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~~•third-party~~will ~~attempts~~be sufficient in type or amount to ~~fraudulently~~cover ~~induce~~the ~~our~~losses ~~employees~~arising orfrom ~~partners~~a tocybersecurity ~~disclose~~incident. ~~sensitive~~In ~~information~~addition, toprevention, ~~gain~~detection, ~~access~~investigation toand ~~our~~remediation ~~customers’~~of ~~data~~actual or ITsuspected ~~systems,~~vulnerabilities or ~~our~~incidents, ~~data~~including determining whether notification or ~~our~~disclosure ITis ~~systems;~~required, may not be straightforward, may result in significant direct and indirect costs, including increased infrastructure and security spending and the diversion of resources from development activities.

•third party attempts to fraudulently induce our customers to disclose sensitive information to gain access to our customers’ data or IT systems;

•efforts by hackers or sophisticated groups, such as criminal organizations, state-sponsored organizations or nation-states, to launch coordinated cyberattacks or supply chain attacks on our infrastructure or that of our third-party vendors, including through the use of ransomware, destructive malware and distributed denial-of-service attacks;

•third-party attempts to abuse our marketing, advertising, messaging or social products and functionalities to impersonate persons or organizations and disseminate information that is false, misleading or malicious;

•vulnerabilities existing within new technologies and infrastructures, including those from acquired companies, or resulting from enhancements and updates to our existing service offerings;

•vulnerabilities in the products or components across the broad ecosystem that our services operate in conjunction with and are dependent on;

•attacks on, or vulnerabilities in, the many different underlying networks and services that power the Internet that our products depend on, most of which are not under our control or the control of our vendors, partners or customers; and

•employee or contractor errors or intentional acts that compromise our security systems.

These risks are mitigated, to the extent feasible, by our ability to maintain and improve business and data governance policies and enhance processes and internal security controls, including our ability to escalate and respond to known and potential risks. We can provide no assurances that our security measures, including implemented systems and processes designed to protect our customers’ and our customers’ customers’ proprietary and other sensitive data, will provide absolute security or otherwise be effective or that a material breach will not occur. For example, our ability to mitigate these risks may be impacted by the following:

•evolving techniques used to breach or sabotage IT systems and infrastructure, including as a result of the increased use of AI technologies by bad actors, which are generally not recognized until launched against a target, and could result in our inability to anticipate or implement adequate measures to prevent such techniques;

•the increasing complexity of our internal IT systems as we incorporate and secure IT environments from acquired companies and early adoption of new technologies and new ways of sharing data; and

•our limited control over our customers or third-party vendors (including those authorized by customers to access their data), or the processing of data by third-party vendors, which may not allow us to maintain the integrity or security of such transmissions or processing.

In the normal course of business, we and our customers are and have been the target of malicious cyberattacks and have experienced other security incidents. Although, to date, we have not identified any security events involving our systems that have had a material financial impact on us, there can be no assurance that future cyberattacks will not be material or significant. Additionally, as our market presence grows, we may face increased risks of cyberattacks or security threats, and as AI technologies, including generative AI models, develop rapidly, threat actors are using these technologies to create new sophisticated attack methods that are increasingly automated, targeted and coordinated and more difficult to defend against.

A security breach or incident could result in unauthorized parties obtaining access to, or the denial of authorized access to, our IT systems or data, or our customers’ systems or data, including intellectual property and proprietary, sensitive or other confidential information. We have contractual and other legal obligations to notify relevant stakeholders of security breaches. For example, SEC rules require disclosure on Form 8-K of the nature, scope and timing of any material cybersecurity incident and the reasonably likely impact of any such incident. A security breach or resulting mandatory disclosure could result in a loss of confidence in the security of our services, damage our reputation, negatively impact our future sales, disrupt our business and lead to increases in insurance premiums and legal, regulatory and financial exposure and liability. Further, there can be no assurance that our insurance coverage will be sufficient to cover the financial, legal, business, or reputational losses that may result from a cybersecurity incident or breach of our IT systems. Finally, the prevention, detection and remediation of known or potential security vulnerabilities, including determining whether a cybersecurity incident is notifiable or reportable, may not be straightforward and may result in additional financial burdens due to additional direct and indirect costs to respond to or alleviate problems caused by the actual or perceived security breach, such as additional infrastructure capacity spending to mitigate any system degradation and the reallocation of resources from development activities.

Defects or disruptions in our services could diminish demand for our services and subject us to substantial liability.

We have in the past and may in the future ~~find~~identify defects in or experience disruptions to our services. Such issues may arise in a variety of circumstances, including ~~due~~from ~~to our~~ customers using our services in unanticipated ways that ~~may~~disrupt ~~cause~~access ~~a disruption in services~~ for other customers ~~attempting to access their data~~; asfrom ~~a result of~~ employee, contractor or other third-party action or inaction; or ~~due~~from to the complexity of our services, which incorporate a variety of hardware, proprietary software and third-party and open-source software and AI models. Across the industry, cloud services frequently contain undetected errors when first introduced or when new versions or enhancements are released. Although we benchmark AI model performance on metrics relevant to our services and test new models introduced into our services prior to deployment, AI models are probabilistic in nature and we cannot predict model output and subsequent AI agent behavior with complete accuracy. The use of agentic AI by us, our third-party service providers or customers may result in unanticipated outcomes that disrupt our systems or those of our customers, which may be difficult to anticipate, detect, or reverse.

49We have experienced and may in the future experience defects in our, our customers’, or third-party vendors’ products and components, which may create vulnerabilities that inadvertently permit unauthorized access to protected customer data. We can provide no assurance that such defects or vulnerabilities will not occur in the future, have a material adverse effect on our business or subject us to substantial liability. Vulnerabilities in open-source, proprietary or third-party products and components can persist even after security patches have been issued if updates are not timely implemented or if threat actors exploit vulnerabilities before remediation is complete. As frontier AI models enhance the ability of threat actors to rapidly identify previously unknown vulnerabilities and automate complex, multi-stage attack chains, the time available to develop and deploy countermeasures is likely to be significantly compressed. Consequently, we may be required to undertake more frequent emergency patching and remediation efforts, which could increase our operational costs and heighten the risk of service disruptions caused by the patching process itself. Additionally, in some cases, vulnerabilities may not be immediately detected, which may make it difficult to recover critical services and lead to damaged assets.

Since our customers rely on our products and services for important aspects of their operations, errors, defects, service disruptions or other performance issues have in the past adversely impacted our customers and could do so in the future. As a result, customers could elect to not renew their services, delay or withhold payment or make warranty or other claims against us. Such outcomes could reduce future sales, increase in our allowance for doubtful accounts, increase collection cycles and expose us to litigation and related expenses.

Any interruptions or delays in services from third parties, including data center hosting facilities, cloud computing platform providers and other hardware and software vendors, as well as Internet infrastructure, or from our inability to adequately plan for and manage service interruptions or infrastructure capacity requirements, could impair the delivery of our services and harm our business.

We rely on third-party data center hosting facilities and cloud computing platform providers located in the United States and other countries, as well as the many different underlying networks and services that power the Internet, to deliver our products and services and operate critical business systems. We also rely on hardware purchased or leased from, software licensed from, and cloud computing platforms provided by third parties in order to offer our products and services, including database software, hardware and data from multiple vendors. Any disruption, degradation or failure of our systems, or those of the third parties on which we rely, regardless of cause, could result in service interruptions and harm our business. We have experienced service interruptions caused by technological and geopolitical incidents, and interruptions may occur in the future. As our reliance on these third-party systems increases, and particularly on third-party cloud computing platforms, our exposure to service interruptions and performance or quality issues may also increase. Service interruptions or other performance or quality issues may cause us to issue credits or pay penalties, cause customers to assert warranty or other claims or terminate their subscriptions, and adversely affect attrition rates and our ability to attract new customers, which could reduce revenue. Our business and reputation would also be harmed if our customers and potential customers perceive our services as unreliable.

In certain jurisdictions, government-imposed data residency requirements may negatively impact our resiliency options. Requirements to seek pre-approval before backing up, migrating or transferring customer data to alternate infrastructure, even as an emergency mitigation measure, or to condition exemptions from residency obligations on commitments to additional local infrastructure investment, could increase our costs or constrain our operational flexibility.

For many of our offerings, our production environment and customer data are replicated at geographically separate facilities. Certain offerings, including those added through acquisitions, may be delivered through alternate facilities or arrangements. We do not control the operation of any of these facilities, and they may be vulnerable to damage or interruption from events outside of our control, such as natural disasters, supply chain disruptions, or geopolitical events. Despite

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~~third-party~~precautions ~~and~~taken ~~open-source~~at ~~software.~~these ~~Across the industry~~facilities, ~~cloud~~such ~~services~~as ~~frequently~~disaster ~~contain~~recovery ~~undetected~~and ~~errors~~business ~~when~~continuity ~~first~~arrangements, ~~introduced~~unanticipated orevents, ~~when~~problems, ~~new~~operational ~~versions~~failures or ~~enhancements~~other ~~are~~disruptions ~~released.~~could Weresult ~~may~~in ~~also~~prolonged ~~encounter~~service ~~difficulties~~interruptions, ~~integrating acquired or licensed technologies into our services~~ and inthere ~~augmenting~~can ~~the~~be ~~technologies~~no weassurance ~~use to meet quality standards~~ that ~~are~~such ~~consistent~~interruptions ~~with~~would ~~our~~be ~~brand~~remediated ~~and~~without ~~reputation~~significant cost, ~~which may result~~ in ~~our~~a ~~services~~timely ~~containing~~manner ~~errors~~ or ~~defects.~~at all.

WeThe ~~have~~hardware, ~~experienced~~software, data and ~~may~~cloud incomputing platforms that we rely on, including, for example, the ~~future~~large ~~experience~~language ~~defects~~models leveraged in our ~~products~~AI ~~that~~offerings, ~~create~~may ~~vulnerabilities~~not ~~that~~continue ~~inadvertently~~to ~~permit~~be ~~access~~available toat ~~protected~~reasonable ~~customer~~prices, ~~data~~on commercially reasonable terms or at all. WeAccess ~~can~~to ~~provide~~certain nofrontier ~~assurance~~AI ~~that~~models ~~such~~may ~~product~~also ~~defects~~be orsubject ~~other~~to ~~vulnerabilities~~sudden ~~will~~suspension ~~not~~or ~~occur~~restriction inby ~~the~~providers ~~future,~~or ~~have~~by agovernments ~~material~~due ~~adverse~~to ~~effect~~safety onconcerns, ~~our~~regulatory ~~business~~mandates, or ~~subject~~shifting uspriorities toamong ~~substantial~~cloud ~~liability~~platforms. ~~Vulnerabilities~~Any inloss ~~open~~of ~~source~~the orright ~~any~~to ~~proprietary~~use orsuch ~~third-party~~hardware, ~~product~~software, ~~can~~data ~~persist~~or ~~even~~cloud ~~after~~computing ~~security~~platforms ~~patches~~could ~~have~~significantly ~~been~~increase ~~issued~~our ifexpenses ~~customers~~and ~~have~~disrupt ~~not~~or ~~installed~~delay the ~~most~~provision ~~recent~~of ~~updates,~~our orservices ifuntil ~~the~~equivalent ~~attackers~~technology ~~exploited~~is ~~the~~either ~~vulnerabilities~~developed ~~before~~internally ~~patching~~or ~~was~~obtained ~~complete.~~from Inthird ~~some~~parties ~~cases,~~and ~~vulnerabilities~~integrated ~~may~~into ~~not~~our systems. There can be ~~immediately~~no ~~detected,~~assurance ~~which~~that ~~may~~such ~~make~~replacement ittechnology ~~difficult~~would tobe ~~recover~~available ~~critical~~or ~~services~~implemented ~~and~~in ~~lead~~a totimely ~~damaged~~manner ~~assets.~~or at all.

~~Since~~As ~~our~~we ~~customers~~scale ~~use~~ our ~~services~~operations, ~~for~~the ~~important~~volume ~~aspects~~and nature of ~~their~~data ~~business,~~processed ~~errors,~~by ~~defects,~~our ~~disruptions~~offerings incontinue ~~service~~to orevolve, ~~other~~including ~~performance~~as ~~problems~~a ~~have~~result inof the ~~past~~deployment ~~adversely~~of ~~impacted~~AI technologies, and our ~~customers’~~infrastructure ~~businesses~~capacity requirements, including network capacity, computing power and ~~could~~energy dorequirements, somay inincrease ~~the~~as ~~future~~a result. AsAdditionally, increased energy consumption, including as a result of AI adoption, ~~customers~~climate-related ~~could~~events, ~~elect~~energy tomarket ~~not~~volatility, ~~renew~~and ~~our~~power ~~services~~grid ordisruptions ~~delay~~may orincrease ~~withhold~~the ~~payment~~operational costs related to usinputs across our value chain, including for data centers. WeIf ~~could~~we ~~also~~experience ~~lose~~significant ~~future~~strains ~~sales~~on orour ~~customers~~data ~~may~~center ~~make~~capacity, ~~warranty~~whether due to insufficient infrastructure capacity or for other ~~claims~~reasons ~~against~~outside usof our control, ~~which~~our customers could experience performance degradation or service outages that may subject us to financial liabilities, result in ancustomer ~~increase~~losses, insubject us to litigation and harm our ~~allowance~~reputation ~~for~~and ~~doubtful~~business. ~~accounts,~~As anwe ~~increase~~add indata ~~collection~~centers ~~cycles~~and ~~for~~capacity ~~accounts~~and ~~receivable~~continue to move to cloud computing platform providers, we move or ~~the~~transfer ~~expense~~our data and ~~risk~~our customers’ data from time to time. Despite precautions taken during this process, any unsuccessful data transfers may impair the delivery of ~~litigation~~our services, which may damage our business.

~~Any~~As ~~interruptions~~we oracquire ~~delays~~companies inor ~~services from third parties~~technologies, ~~including~~we ~~data~~may ~~center~~not ~~hosting~~realize ~~facilities,~~the ~~cloud~~expected ~~computing~~business ~~platform~~or ~~providers~~financial ~~and~~benefits ~~other hardware~~ and ~~software~~the ~~vendors,~~acquisitions ascould ~~well~~prove asdifficult ~~internet~~to ~~availability~~integrate, ordisrupt ~~from~~ our ~~inability~~operations, todilute ~~adequately~~stockholder ~~plan~~value ~~for~~ and ~~manage~~adversely ~~service~~affect ~~interruptions~~our oroperating ~~infrastructure~~results ~~capacity~~and ~~requirements, could impair~~ the ~~delivery~~market value of our ~~services~~common ~~and harm our business~~stock.

WeAs ~~currently~~part ~~rely~~of onour ~~third-party~~business ~~data center hosting facilities and cloud computing platform providers located in the United States and other countries~~strategy, aswe ~~well~~periodically asacquire ~~the~~complementary ~~many different underlying networks and services that power the Internet~~businesses, tojoint ~~deliver our products~~ventures, services and ~~business~~technologies ~~operations~~ and tointellectual ~~operate~~property ~~critical business systems~~rights. We ~~also~~continue ~~rely on computer hardware purchased or leased from, software licensed from, and cloud computing platforms provided by third parties in order~~ to ~~offer~~evaluate ~~our~~such ~~services,~~opportunities ~~including database software, hardware~~ and ~~data~~expect ~~from a variety of vendors. Any disruption or damage~~ to, ormake ~~failure~~such ofacquisitions ~~our systems generally, including the systems of third-party providers we rely on, could result in service interruptions~~ and ~~harm~~other ~~our~~transactions ~~business. We have from time to time experienced service interruptions~~ and ~~such~~arrangements ~~interruptions may occur~~ in the future~~. As we increase our reliance on these third-party systems~~, ~~particularly~~which ~~with respect to third-party cloud computing platforms, our exposure to damage from service interruptions or other performance or quality issues~~ may ~~increase.~~involve ~~Service~~numerous ~~interruptions~~risks ~~or other performance or quality issues may cause us to issue credits or pay penalties, cause customers to make warranty or other claims against us or to terminate their subscriptions,~~ and ~~adversely~~could ~~affect~~create ~~our~~unforeseen ~~attrition~~operating ~~rates~~difficulties and ~~our ability to attract new customers~~expenditures, ~~all of which would reduce our revenue. Our business and reputation would also be harmed if our customers and potential customers believe our services are unreliable.~~including:

For many of our offerings, our production environment and customers’ data are replicated in a separate facility located elsewhere. Certain offerings, including some offerings of companies added through acquisitions, may be served through alternate facilities or arrangements. We do not control the operation of any of these facilities, and they may be vulnerable to damage or interruption from earthquakes, floods, fires, power loss, telecommunications failures and similar events. They may also be subject to break-ins, sabotage, intentional acts of destruction or vandalism or similar misconduct, as well as local administrative actions, changes to legal or permitting requirements and litigation to stop, limit or delay operation. In addition, supply chain disruptions due to geopolitical developments in Europe may lead to power disruptions in regions where our facilities are located. Despite precautions taken at these facilities, such as disaster recovery and business continuity arrangements, the occurrence of any of the foregoing events or risks, or a natural disaster or public health emergency, an act of terrorism, a decision to close the facilities without adequate notice or other unanticipated problems or operational failures at these facilities could result in lengthy service interruptions, and no assurance can be provided that any such interruptions would be remediated without significant cost or in a timely manner or at all.

The hardware, software, data and cloud computing platforms that we rely on, including, for example, the large language models (“LLMs”) leveraged in our AI offerings, may not continue to be available at reasonable prices, on commercially reasonable terms or at all. Any loss of the right to use any of these hardware, software, data or cloud computing platforms could significantly increase our expenses and disrupt or otherwise result in delays in the provisioning of our services until equivalent technology is either developed by us, or, if available, is identified, obtained through purchase or license and integrated into our services, and no assurance can be provided that such equivalent technology would be developed or obtained in a timely manner or at all.

As we scale our operations, the amount and type of information transferred on our offerings continue to evolve, including as a result of the deployment of AI technologies, and our infrastructure capacity requirements, including network capacity, computing power and energy requirements, may increase as a result. Additionally, increased energy consumption, including as a result of AI-related growth, climate-related events, energy market volatility, and power grid disruptions, may increase the

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operational costs related to inputs across our value chain, including for data centers. If we experience significant strains on our data center capacity, whether due to insufficient infrastructure capacity or for other reasons outside of our control, our customers could experience performance degradation or service outages that may subject us to financial liabilities, result in customer losses, subject us to litigation and harm our reputation and business. As we add data centers and capacity and continue to move to cloud computing platform providers, we move or transfer our data and our customers’ data from time to time. Despite precautions taken during this process, any unsuccessful data transfers may impair the delivery of our services, which may damage our business.

As we acquire companies or technologies, we may not realize the expected business or financial benefits and the acquisitions could prove difficult to integrate, disrupt our business, dilute stockholder value and adversely affect our operating results and the market value of our common stock.

As part of our business strategy, we periodically acquire complementary businesses, joint ventures, services and technologies and intellectual property rights. We continue to evaluate such opportunities and expect to make such acquisitions in the future.

Acquisitions and other transactions and arrangements involve numerous risks and could create unforeseen operating difficulties and expenditures, including:

•potential failure to achieve the expected benefits on a timely basis or at all;

•potential identified or unknown security vulnerabilities in acquired products or technologies that expose us to additional ~~security~~cybersecurity risks, or delay ~~our~~integration ~~ability to integrate the product~~ into our service offerings, asor ~~well~~create aschallenges ~~difficulties~~ in increasing or maintaining the security standards ~~for~~of the acquired ~~technology~~technologies;

•difficulty of transitioning the acquired technology onto our existing platforms ~~and customer acceptance of multiple platforms on a temporary or permanent basis~~;

•brand or reputational harm associated with our acquired companies;

•challenges converting the acquired company’s revenue recognition policies and forecasting the related revenues, including both consumption- and subscription-based revenues and term software license revenue~~, as well as appropriate allocation of the customer consideration to the individual deliverables~~;

•in the case of foreign acquisitions, challenges ~~entering~~with ~~into~~integrating ~~new~~operations ~~markets~~across indifferent ~~which~~cultures weand ~~have~~languages ~~little~~and oraddressing nothe ~~experience~~particular oreconomic, ~~where~~currency, ~~competitors~~political, ~~may~~cybersecurity, ~~have~~regulatory ~~stronger~~and market ~~positions~~risks associated with certain countries;

•~~currency~~operational and ~~regulatory~~financial ~~risks~~difficulties ~~associated~~and ~~with~~strains ~~foreign~~on ~~countries~~resources ~~and~~in ~~potential~~integrating ~~additional~~acquired ~~cybersecurity~~operations, technologies, services, platforms and ~~compliance~~personnel ~~risks~~(including ~~resulting~~cultural ~~from~~integration ~~entry~~and ~~into~~retention ~~new~~of ~~markets~~employees);

•~~operational~~regulatory ~~and~~challenges ~~financial~~from ~~difficulties~~antitrust ~~and~~or ~~strains~~other regulatory authorities that may block, delay or impose conditions on ~~resources~~the incompletion ~~integrating~~of ~~acquired~~transactions ~~operations,~~or ~~technologies,~~the ~~services,~~integration ~~platforms~~of ~~and~~acquired ~~personnel~~operations;

•regulatory challenges from antitrust or other regulatory authorities that may block, delay or impose conditions (such as divestitures, ownership or operational restrictions or other structural or behavioral remedies) on the completion of transactions or the integration of acquired operations;

•failure to fully assimilate, integrate or retrain acquired employees, which may lead to retention risk with respect to both key acquired employees and our existing key employees or disruption to existing teams or our workplace culture;

•challenges with maintaining the acquired company’s customers, partners and third-party service providers;

•known and potential unknown liabilities associated with the acquired businesses, including due to litigation;

•difficulties in managing, or potential write-offs of, acquired assets, and potential financial and credit risks associated with acquired customers;

•negative impact to our results of operations because of the depreciation and amortization of acquired intangible assets, fixed assets and operating lease right-of-use assets;

•difficulties in and financial costs of addressing acquired compensation structures inconsistent with our compensation structure;

•additional stock-based compensation issued or assumed in connection with the acquisition, including the impact on stockholder dilution and our results of operations;

•ineffective or inadequate controls, procedures and policies at the acquired company; and

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•the tax effects related to integration and business operation changes, realizability of our deferred tax assets, and uncertain tax liabilities.

Any of these risks could harm our business or negatively impact our results of operations. In addition, to facilitate acquisitions, we may seek additional equity or debt financing, which may not be available on terms favorable to us or at all, which may affect our ability to complete subsequent acquisitions, and which may affect the risks of owning our common stock. If we finance acquisitions by issuing equity or convertible or other debt securities or taking out loans, our existing stockholders may be diluted, or we could face constraints related to the terms of, and repayment obligation related to, the incurrence of indebtedness that could affect our stock price. For example, in connection with our acquisition of Informatica, we entered into the Informatica Credit Agreements on an unsecured basis. In November 2025, the Company borrowed the full $6.0 billion available under the Informatica Credit Agreements to finance a portion of the cash consideration for the acquisition, repay existing indebtedness of Informatica and its subsidiaries, and pay related fees, costs, and expenses. For more information, see Note 8 “Debt” to the consolidated financial statements in Item 8 of Part 2.

51Our ability to acquire other businesses or technologies, or integrate acquired businesses effectively, may be impaired by trade tensions and increased global scrutiny of foreign investments and acquisitions in the technology sector. Governments may continue to adopt or tighten restrictions of this nature, some of which may apply to acquisitions or integrations of businesses by us, and such restrictions or government actions could negatively impact our business and financial results.

Supporting our existing and growing customer base could strain our personnel resources and infrastructure, and if we are unable to scale our operations, refine our operating model, and increase productivity, we may not be able to successfully implement our business plan.

We continue to experience significant growth in our customer base, including through acquisitions, which has placed a strain on our management, administrative, operational and financial infrastructure. We anticipate that significant additional investments, including in human capital software, agentic AI and other technologies, will be required to scale our operations and increase productivity, address the needs of our customers, develop and enhance our services, expand into new geographic areas and support continued growth. These investments will increase our cost base, making it more difficult to offset any future revenue shortfalls by reducing expenses in the short term. We may not be able to make these investments as quickly or effectively as necessary to successfully scale our operations.

We regularly upgrade or replace our software systems and processes. If the implementations of these new applications are delayed, or if we encounter problems with our new systems and processes or in migrating away from our existing systems and processes, our operations could be negatively impacted. For example, in the second quarter of fiscal 2026, we implemented a new enterprise resource planning system (“ERP”). Among other things, our ERP is essential to our financial planning, reporting, and compliance programs, and any unforeseen problems with our new ERP or in migrating away from previous systems and processes could harm our ability to manage our business.

Our success will depend in part upon the ability of our senior management to plan and manage our projected growth effectively. We must continue to increase the productivity of our existing employees and to hire, train and manage employees as needed. Additionally, changes in our work environment and workforce may not meet the needs and expectations of our workforce or may create operational and workplace culture challenges, which could negatively impact our ability to increase employee productivity or attract and retain our employees and could adversely affect our operations. Furthermore, new AI offerings and technologies, which are integrated into our operations, may disrupt workforce needs and could adversely affect our operations if not managed properly. To manage the expected growth of our operations and personnel, we will need to continue to improve our operational, financial and management controls, our reporting systems and procedures and our utilization of real estate. If we fail to successfully scale our operations, refine our operating model, maintain effective governance and accountability, executive cross-functionally, and increase productivity across our organization, we may be unable to execute our business plan and the value of our common stock could decline.

If our customers do not renew their subscriptions or if they reduce subscriptions at renewal, or if customer usage of consumption-based offerings is below expected levels, our revenue and current remaining performance obligation could decline and our business may suffer. If we cannot accurately predict subscription renewals or upgrade rates or optimal pricing for consumption-based contracts, we may not meet our revenue targets, which may adversely affect our stock price.

Our customers have no obligation to renew their subscriptions after the expiration of their contractual subscription period, which is typically 12 to 36 months, and in the normal course of business, some customers have elected not to renew. Our customers may renew for fewer subscriptions, renew for shorter contract lengths or switch to lower cost offerings of our services. It is difficult to predict attrition rates given our varied customer base, the number of multi-year subscription contracts, and our shift toward consumption-based pricing models. Our attrition rates may increase or fluctuate as a result of various factors, including customer dissatisfaction, customers’ spending levels, mix of customer base, decreases in the number of users at our customers, customer mergers and acquisitions, competition, pricing increases or changes, such as the increased prevalence of consumption-based pricing models and economic downturns. Additionally, our transition toward more complex

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Ifpricing westructures, ~~finance~~including ~~acquisitions~~AI-driven byconsumption ~~issuing equity or convertible or other debt securities or taking out loans~~models, ~~our existing stockholders~~ may bemake ~~diluted,~~it ormore wedifficult ~~could face constraints related~~ to ~~the~~optimize ~~terms of, and repayment obligation related to, the incurrence of indebtedness that could affect the market price of~~ our ~~common stock. For example~~pricing, inpredict ~~connection~~attrition ~~with our acquisition of Informatica~~rates, we entered into the Informatica Credit Agreements on an unsecured basis. In November 2025, the Company borrowed the full $6.0 billion available under the Informatica Credit Agreements to finance a portion of the cash consideration for the acquisition, repay existing indebtedness of Informatica and ~~its~~accurately ~~subsidiaries,~~forecast ~~and pay related fees, costs, and expenses~~revenue. ~~For more information, see Note 8 “Debt” to the consolidated financial statements in Item I of Part 1.~~

Our future success depends in part on our ability to ~~acquire~~sell ~~other~~additional ~~businesses~~features orand ~~technologies~~services, ormore ~~integrate~~subscriptions ~~acquired~~or ~~businesses~~enhanced ~~effectively,~~editions ~~may~~of beour ~~impaired~~services byto ~~trade~~our ~~tensions~~current ~~and~~customers. ~~increased~~This ~~global~~may ~~scrutiny~~also ofrequire ~~foreign~~increasingly ~~investments~~sophisticated and ~~acquisitions~~costly insales ~~the~~efforts ~~technology~~that ~~sector.~~are ~~For~~targeted ~~example,~~at ~~several~~senior ~~countries~~management. Similarly, ~~including~~ the ~~United~~rate ~~States~~at ~~and~~which ~~countries~~our incustomers ~~Europe~~purchase ~~and~~new ~~the~~or ~~Asia-Pacific~~enhanced ~~region~~services depends on a number of factors, ~~are~~including ~~considering~~general oreconomic ~~have~~conditions ~~adopted~~and ~~restrictions~~customer ofreceptiveness ~~varying~~to ~~kinds~~price onchanges ~~transactions~~related ~~involving~~to ~~foreign~~these ~~investments~~additional features and ~~acquisitions~~services. ~~Antitrust~~In ~~authorities~~addition, inthe amarkets ~~number~~and ofmonetization ~~countries~~strategies ~~have~~for ~~also~~certain ~~reviewed~~offerings, ~~acquisitions~~including inAgentforce ~~the~~and ~~technology~~Data ~~industry~~360, ~~with~~remain ~~increased~~relatively ~~scrutiny.~~new ~~Governments~~and ~~may~~uncertain ~~continue~~and tomay ~~adopt~~present oradditional ~~tighten~~risks ~~restrictions~~and ofchallenges. ~~this~~If ~~nature,~~customer ~~some~~usage offor ~~which~~these ~~may~~offerings ~~apply~~is tobelow ~~acquisitions~~expected orlevels, ~~integrations~~we ofmay ~~businesses~~not bybe ~~us,~~able ~~and~~to ~~such~~adequately ~~restrictions~~forecast renewals or ~~government~~optimize ~~actions~~pricing, ~~could~~which ~~negatively~~may ~~impact~~prevent us from meeting our ~~business~~revenue targets and ~~financial~~adversely ~~results~~affect our stock price.

Supporting our existing and growing customer base could strain our personnel resources and infrastructure, and if we are unable to scale our operations and increase productivity, we may not be able to successfully implement our business plan.

We continue to experience significant growth in our customer base, including through acquisitions, which has placed a strain on and in the future may strain our management, administrative, operational and financial infrastructure. We anticipate that significant additional investments, including in human capital software, as well as leveraging agentic AI and other technologies, will be required to scale our operations and increase productivity, to address the needs of our customers, to further develop and enhance our services, to expand into new geographic areas and to scale with our overall growth. These investments will increase our cost base, making it more difficult for us to offset any future revenue shortfalls by reducing expenses in the short term. We may not be able to make these investments as quickly or effectively as necessary to successfully scale our operations.

We regularly upgrade or replace our various software systems and processes. If the implementations of these new applications are delayed, or if we encounter unforeseen problems with our new systems and processes or in migrating away from our existing systems and processes, our operations and our ability to manage our business could be negatively impacted. For example, in the second quarter of fiscal 2026, we implemented a new enterprise resource planning system (“ERP”). Among other things, our ERP is essential to our financial planning, reporting, and compliance programs, and any unforeseen problems with our new ERP or in migrating away from previous systems and processes could harm our ability to manage our business.

Our success will depend in part upon the ability of our senior management to plan and manage our projected growth effectively. To do so, we must continue to increase the productivity of our existing employees and to hire, train and manage new employees as needed. Additionally, changes in our work environment and workforce may not meet the needs and expectations of our workforce or may create operational and workplace culture challenges, which could negatively impact our ability to increase employee productivity or attract and retain our employees and could adversely affect our operations. To manage the expected domestic and international growth of our operations and personnel, we will need to continue to improve our operational, financial and management controls, our reporting systems and procedures and our utilization of real estate. If we fail to successfully scale our operations and increase productivity, we may be unable to execute our business plan and the value of our common stock could decline.

If our customers do not renew their subscriptions for our services or if they reduce the number of paying subscriptions at the time of renewal, our revenue and current remaining performance obligation could decline and our business may suffer. If customer usage of certain consumption-based offerings is below expected levels, our revenue could decline. If we cannot accurately predict subscription renewals or upgrade rates or optimal pricing for consumption-based contracts, we may not meet our revenue targets, which may adversely affect the market price of our common stock.

Our customers have no obligation to renew their subscriptions for our services after the expiration of their contractual subscription period, which is typically 12 to 36 months, and in the normal course of business, some customers have elected not to renew. In addition, our customers may renew for fewer subscriptions, renew for shorter contract lengths or switch to lower cost offerings of our services, particularly in times of general economic uncertainty. It is difficult to predict attrition rates given our varied customer base and the number of multi-year subscription contracts. Our attrition rates may increase or fluctuate as a result of various factors, including customer dissatisfaction with our services, customers’ spending levels, mix of customer base, decreases in the number of users at our customers, competition, pricing increases or changes, such as the increased prevalence of consumption-based pricing models and economic downturns.

Our future success also depends in part on our ability to sell additional features and services, more subscriptions or enhanced editions of our services to our current customers. This may also require increasingly sophisticated and costly sales

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efforts that are targeted at senior management. Similarly, the rate at which our customers purchase new or enhanced services depends on a number of factors, including general economic conditions and customer receptiveness to any price changes related to these additional features and services.

In addition, the markets and monetization strategies for certain offerings, including Agentforce and Data Cloud, remain relatively new and uncertain and as a result our expansion into such offerings, and related investments, may present additional risks and challenges. For example, we offer certain products, including Agentforce and Data Cloud, through a consumption-based business model and may increase the number of products through which we do so. We have limited experience with determining optimal pricing for our consumption-based contracts and may have lower levels of customer consumption of our products than we expect which may result in suboptimal pricing for consumption-based contracts.

Periodic changes to our sales organization can be disruptive and may reduce our rate of growth.

We periodically change and make adjustments to our sales organization in response to market opportunities, competitive threats, management changes, product introductions or enhancements, acquisitions, sales performance, increases in sales headcount, cost levels and other internal and external considerations. Such ~~sales organization~~ changes have in some periods resulted in, and may in the future result in, a reduction of productivity, which could negatively impact our ~~rate of growth in the current and future quarters and~~ operating results~~, including revenue~~. ~~In addition~~Further, any significant change to ~~the way we structure~~ our ~~compensation of our~~ sales organization’s compensation structure may be disruptive and ~~may~~negatively affect our ~~revenue~~operating ~~growth~~results.

Sales to customers outside the United States expose us to risks inherent in international operations.

We sell our services throughout the world and are subject to risks and challenges associated with international business. ~~We intend to seek to continue to expand our international sales efforts.~~ The risks and challenges associated with sales to customers outside the United States or those that can affect international operations generally, include:

•regional economic and political conditions, natural disasters, acts of war, terrorism and actual or threatened public health emergencies, or other geopolitical events, including the evolving relations between the United States and China, the United States and Russia, and ongoing conflicts, such as the war in Ukraine and conflicts in the Middle East;

•localization of our services, including translation into foreign languages and associated expenses;

•regulatory frameworks or business practices favoring local competitors;

•pressure on the creditworthiness of sovereign nations, where we have customers and a balance of our cash, cash equivalents and marketable securities;

•foreign currency fluctuations and controls, which may make our services more expensive for international customers and could add volatility to or negatively impact our operating results;

•compliance with complex and evolving governmental laws and regulations, ~~including~~such ~~employment,~~as ~~tax,~~those ~~anti-corruption,~~governing import/export, customs, anti-boycott, sanctions and embargoes, antitrust, cybersecurity, sustainability and industry-specific laws and regulations, including rules related to compliance by our third-party resellersAI;

•liquidity issues or political actions by sovereign nations, including nations with a controlled currency environment, could result in decreased values of these balances or potential difficulties protecting our foreign assets or satisfying local obligations;

•vetting and monitoring our third-party resellers in new and evolving markets to confirm they maintain standards consistent with our brand and reputation;

•treatment of revenue from international sources, evolving domestic and international tax environments and changes to tax codes, including being subject to and paying withholding taxes under foreign tax laws;

•uncertainty regarding changes in trade policies, including trade wars, the threat or imposition of tariffs or other trade restrictions, as well as any retaliatory actions, or other geopolitical events, including the evolving relations between the United States and China, the United States and Russia, and ongoing conflicts, such as the war in Ukraine and the regional conflict in the Middle East;

•perceptions of U.S.-based companies in the regions where we operate or plan to operate;

•perceptions of regions or governments in the regions where we operate or plan to operate, resulting in negative publicity or reputational harm;

•regional data privacy laws and other regulatory requirements that apply to outsourced service providers and to the transmission of our customers’ data across international borders;

•different pricing environments;

•difficulties in staffing and managing foreign operations;

•different or lesser protection of our intellectual property, including increased risk of theft of our proprietary technology and other intellectual property, and more prevalent cybersecurity risks, particularly in jurisdictions in which we have historically chosen not to operate; and

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•longer accounts receivable payment cycles and other collection difficulties.

Any of these factors could negatively impact our business and results of operations. The above factors may also negatively impact our ability to successfully expand into emerging market countries, where we have little or no operating experience, where it can be costly and challenging to establish and maintain operations, including hiring and managing required ~~personnel, and difficult to promote our brand, and where we may not benefit from any first-to-market advantage or otherwise succeed.~~

As more of our sales efforts are targeted at larger enterprise customers, our sales cycle may become more time-consuming and expensive, we may encounter pricing pressure and implementation and configuration challenges, and we may have to delay revenue recognition for some complex transactions, all of which could harm our business and operating results.51

As we target more of our sales efforts at larger enterprise customers, including governmental entities, and specific industries, such as financial services and healthcare and life sciences, we may face greater costs, longer sales cycles, greater competition and less predictability in completing some of our sales. In these market segments, the customer’s decision to use our services is often an enterprise-wide decision and, if so, may require us to provide greater levels of education regarding the use and benefits of our services, as well as addressing concerns regarding privacy and data protection laws and regulations of prospective customers with international operations or whose own customers operate internationally.

In addition, larger customers and governmental entities often demand more configuration, integration services and features. As a result of these factors, these sales opportunities often require us to devote greater sales support and professional services resources to individual customers, driving up costs and time required to complete sales and diverting our own sales and professional services resources to a smaller number of larger transactions, while potentially requiring us to delay revenue recognition on some of these transactions until the technical or implementation requirements have been met.

Pricing and packaging strategies for enterprise and other customers for our existing and future service offerings, including for our AI offerings such as Agentforce, may not be widely accepted by new or existing customers. We offer certain products, such as Agentforce and Data Cloud, through a consumption-based pricing model, and we have limited experience with determining the optimal pricing for our consumption-based contracts. Due to customer flexibility in the timing of their consumption, we could have lower levels of customer consumption of our products than we expect may result in suboptimal pricing for consumption-based contracts. Our adoption of or failure to adopt, as well as the manner and time of, changes to our pricing and packaging models and strategies may harm our business.

We may lose key members of our management team or development and operations personnel, and may be unable to attract and retain employees we need to support our operations and growth.

Our success depends substantially upon the continued services of our executive officers and other key members of management, particularly our chief executive officer. We are also substantially dependent on the continued service of our existing development and operations personnel because of the complexity of our services and technologies. Our executive officers, key management, development or operations personnel could terminate their employment with us at any time. Effective succession planning for management is important to our long-term success, and changes in our management team resulting from the hiring, departure or realignment of executives may be disruptive to our business. If we do not develop adequate succession planning for our key personnel, the loss of one or more of our key employees or groups of employees could seriously harm our business.

The technology industry is subject to substantial and continuous competition for engineers with high levels of experience in designing, developing and managing software and technology services, as well as competition for sales executives, data scientists and operations personnel. We have experienced challenges with significant competition in talent recruitment and retention, particularly for engineers with experience in AI, and may not in the future be successful in recruiting or retaining such talent. We have experienced and expect to continue to experience difficulty in hiring, developing, integrating and retaining highly skilled employees with appropriate qualifications. These difficulties may be amplified by evolving restrictions on immigration, travel, or availability of visas for skilled technology workers. Additionally, our compensation arrangements and benefits may not always be successful in attracting new employees or retaining and motivating our existing personnel. If we fail to attract new personnel or fail to retain and motivate our current personnel, our business and future growth prospects could be severely harmed.

In January 2023, we announced a restructuring plan intended to reduce operating costs, improve operating margins and continue advancing our ongoing commitment to profitable growth, which included a reduction of our workforce and office space reductions within certain markets. The workforce reduction was substantially completed by the end of fiscal 2024, and real estate actions are expected to be completed by the end of fiscal 2026. Additionally, throughout fiscal 2025 we initiated further targeted workforce and office space reductions. These restructuring actions, or any similar actions taken in the future, could negatively impact our ability to attract, integrate, retain and motivate key employees.

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personnel, and difficult to promote our brand, and where we may not benefit from any first-to-market advantage or otherwise succeed.

Sales to larger enterprise customers may involve more time-consuming and expensive sales cycles, pricing pressure and implementation and configuration challenges, and, for some complex transactions, delayed revenue recognition, all of which could harm our business and operating results.

We may face greater costs, longer sales cycles, greater competition and less predictability in completing some of our sales to large enterprise customers, including governmental entities and customers in regulated industries. In these market segments, the customer’s decision to use our services—particularly our newer AI and data-related offerings such as Agentforce and Data360—may require us to provide extensive implementation planning, education regarding the use and benefits of our services, as well as address other concerns, such as heightened privacy and data protection requirements.

In addition, larger enterprise customers and governmental entities often demand significant pricing and packaging flexibility, as well as complex configuration and integration services and features. These opportunities often require us to devote greater sales support and professional services resources to individual customers, driving up costs and time required to complete sales and diverting our own sales and professional services resources to a smaller number of larger transactions, while potentially requiring us to delay revenue recognition on some of these transactions until the technical or implementation requirements have been met. Additionally, the pricing and packaging strategies for enterprise and other customers for our offerings, including Agentforce and Data360, may not be widely accepted. Our adoption of or failure to adopt changes to our pricing and packaging models, or failure to otherwise execute our go-to-market strategies for large, complex transactions, may harm our business.

We may lose key members of our management team or development and operations personnel, and may be unable to attract and retain employees we need to support our operations and growth.

Our success depends substantially upon the continued services of our executive officers and other key members of management, particularly our chief executive officer. We are also substantially dependent on existing development and operations personnel because of the complexity of our services and technologies. Our executive officers, key management, and development and operations personnel could terminate their employment with us at any time. Effective succession planning is important to our long-term success, and changes in our management team or the loss of one or more of our key employees or groups of employees could seriously harm our business.

The technology industry is subject to substantial and continuous competition for engineers with high levels of experience in designing, developing and managing software and technology services, as well as competition for sales executives, data scientists and development and operations personnel. We have experienced challenges with significant competition in talent recruitment and retention, particularly for engineers with experience in AI, and may not be successful in recruiting or retaining such talent. We have experienced and expect to continue to experience difficulty in hiring, developing, integrating and retaining highly skilled employees with appropriate qualifications. These difficulties may be amplified by evolving restrictions on immigration, travel, or availability of visas for skilled technology workers. Additionally, our compensation arrangements and benefits may not always be successful in attracting new employees or retaining and motivating our existing personnel. If we fail to attract new personnel or fail to retain current personnel, our business and future growth prospects could be severely harmed.

We have undertaken various restructuring initiatives intended to improve operating margins and continue advancing our ongoing commitment to profitable growth, which have included a workforce reduction, select data center exits, and office space reductions within certain markets. These restructuring actions, or any similar actions taken in the future, could negatively impact our ability to attract, integrate, retain and motivate key employees.

In addition, we believe in the importance of our corporate culture, which fosters dialogue, collaboration, recognition, equality and a sense of family. As our organization has grown and expanded globally, and as our workplace plans have developed, including workforce and office space reductions related to our restructuring actions, we have experienced and may continue to experience difficulties maintaining our corporate culture globally, including managing the complexities of communicating with all employees. Any inability to maintain our corporate culture could negatively impact our ability to attract and retain employees, harm our reputation with customers or negatively impact our future growth.

Any failure in the delivery of high-quality professional, training, and technical support services related to our online applications may adversely affect our relationships with our customers and our financial results.

Our customers sometimes require highly skilled and trained service professionals to successfully onboard and implement our applications. ~~and~~Customers depend on our customer success and support ~~organization~~organizations to provide coaching, resolve technical issues, and offer proactive guidance relating to our applications. Implementation, training, and advisory services may be performed by us, our customers, a third party, or a combination thereof. Our strategy is to work with third parties to increase the breadth of capability and depth of capacity for delivery of these services to our customers. If customers are not satisfied with the quality and timing of work ~~by us~~ or ~~a third party or~~ with the type of services or solutions delivered, we could incur additional costs to address the situation, the profitability of that work might be impaired, our revenue recognition could be impacted and the customer’s dissatisfaction with the services received could negatively impact our ability to sell our other offerings to that customer or retain existing customers. In addition, negative publicity related to our customer relationships, regardless of its accuracy, may further damage our business by affecting our ability to compete for new business with current or prospective customers. We may be unable to respond quickly enough to accommodate short-term increases in customer demand for support services across our varying and diverse offerings. In addition, our sales process is highly dependent on our applications and business reputation and on positive recommendations from our existing customers. Any failure or perceived failure to maintain high-quality professional and technical support services could adversely affect our reputation, our ability to sell our service offerings to existing and prospective customers, and our business, operating results and financial position.

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situation, the profitability of that work might be impaired, our revenue recognition could be impacted and the customer’s dissatisfaction with the services received could negatively impact our ability to sell our other offerings to that customer or retain existing customers. In addition, negative publicity related to our customer relationships, regardless of its accuracy, may further damage our business by affecting our ability to compete for new business with current or prospective customers. We may be unable to respond quickly enough to accommodate short-term increases in customer demand for customer success and support services across our varying and diverse offerings. In addition, our sales process is highly dependent on our applications and business reputation and on positive recommendations from our existing customers. Any failure or perceived failure to maintain high-quality professional, onboarding, training, and technical support services could adversely affect our reputation, our ability to sell our service offerings to existing and prospective customers, and our business, operating results and financial position.

Strategic and Industry Risks

The markets in which we participate are intensely competitive, and if we do not compete effectively, our operating results could be harmed.

The market for enterprise applications and platform services is highly competitive, rapidly evolving, fragmented and subject to changing technology, low barriers to entry, shifting customer needs and frequent introductions of new products and services. Many prospective customers have invested substantial personnel and financial resources to implement and integrate their current enterprise software into their businesses and therefore may be reluctant or unwilling to migrate away from their current solution to a different enterprise software service. Additionally, third-party developers may be reluctant to build application services on our platform since they have invested in other competing technology platforms.

Our current competitors include:

•vendors of packaged business software, as well as companies offering enterprise applications delivered through on-premises offerings from enterprise software application vendors and cloud computing application service providers, either individually or with others;

•AI-native companies and emerging startups that leverage generative AI and large language models as the core foundation of their architecture, offering highly specialized, autonomous, or automated solutions that may bypass traditional business process workflows or displace established user interfaces;

•software companies that provide their product or service free of charge as a single product or when bundled with other offerings, or only charge a premium for advanced features and functionality, as well as companies that offer solutions that are sold without a direct sales organization;

•vendors who offer software tailored to specific services, industries or market segments, as opposed to our full suite of service offerings, including suppliers of traditional business intelligence and data preparation products, integration software vendors, marketing vendors, e-commerce solutions vendors or AI software and service vendors;

•productivity tool and email providers, unified communications providers and consumer application companies that have entered the business software market; and

•traditional platform development environment companies and cloud computing development platform companies who may develop toolsets and products that allow customers to build new applications, including AI-augmented applications, that run on the customers’ current infrastructure or as hosted services, as well as would-be customers who may develop enterprise applications for internal use.

In addition, we may face more competition as we expand our ~~product~~service offerings. Some of our current and potential competitors may have competitive advantages, such as greater name recognition, longer operating histories, more significant installed bases, broader geographic scope, broader suites of service offerings and larger marketing budgets, as well as substantially greater financial, technical, personnel and other resources. In addition, many of our current and potential competitors have established marketing relationships and access to larger customer bases, and have major distribution agreements with consultants, system integrators and resellers. We also experience competition from smaller competitors that may be more agile in responding to customers’ demands and offer more targeted and simplified solutions. Our competitors may be able to respond more quickly and effectively than we can to new or changing opportunities, ~~younger~~technologies, standards or customer requirements, or provide competitive pricing, more flexible contracts or faster implementations. Additionally, as we continue to increasingly build AI into many of our offerings, we face more competition as AI technologies are increasingly integrated into the markets in which we compete. New AI offerings may disrupt our service offerings or transform workforce needs and negatively impact demand for our offerings, or our competitors may be able to incorporate AI into their offerings more efficiently or successfully than we are able to and achieve greater and faster adoption. Even if our products and services are more effective than the products and services that our competitors offer, potential customers might select competitive products and services in lieu of purchasing our products and services. For all of these reasons, we may not be able to compete successfully against our competitors, which could negatively impact our future sales and harm our business.

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competitors that may be more agile in responding to customers’ demands and offer more targeted and simplified solutions. Our competitors may be able to respond more quickly and effectively than we can to new or changing opportunities, technologies, standards or customer requirements, or provide competitive pricing, more flexible contracts or faster implementations. Additionally, as we continue to increasingly build AI into many of our offerings, we face more competition as AI technologies are increasingly integrated into the markets in which we compete. New AI offerings may disrupt workforce needs and negatively impact demand for our offerings, or our competitors may be able to incorporate AI into their offerings more efficiently or successfully than we are able to and achieve greater and faster adoption. Even if our services are more effective than the products and services that our competitors offer, potential customers might select competitive products and services in lieu of purchasing our services. For all of these reasons, we may not be able to compete successfully against our competitors, which could negatively impact our future sales and harm our business.

Our efforts to expand our service offerings and to develop and integrate our existing services in order to keep pace with technological developments may not succeed and may reduce our revenue growth rate and harm our business.

Our efforts to expand our current service offerings may not succeed and may reduce our revenue growth rate. In addition, the markets and monetization strategies for certain offerings, including Agentforce and Data ~~Cloud~~360, remain relatively new and uncertain and ~~as a result~~ our expansion into such offerings, and related investments, may present additional risks and challenges. For example, we offer certain products, including Agentforce and Data ~~Cloud~~360, through a consumption-based business model and may increase the number of products through which we do so. We have limited experience with determining optimal pricing for our consumption-based contracts. ~~Additionally,~~and ~~due~~may ~~to customer flexibility in the timing of their consumption, we could~~ have lower levels of customer consumption of our products than we expect which may result in suboptimal pricing ~~for consumption-based contracts~~. Further, the introduction of future platform changes and upgrades may not result in long term revenue growth.

If we are unable to develop enhancements to, and new features for, our existing or new services that keep pace with rapid technological developments, our business could be harmed. The success of enhancements, new features and services depends on several factors, including its timely completion, and introduction and market acceptance, as well as our ability to integrate all of our product and service offerings and develop adequate selling capabilities in new markets. Failure in this regard may significantly impair our revenue growth as well as negatively impact our operating results if the additional costs are not offset by additional revenues. In addition, because our services are designed to operate over various network technologies and on a variety of mobile devices, operating systems and computer hardware and software platforms, we need to continuously modify and enhance our services to keep pace with changes in these technologies, as well as continue to maintain and support our services on legacy systems. We may not be successful in ~~either~~ developing these modifications and enhancements or in bringing them to market timely.

Additionally, if we fail to timely anticipate or identify significant technology trends and developments, or if we do not devote appropriate resources to adapting to such trends and developments, our business could be harmed. Uncertainties about the timing and nature of new network platforms or technologies, modifications to existing platforms or technologies, including text messaging capabilities within these platforms, or changes in customer usage patterns thereof could increase our research and development or service delivery expenses or lead to our increased reliance on certain vendors. Any failure of our services to operate effectively with future network platforms and technologies could reduce the demand for our services, result in customer dissatisfaction and harm our business.

Our continued success depends on our ability to maintain and enhance our brands.

We believe that the brand identities we have developed, including associations with trust, customer success, innovation, equality and sustainability have significantly contributed to the success of our business. Maintaining and enhancing the Salesforce brand and our other brands is critical to expanding our base of customers, partners and employees. Our brand strength, ~~particularly for our core services,~~ depends largely on our ability to remain a technology leader and ~~to continue to~~ provide high-quality innovative products, services and features in a secure, reliable manner that enhances our customers’ success even as we scale and expand our services. In order to maintain and enhance the strength of our brands, we have made and may in the future make substantial investments to expand or improve our product offerings and services, including our investments in data and AI technologies, or we may enter new markets that may be accompanied by initial complications or ultimately prove to be unsuccessful.

In addition, we have secured the naming rights to facilities controlled by third parties, such as office towers and a transit center, and any negative events or publicity arising in connection with these facilities could adversely impact our brand.

Further, entry into markets with weaker protection of brands or changes in the legal systems in countries we operate may impact our ability to protect our brands. If we fail to maintain, enhance or protect our brands, or if we incur excessive expenses in our efforts to do so, our business, operating results and financial condition may be materially and adversely affected.

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We are subject to risks associated with our strategic investments, including partial or complete loss of invested capital. Significant changes in the fair value of this portfolio could negatively impact our financial results.

We manage a portfolio of strategic investments in both privately held and publicly traded companies focused primarily on enterprise ~~cloud~~technology and AI companies, ~~technology~~as ~~startups~~well ~~and~~as ~~system~~systems integrators. While we invest in companies that we believe are digitally transforming their industries, advancing responsible ~~generative~~ AI, improving customer experiences, helping us expand our solution ecosystem or supporting other corporate initiatives, we may still experience unforeseen ~~brand or~~ reputational harm associated with our investments. Our investments range from early- to late -stage companies, including investments made concurrent with a company’s initial public offering. Investments in early -stage companies are inherently speculative, as these companies may not yet be revenue-generating and could still be in the process of developing their products and services at the time of our investment. The financial success of our investment in any company is typically dependent on a liquidity event, such as a public offering, acquisition or other favorable market event reflecting appreciation to the cost of our initial investment. Our investments may face challenges from regulatory authorities, ~~including antitrust authorities,~~ potentially resulting in unexpected costs, delays, or unfavorable conditions imposed on transactions involving our investment portfolio. In certain cases, our ability to sell these investments may be impacted by contractual obligations to hold the securities for a set period of time after a public offering. All of our investments are subject to a risk of partial or total loss of invested capital.

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We are exposed to volatility in our operating results due to changes in market prices, observable price changes and impairments of our strategic investments. The measurement of our non-marketable equity securities at fair value is inherently subjective and requires management judgment and estimation. The resulting gains or losses could be material depending on market conditions and events, particularly in periods with economic uncertainty, inflation, geopolitical conflict, volatile public equity markets or unsettled global market conditions.

If third-party developers and vendors do not continue to embrace our technology delivery model and enterprise cloud computing services, or if our customers seek warranties from us for third-party applications, integrations, data and content, our business could be harmed.

Our success depends on the willingness of a growing community of third-party developers and vendors to build applications and provide integrations, data and content that are complementary to our services. Without the continued development of these applications and provision of such integrations, data and content, both current and potential customers may not find our services sufficiently attractive, which could impact future sales. In addition, for those customers who authorize a third-party technology partner to access their data, we do not provide any warranty related to the functionality, security or integrity of the data access, transmission or processing. Despite contract provisions to protect us, customers may look to us to support and provide warranties for the third-party applications, integrations, data and content, even though not developed or sold by us, which may expose us to potential claims, liabilities and obligations, all of which could harm our reputation and our business.

Social, ethical, and ~~ethical~~regulatory issues, including the development, deployment, use or capabilities of AI in our offerings, may result in reputational harm, ~~and~~legal liability and increased compliance costs.

Policies we adopt or choose not to adopt, on social and ethical issues, ~~especially~~particularly regarding the development, deployment or use of our products, may be ~~unpopular~~viewed ~~with~~as ~~some~~controversial ofby ~~our~~ employees, orcustomers, ~~with~~potential ~~our~~ customers, or ~~potential~~regulators ~~customers~~who have varied, evolving and oftentimes conflicting expectations. These perceptions have in the past, ~~impacted~~ and may in the future, impact our ability to attract or retain employees and customers and may result in negative publicity or reputational harm. Our decisions about whether to conduct business with potential customers, or whether to continue or expand ~~business~~relationships with existing customers, may also impact our ~~ability~~stakeholder torelationships ~~attract or retain employees~~ and ~~customers, and could result in negative publicity or reputational harm~~reputation. ~~Further,~~Actions ~~actions~~ taken by our customers ~~and~~or employees, including through the use or misuse of our products or ~~new~~ technologies for ~~illegal~~unlawful activities, or improper information sharing or other harmful purposes, may result in reputational harm, regulatory scrutiny or ~~possible~~legal liability,. ~~particularly~~Regulatory inframeworks ~~light~~such ofas ~~regulatory requirements like~~ the EU’s Digital Services Act (“DSA”) ~~and AI Act. For example~~, ~~we have been subject to allegations in legal proceedings that we should be liable for~~ the ~~use~~EU ofAI ~~certain~~Act ofand ~~our~~other ~~products~~rapidly byevolving ~~third~~and ~~parties.~~sometimes ~~Although~~conflicting weglobal ~~believe~~laws ~~that~~and weregulations ~~have~~related ato ~~strong defense against these allegations~~AI, ~~legal~~privacy ~~proceedings can be lengthy, expensive~~ and ~~disruptive~~consumer toprotection ~~our~~could ~~operations~~increase ~~and~~compliance ~~the~~costs, ~~outcome~~restrict offeatures ~~any claims~~ or ~~litigation,~~data ~~regardless of the merits~~flows, isdelay ~~inherently~~launches ~~uncertain.~~and ~~Regardless~~expose ofus ~~outcome, these types of claims could cause reputational harm~~ to ~~our~~penalties ~~brand~~ or ~~result in liability~~litigation.

We are increasingly building AI into many of our offerings, including generative and agentic AI. As with many technical innovations, AI offerings, such as Agentforce, and our ~~Salesforce~~Agentforce 360 Platform present additional risks and challenges that could affect ~~their~~customer adoption and therefore our business. For example, the development ofand ~~our~~deployment of AI offerings ~~and the Salesforce Platform~~, ~~which~~including ~~provides~~those involving information regarding our customers’ customers, ~~present~~raise emerging ethical, ~~issues~~legal and operational considerations. If we enable or offer solutions that draw controversy due to their perceived or actual impact on human rights, privacy, employment, or in other social ~~contexts~~concerns, we may experience new or ~~enhanced~~heightened governmental or regulatory scrutiny, ~~brand~~investigations, orenforcement ~~reputational harm~~actions, ~~competitive~~fines ~~harm~~ or ~~legal~~penalties ~~liability, especially as geopolitical turmoil creates increasingly volatile political~~ and ~~market~~reputational ~~conditions. Inadequate~~ or ~~ineffective~~competitive AI development, deployment, content labeling or governance by us or others that result in controversy could also impair the acceptance of AI solutions or result in unintended performance of the servicesharm. ~~This in turn could undermine confidence in the decisions, predictions, analysis or other content that our AI applications produce, subjecting us to competitive~~

57As we develop and deploy AI applications in our products and services, including in customer-facing contexts, the speed, scale and complexity of related data processing may increase. AI applications may be targeted or misused, or may perform in ways that are inaccurate, biased, unreliable or otherwise harmful, or that implicate personal or proprietary data in ways that may be difficult to anticipate, detect or control. Such issues could result in regulatory scrutiny, litigation, contractual disputes, loss of customer trust or reputational harm.

Inadequate or ineffective AI development, testing, deployment, content labeling, governance, monitoring or oversight, whether by us or others, could result in our AI applications not operating as intended or with reduced functionality, reduced acceptance of our products and services or diminished confidence in the decisions, predictions, analysis or other content that our AI applications produce. Such risks may be heightened as AI applications are integrated into a broader range of our products and services, or as coding assistants increase the pace of development. This could subject us to regulatory scrutiny, competitive harm, legal liability and reputational damage.

We may rely in part on third-party models, datasets, cloud infrastructure or other technologies in developing or offering certain AI applications. Our reliance on such third parties exposes us to risks relating to performance, availability, security vulnerabilities, intellectual property claims, licensing restrictions, cost increases or changes in terms of service. If a third-party provider modifies, suspends or terminates access to its models, data or infrastructure, or if such technologies fail to perform as expected, our ability to offer, scale or support certain AI applications may be adversely affected, and we may incur additional costs to mitigate such impacts.

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~~harm, legal liability and brand or reputational harm.~~ The rapid evolution of AI technologies and related regulatory requirements will require the ~~application~~allocation of significant resources to develop, test, monitor and maintain our products and services in order to ~~help~~comply ~~ensure~~with ~~that~~applicable AIlaws isand ~~implemented~~regulations ~~ethically~~and into ~~order~~address concerns relating to ~~minimize~~accuracy, ~~unintended~~bias, ~~harmful~~transparency, ~~impact~~explainability, security and data provenance. Uncertainty ~~around~~surrounding new and emerging AI applications, ~~such~~including as generative AI content creation, ~~and~~ AI agents, ~~will~~and multi-organization and multi-agent interoperability considerations may require additional investment in compliance programs, governance ~~and~~frameworks, ~~the~~ licensing orarrangements, ~~development of proprietary datasets~~documentation, ~~machine~~auditing ~~learning models~~ and ~~systems~~risk tomitigation ~~test for accuracy~~processes, ~~bias and other variables,~~ which ~~are~~may ~~often~~be complex, ~~may be~~ costly and could impact our profit ~~margin~~margins. Moreover, ~~the~~expansion ~~move~~of ~~from~~our AI ~~content~~capabilities ~~classification~~ to AI content generation, including through ~~our development of~~ Agentforce and other generative AI ~~products~~offerings, ~~brings~~introduces additional risks and ~~responsibility~~responsibilities. Known risks of generative AI currently include risks related to accuracy, bias, toxicity, privacy and security and data provenance. For example, AI technologies, including generative AI, may create content that appears correct but is factually inaccurate or flawed, or contains copyrighted or other protected material, and if our customers or others use this flawed or protected content to their detriment, or the owners of such copyrighted material seek to enforce their rights, we may be exposed to brand or reputational harm, competitive harm and/or legal liability. Developing, testing and deploying AI systems may also increase the cost profile of our offerings due to the nature of the computing costs involved in such systems. If we are unable to mitigate these risks, or if we incur excessive expenses in our efforts to do so, our reputation, business, operating results and financial condition may be harmed.

AI technologies may produce content that is inaccurate, misleading, biased, offensive or unsafe, and may implicate privacy, security or intellectual property rights, including through the generation of copyrighted or other protected material. If our customers or others rely on such content to their detriment, or if regulators or rights holders assert claims relating to AI-generated content, we may be exposed to litigation, regulatory investigations, enforcement actions, indemnification obligations, monetary penalties or other liabilities, or reputational harm. Developing, testing and deploying AI technologies may also increase the cost profile of our offerings due to the computing costs required. If we are unable to effectively mitigate these risks, or if our mitigation efforts result in excessive costs, our reputation, business, operating results and financial condition may be adversely affected.

The evolving landscape related to environmental, social and governance matters may expose us to risks that could adversely affect our reputation and performance.

Equality and sustainability are core values of the Company. In furtherance of these values, we have in the past and may in the future establish and disclose quantitative and qualitative statements related to ~~ESG~~equality and sustainability matters, which are subject to numerous risks and dependencies. The proliferation of regulations and guidance addressing climate, human capital and other ~~ESG~~ topics at the regional, state and national levels has required and may continue to require significant effort and resources, and our practices, processes and controls may not ensure compliance with evolving standards. Further, various regulations or guidance may conflict with each other, making universal compliance challenging as a multinational company, and our status as a government contractor in various jurisdictions, including but not limited to the U.S. where we are headquartered, may also result in greater exposure or differentiated obligations or requirements with which we would seek to comply. The standards and frameworks for tracking and reporting on ~~ESG~~these matters continue to evolve, and our use, interpretation or application of such frameworks and standards may change from time to time or differ from those of other companies, which may result in a lack of consistent or meaningful comparative data from period to period or between Salesforce and other companies. In addition, our ~~ESG~~ practices and disclosures may not satisfy, appropriately respond to the concerns of or be supported by all investors, customers, partners, regulators, enforcement authorities or other stakeholders ~~(including those in support of and those in opposition to various ESG practices)~~, whose expectations and requirements are evolving, varied, and ~~varied~~oftentimes conflicting. Any violation of, non-compliance with or failure to meet such expectations or requirements, or negative publicity related to our ~~ESG~~ practices or disclosures, could result in harm to our reputation, our ability to attract or retain employees, and our attractiveness as an investment, business partner, acquiror or service provider, could expose us to increased scrutiny or ~~criticism or~~ to regulatory or enforcement actions or litigation, and could cause us to incur increased costs to address or defend against such actions.

Legal and Regulatory Risks

Privacy concerns and laws as well as evolving regulation of cloud computing, AI services, cross-border data ~~transfer~~transfers ~~restrictions~~ and other domestic or foreign regulations may limit the use and adoption of our services and adversely affect our business.

Regulation related to the provision of services over the Internet iscontinues ~~evolving~~to evolve, as federal, state and foreign governments ~~continue to~~ adopt new, or modify existing, laws and regulations addressing data privacy, cybersecurity, data protection, data

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