Skip to main content

A10 Networks, Inc.

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 4, 2025

ATEN$27.06+9.3%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Notes to Condensed Consolidated Financial Statements

A10 Networks, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

  1. Description of Business and Summary of Significant Accounting Policies

Description of Business

A10 Networks, Inc. (together with our subsidiaries, the “Company”, “A10”, “we”, “our” or “us”) was incorporated in California in 2004 and reincorporated in Delaware in March 2014. We are headquartered in San Jose, California and have wholly-owned subsidiaries throughout the world including Asia and Europe.

We are a global provider of secure application and network solutions that protect, optimize, and scale business-critical systems across on-premises, hybrid cloud, and edge environments. Our network infrastructure and security products are designed to enable large enterprises, service providers, and cloud platforms worldwide to deliver performance, reliability, and protection against cyber threats, while preparing their networks for the demands of AI and next-generation applications.

We sell our solutions globally to service providers and enterprises who are looking to modernize and secure their digital infrastructure. Our service provider customers rely on scalable, efficient, and secure networks to deliver connectivity, cloud and other services that may generate revenue to their customers. Our enterprise customers require secure application delivery, AI-ready infrastructure, and are increasingly concerned about the landscape of cybersecurity threats across their complex networks. Our end-customers operate in a variety of industries, including telecommunications, technology, industrial, retail, financial, gaming, education and government. Since inception, our customer base has grown significantly.

A10’s portfolio brings together secure application delivery, DDoS and API protection, and unified management into a cohesive platform that integrates with existing network architectures and leading public cloud environments. We deliver these capabilities through flexible deployment models, including software, cloud-native, and hardware form factors that are tailored to the scale and requirements of our customers. We generate revenue primarily from the sale of our secure networking and cybersecurity solutions and related support services. These offerings are delivered through a combination of direct and channel-based sales, with most customers purchasing maintenance and support alongside their initial deployment and renewing that support as contracts expire.

We operate worldwide across the Americas, EMEA, and Asia Pacific, supported by a hybrid go-to-market model that combines a direct, high-touch sales organization with a broad ecosystem of distributors, resellers, and system integrators. We believe this sales approach allows us to obtain the benefits of channel distribution, such as expanding our market coverage, while still maintaining face-to-face relationships with our end-customers. We outsource the manufacturing of our hardware products to original design manufacturers. We perform quality assurance and testing at our San Jose, Taiwan and Japan distribution centers, as well as at our manufacturers’ locations.

We continue to invest in innovation that strengthens our leadership in secure infrastructure, expands our cybersecurity capabilities, and positions A10 at the intersection of network performance, protection, and AI-driven workloads. Our strategy is grounded in disciplined capital allocation and a commitment to deliver durable revenue growth, expanding recurring revenue, and strong cash flow generation.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements include those of A10 Networks, Inc. and its subsidiaries after elimination of all intercompany accounts and transactions.

We have prepared the accompanying unaudited condensed consolidated financial statements pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). As permitted under these rules and regulations, we have condensed or omitted certain financial information and footnote disclosures we normally include in our annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The unaudited condensed consolidated balance sheet as of December 31, 2024 has been derived from our audited financial statements, which are included in our 2024 Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC on February 25, 2025 (the “2024 Annual Report”).

These financial statements have been prepared on the same basis as our annual financial statements and, in management’s opinion, reflect all adjustments consisting only of normal recurring adjustments that are necessary for a fair presentation of our financial information. Our interim period operating results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year.

These financial statements and accompanying notes should be read in conjunction with the financial statements and accompanying notes thereto in the 2024 Annual Report.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Those estimates and assumptions affect revenue recognition and deferred revenue, the allowance for credit losses for potential uncollectible amounts, the sales return reserve, the valuation of inventory, the fair value of marketable securities, contingencies and litigation, accrued liabilities, deferred commissions, ThreatX Protect purchase price allocation and the determination of fair value of stock-based compensation. These estimates are based on information available as of the date of the condensed consolidated financial statements, therefore, actual results could differ from management’s estimates.

Significant Accounting Policies

Business Combinations

We use our best estimates and assumptions to allocate the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. We apply significant judgment in determining the fair value of the intangible assets acquired, which involves the use of significant estimates and assumptions with respect to revenue growth rates, royalty rate and technology migration curve. While we use our best estimates and judgments, our estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, we 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 and tax-related valuation allowances are initially established in connection with a business combination as of the acquisition date. We continue to collect information and reevaluate these estimates and assumptions quarterly and record any adjustments to our preliminary estimates to goodwill provided that we are within the measurement period. Upon the conclusion of the final determination of the fair value of assets acquired or liabilities assumed during the measurement period, any subsequent adjustments are included in our condensed consolidated statements of operations.

The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses are recognized separately from the business combination and are expensed as incurred.

The Company’s other significant accounting policies are disclosed in Part II – Item 8, “Financial Statements and Supplementary Data” of the 2024 Annual Report. Aside from adding the Company’s significant accounting policy regarding business combinations, there have been no material changes to the Company’s significant accounting policies during the nine months ended September 30, 2025.

Concentration of Credit Risk and Significant Customers

Financial instruments that potentially subject us to concentrations of credit risk consist of cash, cash equivalents, marketable securities and accounts receivable. Our cash, cash equivalents and marketable securities are held and invested in high-credit quality financial instruments by recognized financial institutions and are subject to minimum credit risk.

Our accounts receivable are unsecured and represent amounts due to us based on contractual obligations of our customers. We mitigate credit risk in respect to accounts receivable by performing periodic credit evaluations based on a number of factors, including past transaction experience, evaluation of credit history and review of the invoicing terms of the contract. We generally do not require our customers to provide collateral to support accounts receivable.

Significant customers, including distribution channels and direct customers (“end-customers”), are those which represent 10% or more of our total revenue for each period presented or our gross accounts receivable balance as of each respective balance sheet date.

A substantial portion of our revenue is from sales of our products and services through distribution channels, such as resellers and distributors. In the three months ended September 30, 2025 and 2024, sales through a single distribution channel partner represented 38% and 20% of our total revenue, respectively. In the nine months ended September 30, 2025 and 2024, sales through a single distribution channel partner represented 30% and 20% of our total revenue, respectively.

Revenues from our significant end-customers as a percentage of our total revenue are as follows:

Three Months Ended September 30,Nine Months Ended September 30,
Customers2025202420252024
Customer A35%17%27%14%

We report revenue in two customer verticals: service providers, which accounted for 64% and 55% of our total revenue during thethree months ended September 30, 2025 and 2024, respectively, and enterprises, which accounted for 36% and 45% of our total revenue during three months ended September 30, 2025 and 2024, respectively. During thenine months ended September 30, 2025, service providers accounted for 61% and enterprises accounted for 39% of our total revenue. During thenine months ended September 30, 2024, service providers account for 57% and enterprises accounted for 43% of our total revenue.

A substantial portion of our revenue comes from a limited number of large end-customers and service providers. Purchases from our ten largest end-customers accounted for 51% and 44% of our total revenue forthree months ended September 30, 2025 and 2024, respectively, and accounted for 45% and 37% of our total revenue for thenine months ended September 30, 2025 and 2024, respectively.

As of September 30, 2025, a single distribution channel accounted for 59% of our total gross accounts receivable. As of December 31, 2024, a single distribution channel accounted for 34% of our total gross accounts receivable.

Recent Accounting Standards Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring public entities to disclose additional information about specific expense categories in the notes to the consolidated financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

There have been no other recent accounting pronouncements, changes in accounting pronouncements or recently adopted accounting guidance during thethree months ended September 30, 2025 that are of significance or potential significance to us.

  1. Leases

The Company leases various operating spaces in the United States, Asia and Europe under non-cancellable operating lease arrangements that expire on various dates through April 2028. These arrangements require us to pay certain operating expenses, such as taxes, repairs and insurance, and contain renewal and escalation clauses.

The table below presents the Company’s right-of-use assets and lease liabilities as of September 30, 2025 (in thousands):

As of September 30, 2025 · As of December 31, 2024
Operating leases
Right-of-use assets:
Other non-current assets$10,131$11,539
Total right-of-use assets$10,131$11,539
Lease liabilities:
Accrued liabilities$5,525$4,744
Other non-current liabilities4,8577,194
Total operating lease liabilities$10,382$11,938

The aggregate future lease payments for non-cancelable operating leases as of September 30, 2025 were as follows (in thousands):

Remainder of 2025$1,424
20265,735
20273,267
2028231
Total lease payments10,657
Less: imputed interest(275)
Present value of lease liabilities$10,382

The components of lease costs were as follows (in thousands):

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Operating lease costs$1,109$1,086$3,246$3,246
Short-term lease costs131150474397
Total lease costs$1,240$1,236$3,720$3,643

Average lease terms and discount rates for the Company’s operating leases were as follows:

Three Months Ended September 30,
20252024
Weighted-average remaining term (years)1.892.68
Weighted-average discount rate3.5%3.19%

Supplemental cash flow information for the Company’s operating leases were as follows (in thousands):

Nine Months Ended September 30,
2025 · 2024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$4,070$4,097
  1. Marketable Securities and Fair Value Measurements

Marketable Securities

Marketable securities, classified as available-for-sale, consisted of the following (in thousands):

As of September 30, 2025As of December 31, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueAmortized CostGross Unrealized GainsGross Unrealized LossesFair Value
Corporate securities$169,209$341$(6)$169,544$52,311$102$(12)$52,401
U.S. Treasury and agency securities86,420216(18)86,61847,865163—48,028
Debt securities$283,681$647$(24)$284,304$100,176$265$(12)$100,429

During the three and nine months ended September 30, 2025 and 2024, we did not reclassify any amount to earnings from accumulated other comprehensive income related to unrealized gains or losses.

The following table summarizes the cost and estimated fair value of our marketable securities based on stated effective maturities as of September 30, 2025 (excluding publicly held equity securities, in thousands):

As of September 30, 2025Amortized CostFair Value
Less than 1 year$126,069$126,302
Mature in 1 - 3 years157,612158,002
Debt securities$283,681$284,304

All available-for-sale securities have been classified as current because they are available for use in current operations.

Marketable securities in an unrealized loss position as of September 30, 2025 consisted of the following (in thousands):

Less Than 12 Months12 Months or MoreTotal
As of September 30, 2025Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
Corporate securities$12,982$(6)$—$—$12,982$(6)
U.S. Treasury and agency securities6,316(18)——6,316(18)
Total$19,298$(24)$—$—$19,298$(24)

Marketable securities in an unrealized loss position as of December 31, 2024 consisted of the following (in thousands):

Less Than 12 Months12 Months or MoreTotal
As of December 31, 2024Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
Corporate securities$12,516$(12)$—$—$12,516$(12)
Total$12,516$(12)$—$—$12,516$(12)

Based on evaluation of securities that have been in a continuous loss position, we did not recognize any other-than-temporary impairment charges during thethree and nine months ended September 30, 2025 and 2024.

Fair Value Measurements

The following is a summary of our cash, cash equivalents and marketable securities measured at fair value on a recurring basis (in thousands):

As of September 30, 2025As of December 31, 2024
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
Cash$58,730$—$—$58,730$89,195$—$—$89,195
Cash equivalents27,825——27,8255,934——5,934
Corporate securities—169,544—169,544—52,401—52,401
U.S. Treasury and agency securities70,41016,208—86,61838,02510,003—48,028
Asset-backed securities—28,142—28,142————
$156,965$213,894$—$370,859$133,154$62,404$—$195,558

There were no transfers between Level 1 and Level 2 fair value measurement categories during thethree and nine months ended September 30, 2025 and 2024.

The Company measures the fair value of the 2030 Notes (as defined below) using inputs of quoted prices for disclosure purposes on a recurring basis. The fair value of the 2030 Notes was $237.2 million as of September 30, 2025. The 2030 Notes are categorized as Level 2 since their fair values is based on Level 2 inputs of quoted prices.

  1. Derivatives

Foreign Exchange Forward Contracts

The Company uses derivative financial instruments to manage exposures to foreign currency that may or may not be designated as hedging instruments. The Company’s objective for holding derivatives is to use the most effective methods to minimize the impact of these exposures. The Company does not enter into derivatives for speculative or trading purposes. The Company enters into foreign exchange forward contracts primarily to mitigate the effect of gains and losses generated by foreign currency transactions related to certain operating expenses and remeasurement of certain assets and liabilities denominated in foreign currencies.

For foreign exchange forward contracts not designated as hedging instruments, the fair value of the derivatives in a net gain or net loss position are recorded in prepaid expenses and other current assets in the accompanying condensed consolidated balance sheets. Changes in the fair value of derivatives are recorded in other income, net in the accompanying condensed consolidated statements of operations. As of September 30, 2025 and December 31, 2024, foreign exchange forward currency contracts not designated as hedging instruments had total notional amounts of $2.7 million and $7.6 million, respectively. These contracts have maturities of approximately 30 days. For the three months ended September 30, 2025 and 2024, the Company recorded an unrealized net losses of $14 thousand and $32 thousand, respectively, in its condensed consolidated statements of operations related to these contracts. For the nine months ended September 30, 2025 and 2024, the Company recorded unrealized net losses of $36 thousand and $0.3 million, respectively, in its condensed consolidated statements of operations related to these contracts. For the three months ended September 30, 2025 and 2024, the Company recorded a realized net gain of $71 thousand and a realized net loss of $1.1 million, respectively, and for the nine months ended September 30, 2025 and 2024, the Company recorded a realized net loss of $0.4 million and a realized net gain of $3.9 million, respectively, in its condensed consolidated statements of operations related to these contracts.

For foreign exchange forward contracts designated as hedging instruments, unrealized gains and losses arising from these contracts are recorded as a component of accumulated other comprehensive income (loss) on the consolidated balance sheets. These hedging contracts have 30 day maturities. The hedging gains and losses in accumulated other comprehensive income (loss) in the consolidated balance sheet are subsequently reclassified to expenses, as applicable, in the consolidated statements of operations in the same period in which the underlying transactions affect the Company’s earnings. As of September 30, 2025, foreign exchange forward currency contracts designated as hedging instruments had notional amounts of $9.4 million. As of December 31, 2024, there wereno outstanding foreign exchange forward contracts designated as hedging instruments.

  1. Acquisition

ThreatX Protect Business

In February 2025, we completed an acquisition of the ThreatX Protect business of ThreatX, Inc. for $19.1 million in cash. This acquisition has been accounted for as a business combination. The preliminary purchase price allocation is as follows: $7.6 million to identified intangible assets, $2.5 million to deferred revenue assumed and $0.2 million to net assets acquired, with the excess $13.8 million of the preliminary purchase price over the fair value of net assets acquired recorded as goodwill, allocated to our single operating segment. Goodwill is primarily attributable to assembled workforce, future synergies, and other intangible assets that do not qualify for separate recognition. Goodwill is not deductible for tax purposes.

The results of operations of the acquired business, which are not material, have been included in our condensed consolidated financial statements from the date of the acquisition. Pro forma results of operations have not been presented because the effect of the acquisition was not material to the condensed consolidated statements of operations.

The Company incurred approximately $0.3 million of acquisition-related costs, including legal, accounting, and advisory fees. These costs were expensed as incurred and included in general and administrative expenses in the condensed consolidated statements of operations. The cash outflows for these costs are classified as operating activities in the condensed consolidated statements of cash flows.

Acquired Intangible Assets

The following table sets forth the components of acquired intangible assets and their estimated useful lives as of the date of acquisition (in thousands, except years):

Fair ValueUseful Life (Years)
Developed technology$5,7005
Customer relationships1,5005
Trademark / trade name4004
Total$7,600

Intangible assets subject to amortization as of September 30, 2025 are as follows (in thousands, except years):

GrossAccumulated AmortizationNetWeighted-Average Remaining Useful Life
(in years)
Developed technology$5,700$(712)$4,9884.4
Customer relationships1,500(187)1,3134.4
Trademark / trade name400(62)3373.4
$7,600$(961)$6,638

Amortization expense from acquired intangible assets was $0.4 million and $1.0 million for the three and nine months ended September 30, 2025, respectively.

The expected future amortization expense for acquired intangible assets as of September 30, 2025 is as follows (in thousands):

Remainder of 2025$380
20261,519
20271,519
20281,519
20291,437
2030264
Total amortization expense$6,638

Goodwill

The Company recorded goodwill in the amount of $13.8 million. There were no events or changes in circumstances that triggered an impairment review during the three and nine months ended September 30, 2025.

  1. Condensed Consolidated Financial Statement Components

Accounts Receivable Allowance for Credit Losses

The following table presents the change in the Company’s accounts receivable allowance for credit losses (in thousands):

As of September 30, 2025As of December 31, 2024
Allowance for credit losses, beginning balance$465$405
Increase (decrease) in allowance(284)1,067
Recoveries (write-offs)142(1,007)
Allowance for credit losses, ending balance$323$465

Inventory

Inventory consisted of the following (in thousands):

As of September 30, 2025As of December 31, 2024
Raw materials$10,774$12,883
Finished goods8,1899,122
Total inventory$18,963$22,005

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):

As of September 30, 2025As of December 31, 2024
Prepaid expenses$6,395$4,245
Deferred contract acquisition costs6,9436,201
Other3,9412,592
Total prepaid expenses and other current assets$17,279$13,038

Property and Equipment, Net

Property and equipment, net, consisted of the following (in thousands):

Useful LifeAs of September 30, 2025As of December 31, 2024
(in years)
Equipment1 - 5$43,473$36,615
Software1 - 36,3495,705
Furniture and fixtures1 - 7531531
Leasehold improvementsLease term3,4393,439
Construction in process27,89322,651
Property and equipment, gross81,68568,941
Less: accumulated depreciation(34,656)(29,799)
Property and equipment, net$47,029$39,142

Construction in process primarily consists of deferred software development costs related to several software-as-a-service projects that will take longer than one year to complete.

Depreciation expense on property and equipment was $2.6 million and $1.6 million for the three months ended September 30, 2025 and 2024, respectively, and was $7.1 million and $4.6 million for the nine months ended September 30, 2025 and 2024, respectively.

Internally Developed Software to be Marketed and Sold

During the three and nine months ended September 30, 2025 and 2024, no costs were capitalized associated with internally developed software to be marketed and sold. During the three months ended September 30, 2025 and 2024, amortization cost totaled $0.1 million in each period, respectfully, and during the nine months ended September 30, 2025 and 2024, amortization cost totaled $0.3 million in each period, respectively. As of September 30, 2025, the unamortized capitalized internally developed software balance was $1.3 million and is included in other non-current assets.

Accrued Liabilities

Accrued liabilities consisted of the following (in thousands):

As of September 30, 2025As of December 31, 2024
Accrued compensation and benefits$18,457$19,058
Accrued tax liabilities1,7992,687
Lease liability5,5254,744
Accrued interest payable3,340—
Other6,3726,207
Total accrued liabilities$35,493$32,696

Deferred Revenue

Deferred revenue consisted of the following (in thousands):

As of September 30, 2025As of December 31, 2024
Deferred revenue:
Products$4,192$4,405
Services139,295143,854
Total deferred revenue143,487148,259
Less: current portion(82,017)(78,335)
Non-current portion$61,470$69,924
  1. Long-Term Debt

2030 Convertible Senior Notes

In March 2025, the Company issued $225.0 million aggregate principal amount of 2.75% Convertible Senior Notes due 2030 (the “2030 Notes”). The Company received net proceeds from the offering of approximately $217.7 million. The 2030 Notes will mature on April 1, 2030, unless earlier converted, redeemed or repurchased.

The 2030 Notes bear interest at the stated rate of 2.75% per annum, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on October 1, 2025. The 2030 Notes are convertible into solely cash, or a combination of cash and shares of common stock, at the Company’s election, at an initial conversion rate of 42.6257 shares of common stock per $1,000 principal amount of 2030 Notes, which is equivalent to an initial conversion price of $23.46003 per share of common stock. The conversion rate is subject to customary adjustments for certain events as described in the indenture governing the 2030 Notes (the “2030 Notes Indenture”). Special interest and additional interest will accrue on the 2030 Notes in the circumstances and at the rates described in the 2030 Notes Indenture. The debt issuance costs are amortized to interest expense applying the effective interest method. The 2030 Notes do not contain financial maintenance covenants.

The holders may convert their 2030 Notes at their option only in the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ended on June 30, 2025, if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price for each of at least 20 trading days during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (2) during five consecutive business days immediately after any ten consecutive trading day period (such ten consecutive trading day period, the “measurement period”) in which the trading price per $1,000 principal amount of 2030 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of Company’s common stock on such trading day and the conversion rate on such trading day; (3) upon the occurrence of certain corporate events or distributions on the Company’s common stock, as described in the 2030 Notes Indenture; (4) if the Company calls such 2030 Notes for redemption; and (5) at any time from, and including, December 1, 2029 until the close of business on the 2nd scheduled trading day immediately before the maturity date.

If the Company undergoes a fundamental change (as defined in the 2030 Notes Indenture), subject to certain conditions, holders may require the Company to repurchase for cash all or any portion of their 2030 Notes, at a fundamental change repurchase price equal to 100% of the principal amount of the 2030 Notes to be repurchased, plus any accrued and unpaid special interest and additional interest, if any, up to, but excluding, the fundamental change repurchase date. In addition, following certain corporate events or if the Company issues a notice of redemption, it will, under certain circumstances, increase the conversion rate for holders who elect to convert their 2030 Notes in connection with such corporate event or during the relevant redemption period.

The 2030 Notes are redeemable, in whole or in part (subject to certain limitations), for cash at Company’s option at any time, and from time to time, on or after April 5, 2028 and on or before the 60th scheduled trading day immediately before the maturity date, but only if (i) the 2030 Notes are “freely tradable” (as defined in the 2030 Notes Indenture) and all accrued and unpaid additional interest, if any, has been paid in full; and (ii) the last reported sale price per share of common stock is at least 130% of the conversion price for a specified period of time. The redemption price will be equal to the principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid special and additional interest, if any, to, but excluding, the redemption date.

The 2030 Notes have customary provisions relating to the occurrence of “events of default” (as defined in the 2030 Notes Indenture). The occurrence of such events of default may result in the acceleration of all amounts due under 2030 Notes. The 2030 Notes were not eligible for conversion as of September 30, 2025. No sinking fund is provided for the 2030 Notes.

The 2030 Notes are general unsecured obligations of the Company and rank senior in right of payment to all of Company’s existing and future indebtedness that is expressly subordinated in the right of payment to the 2030 Notes; equal in right of payment with all of the Company’s existing and future senior, unsecured indebtedness; effectively subordinated to any of the Company’s existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness; and structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity if any, of the Company’s current or future subsidiaries. As of September 30, 2025, none of the conditions permitting the holders of the 2030 Notes to convert their notes early had been met. Therefore, the 2030 Notes are classified as long-term debt.

The Company accounted for the issuance of the 2030 Notes as a single liability measured at its amortized cost, as no embedded features require bifurcation and recognition as derivatives.

The carrying value of the 2030 Notes, net of unamortized debt issuance costs of $6.5 million, was $218.5 million as of September 30, 2025. Interest expense related to the amortization of debt issuance costs was $1.9 million and $4.1 million for the three and nine months ended September 30, 2025. The effective interest rate on the 2030 Notes is 3.43%.

  1. Commitments and Contingencies

Lease Commitments

We lease various operating spaces in the United States, Asia and Europe under non-cancelable operating lease arrangements that expire on various dates through April 2028. These arrangements require us to pay certain operating expenses, such as taxes, repairs and insurance, and contain renewal and escalation clauses. We recognize rent expense under these arrangements on a straight-line basis over the term of the lease. See Note 2 –Leasesfor the Company’s aggregate future lease payments for the Company’s non-cancelable operating leases as of September 30, 2025.

Rent expense was $1.2 million and $1.2 million for thethree months ended September 30, 2025 and 2024, respectively, and was $3.7 million and $3.6 million for thenine months ended September 30, 2025 and 2024, respectively.

Purchase Commitments

We have open purchase commitments with third-party contract manufacturers with facilities in Taiwan to supply nearly all of our finished goods inventories, spare parts, and accessories. These purchase orders are expected to be paid within one year of the issuance date. We had open purchase commitments with manufacturers in Taiwan totaling $11.2 million as of September 30, 2025.

Guarantees and Indemnifications

In the normal course of business, we provide indemnifications to customers against claims of intellectual property infringement made by third parties arising from the use of our products. Other guarantees or indemnification arrangements include guarantees of product and service performance, and standby letters of credit for lease facilities and corporate credit cards. We have not recorded a liability related to these indemnification and guarantee provisions and our guarantees and indemnification arrangements have not had any significant impact on our condensed consolidated financial statements to date.

  1. Equity Incentive Plans, Stock-Based Compensation and Stock Repurchase Programs

Equity Incentive Plans

2014 Equity Incentive Plan and 2023 Stock Incentive Plan

The 2014 Equity Incentive Plan (the “2014 Plan”) was in effect until it was replaced by the 2023 Stock Incentive Plan (the “2023 Plan”) on April 1, 2023. No further grants will be made under the 2014 Plan. Both the 2014 Plan and 2023 Plan provide for the granting of stock options, restricted stock awards, restricted stock units (“RSUs”), market performance-based RSUs (“PSUs”), stock appreciation rights, performance units and performance shares to our employees, consultants and members of our Board of Directors (the “Board”). As of September 30, 2025, we had 2,375,793 shares available for future grant under the 2023 Plan.

2014 Employee Stock Purchase Plan

The 2014 Employee Stock Purchase Plan, as amended (the “Amended 2014 Purchase Plan”) provides employees with an opportunity to purchase our common stock through accumulated contributions, up to a maximum of 10% of eligible compensation, with offering periods ofsix months in duration, beginning on or about December 1 and June 1 each year. As of September 30, 2025, the Company had 2,914,643 shares available for future issuance under the Amended 2014 Purchase Plan.

Stock-Based Compensation

A summary of our stock-based compensation expense is as follows (in thousands):

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Stock-based compensation by type of award:
Stock awards$4,491$3,918$14,455$11,428
Employee stock purchase rights288262751856
$4,779$4,180$15,206$12,284
Stock-based compensation by category of expense:
Cost of net revenue$82$484$1,186$1,501
Sales and marketing1,5521,0393,3853,175
Research and development1,5701,0544,1372,940
General and administrative1,5751,6036,4984,668
$4,779$4,180$15,206$12,284

As of September 30, 2025, the Company had $40.8 million of unrecognized stock-based compensation expense related to unvested stock-based awards, including common stock acquired under our Amended 2014 Purchase Plan, which will be recognized over a weighted-average period of 2.4 years.

Stock Options

There were no options outstanding during the three and nine months ended September 30, 2025.

The intrinsic value of options exercised was $0.1 million and $0.5 million during the three and nine months ended September 30, 2024, respectively.

Stock Awards

The Company has granted RSUs to its employees, consultants and members of the Board, and PSUs to certain executives and employees. The Company’s PSUs have market performance-based vesting conditions as well as service-based vesting conditions. As of September 30, 2025, there were 2,614,468 RSUs and 666,800 PSUs outstanding.

The following table summarizes our stock award activities and related information:

Number of Shares (thousands)Weighted-Average Grant Date Fair Value Per ShareWeighted-Average Remaining Vesting Term(years)Aggregate Fair Value (thousands)
Nonvested as of December 31, 20243,243$13.65
Granted1,37418.69
Released(1,140)13.49
Canceled(196)14.77
Nonvested as of September 30, 20253,281$15.751.65$59,555

The aggregate fair value of stock awards released was $4.7 million and $1.3 million for thethree months ended September 30, 2025 and 2024, respectively, and was $15.4 million and $4.2 million for thenine months ended September 30, 2025 and 2024, respectively.

Stock Repurchase Programs

On November 1, 2022, the Company announced that the Board authorized a stock repurchase program of up to $50 million of its common stock over a period of twelve months. On November 7, 2023, the Company announced that the Board authorized a stock repurchase program of up to $50 million of its common stock over a period of twelve months. These repurchase programs were active for twelve months and are expired.

On November 7, 2024, the Company announced that the Board authorized a stock repurchase program of up to $50 million of its common stock (the “2024 Program”). The 2024 Program did not have a specified term or termination date. The Board terminated the 2024 Program on May 1, 2025.

On May 1, 2025, the Company announced that the Board authorized a new stock repurchase program of up to $75 million of its common stock (the “2025 Program”). The 2025 Program does not have a specified term or termination date. During thethree months ended September 30, 2025, we repurchased 633,985 shares for a total of $11.0 million or $17.41 per share under the 2025 Program. As of September 30, 2025, the Company had $60.1 million available to repurchase shares under the 2025 Program.

Under the Company’s stock repurchase programs, repurchased shares are held in treasury at cost. The Company’s stock repurchase programs do not obligate it to acquire any specific number of shares. Shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities and Exchange Act of 1934 (the “Exchange Act”).

  1. Net Income Per Share

Basic net income per share is computed using the weighted average number of common shares outstanding for the period. Diluted net income per share applying the treasury stock method is computed using the weighted average number of common shares outstanding for the period plus potential dilutive common shares, including stock options, RSUs, PSUs, employee stock purchase rights and the 2030 Notes, unless the potential common shares are anti-dilutive.

Basic and diluted net income per share are calculated as follows (in thousands, except per share amounts):

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Basic and diluted net income per share
Numerator:
Net income$12,191$12,637$32,272$31,839
Denominator:
Weighted-average shares outstanding - basic71,89173,82372,47874,200
Effect of dilutive potential common shares from stock options, stock awards and employee stock purchase plan1,1559571,3271,036
Weighted-average shares outstanding - diluted73,04674,78073,80575,236
Net income per share:
Basic$0.17$0.17$0.45$0.43
Diluted$0.17$0.17$0.44$0.42

The following table presents common shares related to potentially dilutive shares excluded from the calculation of diluted net income per share as their effect would have been anti-dilutive (in thousands):

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Stock options, stock awards and employee stock purchase rights58017140586
2030 Notes9,591—9,591—
Total10,1711719,99686
  1. Income Taxes

We recorded a provision for income taxes of $1.8 million and $1.8 million for thethree months ended September 30, 2025 and 2024, respectively, and $4.1 million and $4.8 million for thenine months ended September 30, 2025 and 2024, respectively The Company’s income tax provision for thethree and nine months ended September 30, 2025 and 2024 primarily consisted of U.S. federal and state taxes.

We had $8.5 million of unrecognized tax benefits as of September 30, 2025. We do not anticipate a material change to our unrecognized tax benefits over the next twelve months. Unrecognized tax benefits may change during the next twelve months for items that arise in the ordinary course of business.

Accrued interest and penalties related to unrecognized tax benefits are recognized as part of our provision for income taxes in our condensed consolidated statements of operations.

We are subject to taxation in the United States, various states, and several foreign jurisdictions. Because we have net operating loss and credit carryforwards, there are open statutes of limitations in which federal, state and foreign taxing authorities may examine our tax returns for all years from 2005 through the current period. We are not currently under examination by any taxing authorities.

On July 4, 2025, the One Big Beautiful Bill Act ("OBBBA") was enacted in the U.S. The OBBBA introduces significant provisions, including the permanent extension of certain expiring provisions under the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation contains multiple effective dates, with some provisions effective in 2025 and others implemented through 2027. The Company has considered the impact of OBBBA on the Company's annual effective tax rate, mainly the reduction in the R&D credit from the Section 280(c) election. The tax effects of the enacted legislation are reflected in the period of enactment ended September 30, 2025 and there was no material impact on our effective tax rate as of August 30, 2025. The Company will continue to monitor and assess the impact of OBBBA on our consolidated financial statements.

  1. Segment and Geographic Information

ASC 280 Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker ("CODM") to assess performance and to decide how to allocate resources. The Company manages its business on the basis of one reportable segment and one operating segment and derives revenues from two sources: products revenue and services revenue.

The Company’s CODM is our Chief Executive Officer, Dhrupad Trivedi. Our CODM assesses the performance of the Company and decides how to allocate resources based upon consolidated net income, which is also reported within the condensed consolidated statements of operations. The CODM uses consolidated net income to monitor period-over-period results, to assess financial performance and decide where to allocate additional resources within the business. The CODM does not regularly review significant classifications of expenses outside those shown on the condensed consolidated statements of operations.

We report customer revenues in three broad geographic regions: the Americas, APJ and EMEA regions. The Americas region comprises the United States and other countries in the Americas (excluding the United States). The APJ region comprises Japan and all other countries in APAC (excluding Japan). The EMEA region comprises Europe, Middle East and Africa. We believe this geographic view aligns with how we manage the business and maps our product portfolio to customer verticals.

The following table depicts the disaggregation of revenue by geographic region based on the ship to location of our customers (in thousands):

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Americas$48,817$34,253$123,505$92,564
United States45,45930,323113,89480,176
Americas-other3,3583,9309,61112,388
APJ16,69422,98953,25267,319
EMEA9,1719,47933,44527,609
Total net revenue$74,682$66,721$210,202$187,492

The following table is a summary of our long-lived assets which include property and equipment, net and operating lease right-of-use assets based on the physical location of the assets (in thousands):

As of September 30, 2025As of December 31, 2024
Americas$52,800$48,468
Japan1,943363
Other2,4161,850
Total$57,159$50,681
  1. Revenue

We report two customer verticals: service providers and enterprises. Revenue generated from service providers and enterprises was as follows (in thousands):

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Service providers$47,795$36,726$128,399$107,764
Enterprises26,88729,99581,80379,728
Total$74,682$66,721$210,202$187,492

Contract Balances

The following table reflects contract balances with customers (in thousands):

As of September 30, 2025As of December 31, 2024
Accounts receivable, net$61,578$76,687
Deferred revenue, current82,01778,335
Deferred revenue, non-current61,47069,924

We receive payments from customers based upon billing cycles. Invoice payment terms usually range from 30 to 90 days.

Accounts receivable are recorded when the right to consideration becomes unconditional.

Contract assets include amounts related to our contractual right to consideration for performance obligations not yet billed and are included in prepaid and other current assets in the condensed consolidated balance sheets. The amounts were immaterial as of September 30, 2025 and December 31, 2024.

Deferred revenue primarily consists of amounts that have been invoiced but not yet been recognized as revenue and consists of performance obligations pertaining to support and subscription services. We recognized revenue of $26.3 million and $28.2 million during thethree months ended September 30, 2025 and 2024, respectively, and we recognized revenue of $63.6 million and $67.2 million during thenine months ended September 30, 2025 and 2024, respectively, related to deferred revenues at the beginning of the respective periods.

Deferred Contract Acquisition Costs

We capitalize certain contract acquisition costs consisting of incremental sales commissions incurred to obtain customer contracts. Deferred commissions related to product revenues are recognized upon transfer of control to customers. Deferred commissions related to services revenue are recognized as the related performance obligations are met. Deferred commissions that will be recognized during the succeeding 12-month period are recorded as prepaid expenses and other current assets, and the remaining portion is recorded as other non-current assets. Amortization of deferred commissions is included in sales and marketing expense.

As of September 30, 2025, the current and non-current portions of deferred contract acquisition costs were $6.9 million and $4.6 million, respectively. As of December 31, 2024, the current and non-current portions of deferred contract acquisition costs were $6.2 million and $4.4 million, respectively. Related amortization expense was $1.7 million and $2.0 million for thethree months ended September 30, 2025 and 2024, respectively, and was $4.3 million and $4.9 million for thenine months ended September 30, 2025 and 2024, respectively.

We hadno impairment loss in relation to the costs capitalized andno asset impairment charges related to contract assets during thethree and nine months ended September 30, 2025 and 2024.

Remaining Performance Obligations

Remaining performance obligations represent contracted revenues that are non-cancellable and have not yet been recognized due to unsatisfied or partially satisfied performance obligations, which include deferred revenues and amounts that will be invoiced and recognized as revenues in future periods.

We expect to recognize revenue on the remaining performance obligations as follows (in thousands):

Within 1 year$82,017
Next 2 to 3 years48,826
Thereafter12,644
Total$143,487
  1. Subsequent Event

On November 4, 2025, the Company announced that the Board approved a quarterly cash dividend. The dividend, in the amount of $0.06 per share outstanding, will be paid on December 1, 2025 to stockholders of record on November 17, 2025. Future dividends will be subject to further review and approval by the Board in accordance with applicable law. The Board reserves the right to adjust or withdraw the quarterly dividend in future periods as it reviews the Company’s capital allocation strategy from time-to-time.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.