v3.26.1
Stock-Based Compensation
12 Months Ended
Jan. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
In January 2008, the Company adopted the 2008 Equity Incentive Plan (the “2008 Plan”), which was most recently amended in October 2017 and subsequently terminated in connection with the adoption of the Company’s 2017 Plan (as defined below). The 2008 Plan allowed stock options to be granted to Company employees, officers, directors, advisors, consultants, and other service providers as either incentive stock options (“ISOs”) or non-statutory stock options (“NSOs”). ISOs could be granted only to the Company’s employees. NSOs could be granted to the Company’s service providers who were not employees.
Under the 2008 Plan, options could be granted for terms no longer than 10 years from the date of the grant. In the case of an ISO grant to an optionee who, at the time the option is granted, owned stock representing more than 10% of the voting power of all classes of stock of the Company or any parent or subsidiary, the term of the option was five years from the date of grant. ISOs and NSOs generally vested at a rate of 25% on the first anniversary of the grant date and then ratably over the next three years. Upon termination of employment, any unvested shares were automatically returned to the Company. Those shares were added back to the plan and made available for future grants. The 2008 Plan was terminated in 2017, but the awards granted previously still vest. At January 31, 2026 and January 31, 2025, no shares from the 2008 Plan remained available for future grants.
In December 2017, the Company adopted the 2017 Equity Incentive Plan (the “2017 Plan”), which was most recently amended in September 2025 and subsequently terminated in connection with the adoption of the Company’s 2025 Plan (as defined below). The 2017 Plan allowed stock options to be granted to Company employees, officers, directors, advisors, consultants, and other service providers as either stock options, restricted stock awards, RSUs, stock appreciation rights, and other equity awards. The 2017 Plan was initially adopted with substantively similar plan features as the 2008 Plan. In August 2018, the 2017 Plan was amended to extend the post-termination exercise period for vested awards, other than terminations for cause, to up to 10 years. At January 31, 2026, no shares from the 2017 Plan remained available for future grants. At January 31, 2025, 5,795,839 shares from the 2017 Plan remained available for future grants.
In December 2025, the Company’s board of directors approved the 2025 Equity Incentive Plan (the “2025 Plan” and, together with the 2017 and 2008 Plan, the “Plans”). The 2025 Plan became effective in connection with the IPO, and provides for the issuance of up to 17,500,000 shares of the Company’s common stock, plus any reserved shares of the Company’s common stock not issued or subject to outstanding grants under the 2008 Plan and the 2017 Plan on the effective date of the 2025 Plan, pursuant to stock options, RSUs, stock appreciation rights, and other equity awards. The number of shares reserved for issuance under the 2025 Plan will increase automatically on February 1 of each of 2026 through 2035 by the number of shares equal to 5% of the aggregate number of outstanding shares of all classes of the Company’s common stock as of the immediately preceding January 31, or a lesser number as may be determined by the board of directors. The 2025 Plan was initially adopted with substantively similar plan features to the 2017 and 2008 Plans. The Company began issuing awards under the 2025 Plan during the quarter ended January 31, 2026. At January 31, 2026, 27,856,967 shares from the 2025 Plan remained available for future grants.
In accordance with the Plans, the exercise price of an ISO and NSO shall not be less than 100% of the estimated fair value of the shares on the date of grant unless expressly determined in writing by the board of directors or its designated committee, and the exercise price of an ISO granted to a 10% stockholder shall not be less than 110% of the estimated fair value of the shares on the date of grant.
Stock Options
A summary of stock option activity as of and for the fiscal year ended January 31, 2026 under the Plans is as follows:
Number of Options Outstanding Under the Plans
Weighted Average Exercise Price
Weighted Average
Remaining Contractual
Term (Years)
Aggregate
Intrinsic Value
(in thousands)
Outstanding at January 31, 2025*31,132,993 $1.94 3.8376,555 
Exercised
(6,649,247)2.06 79,613 
Expired(709,006)2.36 
Forfeited
(19,375)2.91 
Outstanding at January 31, 2026*23,755,365 1.90 3.2$161,131 
Exercisable at January 31, 202623,685,819 $1.90 3.2$160,702 
______________
*The Plans allow for early exercise of stock options and exercised/forfeited balances include only vested stock options exercised.
 Shares  Weighted-Average Grant-Date Fair Value
Unvested at January 31, 2025308,493 $4.50 
Granted— — 
Vested(214,905)4.40 
Forfeited(19,375)4.73 
Unvested at January 31, 202674,213 $4.73 
As of January 31, 2026, unrecognized stock-based compensation expense related to unvested stock options was $0.3 million, which is expected to be recognized over a weighted-average period of 0.6 years.
No options were granted during the fiscal years ended January 31, 2026 and 2025.
Early Exercise of Unvested Options
Under the Plans, employees are offered the option to elect early exercise of their stock options prior to vesting. The Company has the right to repurchase any unvested (but issued) shares of common stock upon termination of service of an employee, either voluntarily or involuntarily, at the lower of: (i) the exercise price paid per share or (ii) the fair market value per share of common stock at the time of the employee’s termination. The consideration received for early exercise of a stock option is initially recorded as a liability and is reclassified to stockholders’ deficit as the stock options vest. As of January 31, 2026 and 2025, the Company recorded immaterial liabilities for 4,667 unvested shares and 1,519,220 unvested shares, respectively, that were early exercised by employees and subject to repurchase.
Restricted Stock Units
RSUs are issued at no cost to the recipient and can be settled only in shares after the RSUs have vested. RSUs do not provide the holder with voting rights or cash dividends. Prior to the Company’s IPO, the majority of RSUs included both a time-based service and performance-based conditions tied to the occurrence of a qualifying liquidity event (“dual-trigger RSUs”). Upon the completion of the IPO on December 15, 2025, the performance condition was satisfied and the existing dual-trigger awards are now subject only to the remaining service-based vesting conditions. Accordingly, the Company began
recognizing share-based compensation expense for these awards from the date the performance condition was satisfied. Following the Company’s IPO, RSUs granted are subject only to continued service-based vesting conditions and do not contain performance or market conditions.
A summary of RSU activity for the fiscal year ended January 31, 2026 under the Plans is as follows:
Number of Shares
Weighted Average Grant Date Fair Value
Outstanding at January 31, 202531,294,850 $8.23 
Granted7,281,903 14.21 
Settled(21,640,347)7.05 
Forfeited(1,260,251)8.01 
Outstanding at January 31, 202615,676,155 $12.51 
As of January 31, 2026, unrecognized stock-based compensation expense related to unvested RSUs was $105.5 million, which is expected to be recognized over a weighted-average period of 2.2 years.
Modification of Restricted Stock Units
In September 2025, the Company approved the acceleration of vesting of dual-triggered RSUs granted under the 2017 Plan to certain employees (the “IPO RSU Vesting Acceleration”). These RSUs were subject to dual-trigger vesting conditions, consisting of a service-based vesting and an initial vesting event.
The approval of the IPO RSU Vesting Acceleration represents a modification of the affected RSUs. As of the date of modification, the liquidity vesting event condition remained improbable, as the IPO had not occurred. Therefore, immaterial incremental compensation cost was recognized after the completion of the IPO for the fiscal year ended January 31, 2026.
Employee Stock Purchase Plan
The Company’s employee stock purchase plan (“ESPP”) became effective in connection with the IPO in December 2025. The ESPP enables employees to purchase shares of the Company’s common stock at a discounted price through payroll deductions of up to 15% of their eligible compensation up to the statutory maximum. The purchase price is equal to 85% of the fair market value of a share of common stock on the first day of an offering period or the purchase date, whichever is lower.
The aggregate number of shares reserved for issuance under the ESPP is 4,500,000, and will automatically increase on February 1 of each of the first ten fiscal years during the term. Such annual increase will be equal to the lesser of (i) 1% of the outstanding shares of common stock issued and outstanding on the last day of the immediately preceding fiscal calendar year and (ii) such number of shares determined by the board of directors. No more than 45,000,000 shares may be issued under the ESPP.
During fiscal year ended January 31, 2026, employees began participating in the ESPP through payroll deductions, however, no shares were purchased or issued under the ESPP as of January 31, 2026. Payroll deductions related to the ESPP are recorded as accrued compensation and other current liabilities until the applicable purchase date. Compensation expense associated with the ESPP is recognized over the offering period based on the grant-date fair value.
Allocation of Stock-Based Compensation
Stock-based compensation expense recognized in the consolidated statements of operations for the fiscal year ended January 31, 2026, 2025, and 2024 was as follows (in thousands):
Fiscal Year Ended January 31,
202620252024
Product development$127,414 $7,325 $8,692 
General and administrative110,677 2,041 2,647 
Marketing8,472 536 582 
Operations and support13,261 1,099 1,334 
Total stock-based compensation expense259,824 11,001 13,255 
Capitalized stock-based compensation expense— (1,637)(1,409)
Total stock-based compensation expense, net of amounts capitalized$259,824 $9,364 $11,846