Form 8-K

8-K — ChargePoint Holdings, Inc.

Accession: 0001777393-26-000061

Filed: 2026-09-02

Period: 2026-09-02

CIK: 0001777393

SIC: 3690 (MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — chpt-20260902.htm (Primary)

EX-99.1 (chpt8-kerfy2027q2exx991.htm)

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8-K

8-K (Primary)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date Earliest Event Reported): September 2, 2026

ChargePoint Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware 001-39004 84-1747686

(State or Other Jurisdiction

of Incorporation) (Commission

File Number) (IRS Employer

Identification No.)

254 East Hacienda Avenue

Campbell, CA

95008

(Address of Principal Executive Offices) (Zip Code)

(408) 841-4500

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e- 4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading

Symbol(s) Name of each exchange

on which registered

Common Stock, par value $0.0001 CHPT New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On September 2, 2026, ChargePoint Holdings, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal second quarter ended July 31, 2026. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information contained in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description of Exhibit

99.1

Press release dated September 2, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CHARGEPOINT HOLDINGS, INC.

By:

/s/ Mansi Khetani

Name: Mansi Khetani

Title: Chief Financial Officer

Date: September 2, 2026

EX-99.1

Filename: chpt8-kerfy2027q2exx991.htm · Sequence: 2

Document

Exhibit 99.1

ChargePoint Reports Second Quarter Fiscal Year 2027 Financial Results

•Revenue grew 18% year-over-year to $116 million, above the guidance range

•Subscription revenue grew 10% year-over-year to $44 million

•GAAP gross margin was 36% and non-GAAP gross margin was 38%

•Non-GAAP adjusted EBITDA loss was $4.8 million, an improvement from a loss of $22.1 million year-over-year

Campbell, Calif. – September 2, 2026 – ChargePoint Holdings, Inc. (NYSE:CHPT) (“ChargePoint” or the "Company"), a global leader in intelligent electrification and e-mobility, today reported its financial results for the second quarter of fiscal year 2027, which ended July 31, 2026.

“The second quarter was an exceptional quarter for ChargePoint as we exceeded the high end of our guidance, delivered record non-GAAP gross margin, and managed our cash with extreme rigor through continued operational discipline,” said Rick Wilmer, President and Chief Executive Officer of ChargePoint. “In the quarter, we began early access shipments of Express Solo, continued expansion of our partnership with Eaton, and fortified our leadership team in Europe with the appointment of John Saffrett as Executive Vice President and Managing Director to lead our growth strategy and market expansion across the continent. As we enter the second half of the year, we remain focused on driving profitable growth through innovation, operational excellence, and disciplined execution against our strategic plan.”

Second Quarter Fiscal 2027 Financial Overview

•Revenue. Second quarter revenue was $116.1 million, up 18% from $98.6 million in the prior year’s same quarter. Networked charging systems revenue for the second quarter was $62.9 million, up 25% from $50.4 million in the prior year’s same quarter. Subscription revenue was $43.7 million, up 10% from $39.9 million in the prior year’s same quarter.

•Gross Margin. Second quarter GAAP gross margin was 36% as compared to 31% in the prior year's same quarter, and non-GAAP gross margin was 38% as compared to 33% in the prior year's same quarter. The current period GAAP and non-GAAP gross margins include a 4 percentage points benefit due to tariffs refunds.

•Operating Expenses. Second quarter GAAP operating expenses were $76.4 million, down 15% from $89.7 million in the prior year's same quarter. Non-GAAP operating expenses were $52.3 million, down 11% from $58.6 million in the prior year's same quarter.

•Net Income/Loss. Second quarter GAAP net loss was $35.6 million, down 46% from $66.2 million in the prior year's same quarter. Additionally, non-GAAP net loss was $9.2 million, down 72% from $33.0 million in the prior year's same quarter and non-GAAP adjusted EBITDA loss was $4.8 million, down 78% from $22.1 million in the prior year's same quarter.

•Liquidity. As of July 31, 2026, cash, cash equivalents and restricted cash on the balance sheet was $95.7 million.

•Shares Outstanding. As of July 31, 2026, ChargePoint had approximately 27 million shares of common stock outstanding.

Business Highlights

•ChargePoint appointed automotive industry veteran John Saffrett as Executive Vice President and Managing Director for Europe, overseeing sales, customer relationships, partnerships, and market expansion across the continent.

•ChargePoint extended its long-standing partnership with Mercedes-Benz with a new agreement that provides Mercedes-Benz business customers with comprehensive charging solutions for fleet operators in the UK and Germany.

•ChargePoint announced agreements with Optimus Energy Solutions, a leading U.S.-based charge point operator, and Onvo, a Pennsylvania-based travel plaza brand, that will collectively add hundreds of new charging ports in the eastern U.S.

•ChargePoint and Portland International Airport announced a new overhead fast charging deployment featuring retractable cable management that eliminates the traditional trade-offs between space, cost, and equipment durability, delivering a blueprint for airports worldwide.

Third Quarter of Fiscal 2027 Guidance

For the third fiscal quarter ending October 31, 2026, ChargePoint expects revenue of $105 million to $115 million.

Conference Call Information

ChargePoint will host a conference call to review the Company’s financial results at 1:30 p.m. Pacific (4:30 p.m. Eastern time) today.

A live webcast of the conference call will be available at https://events.q4inc.com/attendee/486534852. Participants can also access the conference call by dialing +1 (833) 461 5787 (North America) or +1 585 542 9983 (International) and entering Conference ID 486 534 852. A recording will be available after the conclusion of the webcast and archived for one year on ChargePoint’s investor relations website. A copy of the press release with the financial results will be also available on ChargePoint’s investor relations website prior to the commencement of the webcast.

About ChargePoint Holdings, Inc.

ChargePoint has established itself as a global leader in intelligent electrification and e-mobility since its inception in 2007, long before EVs became widely available. The company provides comprehensive solutions tailored to the entire EV ecosystem, from the grid to the dashboard of the vehicle. The company serves EV drivers, charging station owners, vehicle manufacturers, and similar types of stakeholders. With a commitment to accessibility and reliability, ChargePoint’s extensive portfolio of software, hardware, and services ensures a seamless charging experience for drivers across North America and Europe. ChargePoint empowers every driver in need of charging access, connecting them to almost 1.5 million public and private charging ports worldwide. ChargePoint has facilitated the powering of more than 25 billion electric miles, underscoring its dedication to reducing greenhouse gas emissions and electrifying the future of transportation. For further information, please visit the ChargePoint pressroom or the ChargePoint Investor Relations site. For media inquiries, contact the ChargePoint press office.

Forward-Looking Statements

This press release contains forward-looking statements that involve risks, uncertainties, and assumptions including statements regarding our projected revenue for the third quarter of fiscal year 2027. There are a significant number of factors that could cause actual results to differ materially from the statements made in this press release, including: macroeconomic trends, such as changes in or sustained inflation, interest rate volatility, increased tariffs or other events beyond our control on the overall economy which may reduce demand for our products and services; geopolitical events and conflicts; adverse impacts to our business and those of our customers and suppliers, including due to supply chain disruptions, component shortages, and associated logistics expense increases; our ability as an organization to successfully acquire, integrate or partner with other companies, products or technologies in a successful manner such as our partnership efforts with Eaton Corporation; our dependence on widespread acceptance and adoption of EVs, including any delays or modifications to auto manufacturers' plans and strategies to transition to predominately manufacture EVs and any corresponding decreased demand for installation of charging stations; our current dependence on sales of charging stations for the majority of our revenues; overall demand for EV charging and the potential for reduced demand for EVs if governmental policies, rebates, tax credits and other financial incentives are reduced, modified or eliminated or governmental mandates to increase the use of EVs or decrease the use of vehicles powered by fossil fuels, either directly or indirectly through mandated limits on carbon emissions, are reduced, modified or eliminated; our ability, and our reliance on our customers, to successfully implement, construct and manage state, federal and local charging infrastructure programs in accordance with the respective terms of such program in order to validly secure and obtain awarded funding and win additional grant opportunities; our reliance on contract manufacturers, including those located outside the United States, may result in supply chain interruptions, delays and expense increases which may adversely affect our sales, revenue and gross margins; our ability to expand our operations and market share in Europe; the need to attract additional fleet operators as customers, especially autonomous EV fleets; potential adverse effects on our revenue and gross margins due to delays and costs associated with new product introductions, such as our new AC and Express DC fast charging product architectures, inventory obsolescence, component shortages and related expense increases; the ability or success of our new AC and Express DC fast charging product architectures to result in an increased demand for charging products by commercial, residential and fleet charging customers; adverse impact to our revenues and gross margins if customers increasingly claim clean energy credits and, as a result, they are no longer available to be claimed by us; the effects of competition; risks related to our dependence on our intellectual property; and the risk that our technology could have undetected defects or errors. Additional risks and uncertainties that could affect our financial results are included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-Q filed with the Securities and Exchange Commission (the “SEC”) on June 8, 2026, which is available on our website at investors.chargepoint.com and on the SEC’s website at www.sec.gov. Additional information will also be set forth in other filings that we make with the SEC from time to time. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by applicable law.

Use of Non-GAAP Financial Measures

ChargePoint has provided financial information in this press release that has not been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). ChargePoint uses these non-GAAP financial measures internally in analyzing its financial results. ChargePoint believes that the use of these non-GAAP financial measures is useful to investors to evaluate ongoing operating results and trends and believes they provide meaningful supplemental information to investors regarding ChargePoint’s underlying operating performance because they exclude items ChargePoint believes are unrelated to, and may not be indicative of, its core operating results.

The presentation of these non-GAAP financial measures is not meant to be considered in isolation or as a substitute for comparable GAAP financial measures and should be read only in conjunction with ChargePoint’s condensed consolidated financial statements prepared in accordance with GAAP. A reconciliation of ChargePoint’s historical non-GAAP financial measures to their most directly comparable GAAP measures has been provided in the financial statement tables included in this press release, and investors are encouraged to review these reconciliations.

Non-GAAP Gross Profit (Gross Margin). ChargePoint defines non-GAAP gross profit as gross profit excluding stock-based compensation expense, amortization expense of acquired intangible assets and restructuring costs for severances and employment-related termination costs, and facility and other contract termination costs. Non-GAAP gross margin is non-GAAP gross profit as a percentage of revenue.

Non-GAAP Cost of Revenue and Operating Expenses (includes Non-GAAP research and development, Non-GAAP sales and marketing and Non-GAAP general and administrative). ChargePoint defines non-GAAP cost of revenue and operating expenses as cost of revenue and operating expenses excluding stock-based compensation expense, amortization expense of acquired intangible assets, restructuring costs for severances and employment-related termination costs, and facility and other contract termination costs, and non-cash charges related to tax liabilities, litigation settlements and other non-recurring transaction costs, including associated non-recurring legal expenses and professional service fees.

Non-GAAP Net Loss. ChargePoint defines non-GAAP net loss as net loss excluding stock-based compensation expense, amortization expense of acquired intangible assets, restructuring costs for severances and employment-related termination costs, and facility and other contract termination costs, and non-cash charges related to tax liabilities, litigation settlements and other non-recurring transaction costs, including associated non-recurring legal expenses and professional service fees. These amounts reflect the impact of any related tax effects. Non-GAAP pre-tax net loss is non-GAAP net loss adjusted for provision for income taxes.

Non-GAAP Adjusted EBITDA Loss. ChargePoint defines non-GAAP adjusted EBITDA loss as net loss excluding stock-based compensation expense, amortization expense of acquired intangible assets, restructuring costs for severances and employment-related termination costs, and facility and other contract termination costs, non-cash charges related to tax liabilities, litigation settlements and other non-recurring transaction costs, including associated non-recurring legal expenses and professional service fees, and further adjusted for provision of income taxes, depreciation, interest income and expense, and other income and (expense), net.

Investors are cautioned that there are a number of limitations associated with the use of non-GAAP financial measures to analyze financial results and trends. In particular, many of the adjustments to ChargePoint’s GAAP financial measures reflect the exclusion of items that are recurring and will be reflected in its financial results for the foreseeable future, such as stock-based compensation, which is an important part of ChargePoint’s employees’ compensation and impacts hiring, retention and performance. Furthermore, these non-GAAP financial measures are not based on any standardized methodology prescribed by GAAP, and the components that ChargePoint excludes in its calculation of non-GAAP financial measures may differ from the components that other companies exclude when they report their non-GAAP results. In the future, ChargePoint may also exclude other expenses it determines do not reflect the performance of ChargePoint’s operating results.

CHPT-IR

Investor Relations

Audrey Dion

Head of Investor Relations

investors@chargepoint.com

Press

AJ Gosselin

Director, Corporate Communications

AJ.Gosselin@chargepoint.com

media@chargepoint.com

ChargePoint Holdings, Inc.

PRELIMINARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts; unaudited)

Three Months Ended Six Months Ended

July 31, July 31,

2026 2025 2026 2025

Revenue

Networked Charging Systems $ 62,917 $ 50,421 $ 116,224 $ 102,480

Subscriptions 43,698 39,896 84,473 77,916

Other 9,460 8,273 17,197 15,834

Total revenue 116,075 98,590 217,894 196,230

Cost of revenue

Networked Charging Systems 49,495 46,492 98,449 95,130

Subscriptions 18,065 15,534 35,985 30,900

Other 6,213 5,836 11,536 11,486

Total cost of revenue 73,773 67,862 145,970 137,516

Gross profit 42,302 30,728 71,924 58,714

Operating expenses

Research and development 32,410 36,479 68,007 69,989

Sales and marketing 23,459 25,033 47,053 51,225

General and administrative 20,492 28,193 38,077 50,317

Total operating expenses 76,361 89,705 153,137 171,531

Loss from operations (34,059) (58,977) (81,213) (112,817)

Interest income 499 1,132 835 2,296

Interest expense (279) (6,849) (553) (13,285)

Other income (expense), net (236) (323) 4,860 2,290

Net loss before income taxes (34,075) (65,017) (76,071) (121,516)

Provision for income taxes 1,549 1,162 2,757 1,784

Net loss $ (35,624) $ (66,179) $ (78,828) $ (123,300)

Net loss per share, basic and diluted $ (1.35) $ (2.85) $ (3.09) $ (5.32)

Weighted average shares outstanding, basic and diluted 26,322,311 23,196,534 25,490,242 23,196,534

Page 5

ChargePoint Holdings, Inc.

PRELIMINARY CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, unaudited)

July 31, 2026 January 31, 2026

Assets

Current assets:

Cash and cash equivalents $ 95,330 $ 141,564

Restricted cash 400 400

Accounts receivable, net 86,695 86,132

Inventories 179,468 214,903

Prepaid expenses and other current assets 24,457 19,028

Total current assets 386,350 462,027

Property and equipment, net 20,142 24,665

Intangible assets, net 52,742 60,534

Operating lease right-of-use assets 8,039 11,450

Goodwill 223,153 227,938

Other assets 5,244 5,631

Total assets $ 695,670 $ 792,245

Liabilities and Stockholders' Equity

Current liabilities:

Accounts payable $ 80,351 $ 90,094

Accrued and other current liabilities 139,810 141,723

Deferred revenue 122,245 119,381

Debt, current 17,476 32,371

Total current liabilities 359,882 383,569

Deferred revenue, noncurrent 126,310 131,200

Debt, noncurrent 219,462 228,480

Operating lease liabilities 8,376 10,677

Deferred tax liabilities 11,671 13,038

Other long-term liabilities 6,061 3,982

Total liabilities 731,762 770,946

Stockholders' equity (deficit):

Common stock 2 2

Additional paid-in capital 2,157,728 2,128,764

Accumulated other comprehensive income (3,359) 4,168

Accumulated deficit (2,190,463) (2,111,635)

Total stockholders' equity (deficit) (36,092) 21,299

Total liabilities and stockholders' equity (deficit) $ 695,670 $ 792,245

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ChargePoint Holdings, Inc.

PRELIMINARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands, unaudited)

Six Months Ended

July 31,

2026 2025

Cash flows from operating activities

Net loss $ (78,828) $ (123,300)

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization 12,440 13,854

Non-cash operating lease cost 1,650 1,784

Stock-based compensation 21,561 36,079

Amortization of deferred contract acquisition costs 1,558 1,687

Paid-in-kind non-cash interest expense 387 9,397

Foreign currency transaction (gain) loss 784 (3,922)

Reserves and other (9,195) 4,281

Changes in operating assets and liabilities:

Accounts receivable, net (1,784) 2,636

Inventories 40,690 3,338

Prepaid expenses and other assets (6,754) 3,374

Accounts payable, operating lease liabilities, and accrued and other liabilities (22,329) 3,295

Deferred revenue (971) 8,377

Net cash used in operating activities (40,791) (39,120)

Cash flows from investing activities

Purchases of property and equipment (2,105) (2,358)

Net cash used in investing activities (2,105) (2,358)

Cash flows from financing activities

Repayment of borrowings (9,625) —

Proceeds from the issuance of common stock under employee equity plans, net of tax withholding 365 1,251

Change in driver funds and amounts due to customers 6,794 6,838

Net cash (used in) provided by financing activities (2,466) 8,089

Effect of exchange rate changes on cash, cash equivalents, and restricted cash (872) 2,941

Net decrease in cash, cash equivalents, and restricted cash (46,234) (30,448)

Cash, cash equivalents, and restricted cash at beginning of period 141,964 224,971

Cash, cash equivalents, and restricted cash at end of period $ 95,730 $ 194,523

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ChargePoint Holdings, Inc.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(In thousands, unaudited)

Three Months Ended July 31, 2026 Three Months Ended July 31, 2025 Six

Months Ended

July 31, 2026 Six

Months Ended

July 31, 2025

Cost of Revenue:

GAAP cost of revenue (as a percentage of revenue) $ 73,773 64% $ 67,862 69% $ 145,970 67% $ 137,516 70%

Stock-based compensation expense (871) (1,251) (1,862) (2,474)

Amortization of intangible assets (796) (796) (1,599) (1,562)

Restructuring costs (1) (624) — (1,354) —

Non-GAAP cost of revenue (as a percentage of revenue) $ 71,482 62% $ 65,815 67% $ 141,155 65% $ 133,480 68%

Gross Profit:

GAAP gross profit (gross margin as a percentage of revenue) $ 42,302 36% $ 30,728 31% $ 71,924 33% $ 58,714 30%

Stock-based compensation expense 871 1,251 1,862 2,474

Amortization of intangible assets 796 796 1,599 1,562

Restructuring costs (1) 624 — 1,354 —

Non-GAAP gross profit (gross margin as a percentage of revenue) $ 44,593 38% $ 32,775 33% $ 76,739 35% $ 62,750 32%

Operating Expenses:

GAAP research and development (as a percentage of revenue) $ 32,410 28% $ 36,479 37% $ 68,007 31% $ 69,989 36%

Stock-based compensation expense (5,027) (9,174) (10,459) (17,788)

Restructuring costs (1) (2,210) — (6,332) —

Non-GAAP research and development (as a percentage of revenue) $ 25,173 22% $ 27,305 28% $ 51,216 24% $ 52,201 27%

GAAP sales and marketing (as a percentage of revenue) $ 23,459 20% $ 25,033 25% $ 47,053 22% $ 51,225 26%

Stock-based compensation expense (1,770) (2,876) (3,652) (5,955)

Amortization of intangible assets (2,385) (2,382) (4,795) (4,657)

Restructuring costs (1) (1,509) — (3,190) —

Non-GAAP sales and marketing (as a percentage of revenue) $ 17,795 15% $ 19,775 20% $ 35,416 16% $ 40,613 21%

GAAP general and administrative (as a percentage of revenue) $ 20,492 18% $ 28,193 29% $ 38,077 17% $ 50,317 26%

Stock-based compensation expense (3,297) (4,915) (5,587) (9,862)

Restructuring costs (1) (2,057) — (3,883) —

Other adjustments (2) (5,835) (11,761) (8,526) (18,020)

Non-GAAP general and administrative (as a percentage of revenue) $ 9,303 8% $ 11,517 12% $ 20,081 9% $ 22,435 11%

GAAP Operating Expenses (as a percentage of revenue) $ 76,361 66% $ 89,705 91% $ 153,137 70% $ 171,531 87%

Stock-based compensation expense (10,094) (16,965) (19,698) (33,605)

Amortization of intangible assets (2,385) (2,382) (4,795) (4,657)

Restructuring costs (1) (5,776) — (13,405) —

Other adjustments (2) (5,835) (11,761) (8,526) (18,020)

Non-GAAP Operating Expenses (as a percentage of revenue) $ 52,271 45% $ 58,597 59% $ 106,713 49% $ 115,249 59%

Page 8

Net Loss:

GAAP net loss (as a percentage of revenue) $ (35,624) (31)% $ (66,179) (67) % $ (78,828) (36)% $ (123,300) (63)%

Stock-based compensation expense 10,965 18,216 21,560 36,079

Amortization of intangible assets 3,181 3,178 6,394 6,219

Restructuring costs (1) 6,400 — 14,759 —

Other adjustments (2) 5,835 11,761 8,526 18,020

Non-GAAP net loss (as a percentage of revenue) $ (9,243) (8)% $ (33,024) (33) % $ (27,589) (13)% $ (62,982) (32)%

Provision for income taxes 1,549 1,162 2,757 1,784

Non-GAAP pre-tax net loss (as a percentage of revenue) $ (7,694) (7)% $ (31,862) (32) % $ (24,832) (11)% $ (61,198) (31)%

Depreciation 2,926 3,748 6,045 7,635

Interest income (499) (1,132) (835) (2,296)

Interest expense 279 6,849 553 13,285

Other expense (income), net 236 323 (4,860) (2,290)

Non-GAAP Adjusted EBITDA Loss (as a percentage of revenue) $ (4,752) (4)% $ (22,074) (22) % $ (23,929) (11)% $ (44,864) (23)%

(1)Consists of restructuring costs for severances and employment-related termination costs, and facility and other contract termination costs.

(2)Consists of non-cash charges related to tax liabilities, litigation settlements and other non-recurring transaction costs, including associated non-recurring legal expenses and professional service fees.

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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Indicate if registrant meets the emerging growth company criteria.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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No definition available.

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Two-character EDGAR code representing the state or country of incorporation.

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No definition available.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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-Publisher SEC

-Name Exchange Act

-Number 240

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Local phone number for entity.

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No definition available.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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-Publisher SEC

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- Definition

Title of a 12(b) registered security.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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- Definition

Name of the Exchange on which a security is registered.

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-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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Trading symbol of an instrument as listed on an exchange.

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No definition available.

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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