Braze, Inc.

BRZE Technology Q4 2025

Document 1

EX-99.1 2 a20250131-brazeincxfy25ear.htm EX-99.1 Document

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BRAZE REPORTS FISCAL YEAR AND FOURTH QUARTER 2025 RESULTS

Delivers 26% revenue growth and strong operating leverage in fiscal 2025

Introduces first quarter and full year fiscal 2026 guidance

Furthers agentic AI innovation with agreement to acquire OfferFit, a modern AI decisioning company


NEW YORK -- (BUSINESSWIRE) -- March 27, 2025 -- Braze (Nasdaq: BRZE) the leading customer engagement platform that empowers brands to Be Absolutely EngagingTM, today announced results for its fiscal year ended January 31, 2025.

"Fiscal 2025 was a milestone year for Braze that reinforced our position as the leading Customer Engagement platform through robust customer growth and continued advancements in our product, including meaningful new investments in AI and machine learning. We grew revenue 26% while continuing to drive strong operating leverage, ending the year with three straight quarters of non-GAAP net income profitability,” said Bill Magnuson, Cofounder and CEO of Braze. “And today, we are also pleased to announce our intent to acquire OfferFit, a sophisticated AI decisioning company focused on deploying reinforcement learning that recommends individualized cross-channel customer journeys at scale. We look forward to bringing our complementary products and teams together to drive the evolution of Customer Engagement.”

Fiscal Fourth Quarter 2025 Financial Highlights

Revenue was $160.4 million compared to $131.0 million in the fourth quarter of the fiscal year ended January 31, 2024, up 22.5% year-over year,driven primarily by new customers, upsells, and renewals.
Subscription revenue in the quarter was $153.9 million compared to $125.9 million in the fourth quarter of the fiscal year ended January 31, 2024, and professional services and other revenue was $6.5 million compared to $5.1 million in the fourth quarter of the fiscal year ended January 31, 2024.
Remaining performance obligations as of January 31, 2025 was $793.1 million, of which $505.2 million is current, which the company defines as less than one year.
GAAP gross margin was 69.3% compared to 67.2% in the fourth quarter of the fiscal year ended January 31, 2024.
Non-GAAP gross margin was 69.9% compared to 67.9% in the fourth quarter of the fiscal year ended January 31, 2024.
Dollar-based net retention for all customers for the trailing 12 months ended January 31, 2025 and January 31, 2024 was 111% and 117%, respectively; dollar-based net retention for customers with annual recurring revenue (ARR) of $500,000 or more was 114% compared to 120% in the fiscal year ended January 31, 2024.
Total customers increased to 2,296 as of January 31, 2025 from 2,044 as of January 31, 2024; 247 of our customers had ARR of $500,000 or more as of January 31, 2025, compared to 202 customers as of January 31, 2024.
GAAP operating loss was $21.6 million compared to an operating loss of $32.3 million in the fourth quarter of the fiscal year ended January 31, 2024. A primary contributor to the operating loss in the quarter included $27.8 million of stock-based compensation expense.
Non-GAAP operating income was $7.9 million compared to a loss of $7.5 million in the fourth quarter of the fiscal year ended January 31, 2024.



GAAP net loss per share attributable to Braze common stockholders, basic and diluted, of $0.17 based on 102.9 million weighted average shares outstanding in the fourth quarter of fiscal year ended January 31, 2025, compared to GAAP net loss per share attributable to Braze common stockholders, basic and diluted, of $0.29, based on 98.6 million weighted average shares outstanding in the fourth quarter of the fiscal year ended January 31, 2024.
Non-GAAP net income per share attributable to Braze common stockholders, diluted, was $0.12based on 107.0 million weighted average shares outstanding in the fourth quarter of fiscal year ended January 31, 2025, compared to non-GAAP net loss per share attributable to Braze common stockholders, basic and diluted, of $0.04 based on 98.6 million weighted average shares outstanding in the fourth quarter of the fiscal year ended January 31, 2024.
Net cash provided by operating activities was $17.1 millioncompared to net cash provided by operating activities of $3.8 millionin the fourth quarter of the fiscal year ended January 31, 2024.
Free cash flow was $15.2 million compared to $(3.5) million in the fourth quarter of the fiscal year ended January 31, 2024.
Total cash and cash equivalents, restricted cash, and marketable securities was $514.0 million as of January 31, 2025 compared to $480.0 million as the fiscal year ended January 31, 2024.

Fiscal Year 2025 Financial Highlights

Revenue was $593.4 million compared to $471.8 million in the fiscal year ended January 31, 2024, up 25.8% year-over year,driven primarily by new customers, upsells, and renewals.
Subscription revenue was $570.3 million compared to $451.1 million in the fiscal year ended January 31, 2024, and professional services and other revenue was $23.1 million compared to $20.7 million in the fiscal year ended January 31, 2024.
GAAP gross margin was 69.1% compared to 68.7% in the fiscal year ended January 31, 2024.
Non-GAAP gross margin was 69.8% compared to 69.5% in the fiscal year ended January 31, 2024.
GAAP operating loss was $122.2 million compared to a loss of $144.7 million in the fiscal year ended January 31, 2024. A primary contributor to the operating loss in the fiscal year included $114.3 million of stock-based compensation expense.
Non-GAAP operating loss was $0.0 million compared to a loss of $39.9 million in the fiscal year ended January 31, 2024.
GAAP net loss per share attributable to Braze common stockholders, basic and diluted, of $1.02 based on 102.2 million weighted average shares outstanding in the fiscal year ended January 31, 2025, compared to GAAP net loss per share attributable to Braze common stockholders, basis and diluted, of $1.32, based on 98.1 million weighted average shares outstanding in the fiscal year ended January 31, 2024.
Non-GAAP net income per share attributable to Braze common stockholders, diluted, was $0.17 based on 107.0 millionweighted average shares outstanding in the fiscal year ended January 31, 2025, compared to non-GAAP net loss per share attributable to Braze common stockholders, basic and diluted, of $0.25 based on 98.1 million weighted average shares outstanding in the fiscal year ended January 31, 2024.
Net cash provided by operating activities was $36.7 million compared to net cash provided by operating activities of $6.9 million in the fiscal year ended January 31, 2024.
Free cash flow was $19.6 million compared to $(6.5) million in the fiscal year ended January 31, 2024.

Recent Business Highlights

Furthers agentic AI innovation with a definitive agreement to acquire Offerfit, a modern AI decisioning company, for $325 million, in a combination of cash and Braze Class A common stock, subject to standard closing adjustments and conditions.
Notable new business wins and upsells in the quarter included America’s Test Kitchen, Dis-Chem, Dunkin’ UAE, Kueski, Legal & General, Muvi Cinemas, QDOBA Mexican Eats, Springer Nature, and tonies®.
Announced a new strategic partnership and integration with Shopify, enabling enterprise brands to create seamless, personalized customer journeys by combining Shopify’s eCommerce capabilities with Braze while driving higher conversions, retention, and lifetime value.
Added new eCommerce features, including pre-defined events from Shopify, pre-built Canvas and Email templates specifically designed for eCommerce and WhatsApp enhancements to help marketers quickly launch high-impact campaigns, boosting conversions and revenue.



Published fifth annual Customer Engagement Report, which combines data from over 2,300 marketing decision makers in 18 countries across CPG, Financial Services, Health & Wellness, Media & Entertainment, Retail & eCommerce, QSR and On-Demand Food/Beverage Industry.

Financial Outlook

Braze is initiating guidance for the fiscal first quarter ending April 30, 2025 and fiscal year ending January 31, 2026.

Metric
(in millions, except per share amounts)
FY 2026 Q1 GuidanceFY 2026 Guidance
Revenue
$158.0 - 159.0
$686.0 - 691.0
Non-GAAP operating income
$0.0 - 1.0
$25.5 - 29.5
Non-GAAP net income
$4.5 - 5.5
$34.0 - 38.0
Non-GAAP net income per share, diluted
$0.04 - 0.05
$0.31 - 0.35
Weighted average common shares used in computing non-GAAP net income per share, diluted
~108.0
~110.0
Braze has not reconciled its guidance as to non-GAAP operating income (loss), non-GAAP net income or non-GAAP net income per share to their most directly comparable GAAP measure as a result of uncertainty regarding, and the potential variability of, reconciling items such as stock-based compensationexpense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in Braze’s stock price. Accordingly, reconciliations are not available without unreasonable effort, although it is important to note that these factors could be material to Braze’s results calculated in accordance with GAAP.

Additionally, Braze guidance does not give effect to the company’s anticipated acquisition of OfferFit, as such transaction remains subject to achievement of standard closing conditions.

Conference Call Information:

What: Braze Fiscal Year and Fourth Quarter 2025 Financial Results Conference Call
When: Thursday, March 27th at 4:30 pm EDT / 1:30 pm PDT
Webcast & Supplemental Data: investors.braze.com
Replay: A webcast replay will be available on Braze’s investor site at investors.braze.com.

Supplemental and Other Financial Information

Supplemental information, including an accompanying financial presentation and other information can be accessed through Braze’s investor website at investors.braze.com.

Non-GAAP Financial Measures

This press release and the accompanying tables contain the following non-GAAP financial measures: non-GAAP gross profit and margin, non-GAAP sales and marketing expense, non-GAAP research and development expense, non-GAAP general and administrative expense, non-GAAP operating income (loss), non-GAAP operating margin, non-GAAP net income (loss), non-GAAP net income (loss) per share, basic and diluted, and non-GAAP free cash flow. Braze defines non-GAAP gross profit and margin, non-GAAP sales and marketing expense, non-GAAP research and development expense, non-GAAP general and administrative expense, non-GAAP operating income (loss), non-GAAP operating margin, and non-GAAP net income (loss) as the respective GAAP balances, adjusted for stock-based compensation expense, employer taxes related to stock-based compensation, charitable contribution expense, contingent consideration adjustments, acquisition related expense, amortization of intangible assets, and restructuring expense. Prior to the fourth quarter of the fiscal year ended January 31, 2024, Braze did not adjust non-GAAP gross profit and margin, non-GAAP sales and marketing expense, non-GAAP research and development expense, non-GAAP general and administrative expense, non-GAAP operating income (loss), non-GAAP operating margin or non-GAAP net income (loss) for contingent consideration adjustments, because there were no such



adjustments in prior periods. Braze defines non-GAAP free cash flow as net cash provided by/(used in) operating activities, minus purchases of property and equipment and minus capitalized internal-use software costs. Investors are encouraged to review the reconciliation of these historical non-GAAP financial measures to their most directly comparable GAAP financial measures.

Braze uses this non-GAAP financial information internally in analyzing its financial results and believes that this non-GAAP financial information, when taken collectively with GAAP financial measures, may be helpful to investors because it provides consistency and comparability with past financial performance and assists in comparisons with other companies, some of which use similar non-GAAP financial information to supplement their GAAP results. The non-GAAP financial information is presented for supplemental informational purposes only, and should not be considered a substitute for financial information presented in accordance with generally accepted accounting principles in the United States (GAAP), and may be different from similarly-titled non-GAAP measures used by other companies.

The principal limitation of these non-GAAP financial measures is that they exclude significant expenses that are required by GAAP to be recorded in Braze’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by Braze’s management about which expenses are excluded or included in determining these non-GAAP financial measures. A reconciliation is provided below in the financial statement tables included below in this press release for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP.

Braze encourages investors to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, which it includes in press releases announcing quarterly and fiscal year financial results, including this press release, and not to rely on any single financial measure to evaluate Braze’s business.

Definition of Other Business Metrics

Customer: Braze defines a customer, as of period end, as the separate and distinct, ultimate parent-level entity that has an active subscription with Braze to use its products. A single organization could have multiple distinct contracting divisions or subsidiaries, all of which together would be considered a single customer.

Annual Recurring Revenue (ARR): Braze defines ARR as the annualized value of customer subscription contracts, including certain premium professional services that are subject to contractual subscription terms, as of the measurement date, assuming any contract that expires during the next 12 months is renewed on its existing terms (including contracts for which Braze is negotiating a renewal). Braze’s calculation of ARR is not adjusted for the impact of any known or projected future events (such as customer cancellations, expansion or contraction of existing customers relationships or price increases or decreases) that may cause any such contract not to be renewed on its existing terms. ARR may decline or fluctuate as a result of a number of factors, including customers’ satisfaction or dissatisfaction with Braze’s products and professional services, pricing, competitive offerings, economic conditions or overall changes in Braze’s customers’ spending levels. ARR should be viewed independently of revenue and does not represent Braze’s GAAP revenue on an annualized basis or a forecast of revenue, as it is an operating metric that can be impacted by contract start and end dates and renewal rates.

Dollar-Based Net Retention Rate: Braze calculates dollar-based net retention rate as of a period end by starting with the ARR from a cohort of customers as of 12 months prior to such period-end (the Prior Period ARR). Braze then calculates the ARR from the same cohort of customers as of the end of the current period (the Current Period ARR). Current Period ARR includes any expansion and is net of contraction or attrition over the last 12 months, but excludes ARR from new customers in the current period. Braze then divides the total Current Period ARR by the total Prior Period ARR to arrive at the point-in-time dollar-based net retention rate. Braze then calculates the weighted average point-in-time dollar-based net retention rates as of the last day of each month in the current trailing 12-month period to arrive at the dollar-based net retention rate.

Remaining Performance Obligations: The transaction price allocated to remaining performance obligations represents amounts under non-cancelable contracts expected to be recognized as revenue in future periods, and may be influenced by several factors, including seasonality, the timing of renewals, the timing of service delivery and contract terms. Unbilled portions of the remaining performance obligation are subject to future economic risks including bankruptcies, regulatory changes and other market factors.




Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding Braze’s financial outlook for the first quarter of and the full fiscal year ended January 31, 2026 and the anticipated benefits from the acquisition of OfferFit, Inc. by Braze. These forward-looking statements are based on current expectations, estimates, forecasts and projections. Words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “goal,” “hope,” “intend,” “may,” might,” “potential,” “predict,” “project,” “shall,” “should,” “target,” “will” and variations of these terms and similar expressions are intended to identify these forward-looking statements, although not all forward-looking statements contain these identifying words.

Forward-looking statements are based on Braze’s current assumptions, expectations and beliefs and are subject to substantial risks, uncertainties, assumptions and changes in circumstances that may cause Braze’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks include, but are not limited to, risks and uncertainties related to: (1) any restrictions or limitations imposed by regulatory authorities on the acquisition of OfferFit; (2) the extent to which Braze achieves anticipated financial targets; (3) the impact of management and organizational changes on OfferFit’s business; (4) the impact on OfferFit employees and Braze’s ability to retain key personnel; (5) the effectiveness in integrating the OfferFit platform and operations with our business; (6) Braze’s ability to realize its broader strategic and operating objectives; (7) unstable market and economic conditions may have serious adverse consequences on Braze’s business, financial condition and share price; (8) Braze’s recent rapid revenue growth may not be indicative of its future revenue growth; (9) Braze’s history of operating losses; (10) Braze’s limited operating history at its current scale; (11) Braze’s ability to successfully manage its growth; (12) the accuracy of estimates of market opportunity and forecasts of market growth and the impact of global and domestic socioeconomic events on Braze’s business; (13) Braze’s ability and the ability of its platform to adapt and respond to changing customer or consumer needs, requirements or preferences; (14) Braze’s ability to attract new customers and renew existing customers; (15) the competitive markets in which Braze participates and the intense competition that it faces; (16) Braze’s ability to adapt and respond effectively to rapidly changing technology, evolving cybersecurity and data privacy risks, evolving industry standards or changing regulations; and (17) Braze’s reliance on third-party providers of cloud-based infrastructure; as well as other risks and uncertainties discussed in the “Risk Factors” section of Braze’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission (SEC) on December 9, 2024, and other subsequent filings Braze makes with the SEC from time to time, including Braze’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025, that will be filed with the SEC. The forward-looking statements included in this press release represent Braze’s views only as of the date of this press release and Braze assumes no obligation, and does not intend to update these forward-looking statements, except as required by law.

About Braze

Braze is the leading customer engagement platform that empowers brands to Be Absolutely Engaging.™ Braze allows any marketer to collect and take action on any amount of data from any source, so they can creatively engage with customers in real time, across channels from one platform. From cross-channel messaging and journey orchestration to Al-powered experimentation and optimization, Braze enables companies to build and maintain absolutely engaging relationships with their customers that foster growth and loyalty. The company has been recognized as a 2024 U.S. News & World Report Best Companies to Work For, 2024 Best Small & Medium Workplaces in Europe by Great Place to Work®, 2024 Fortune Best Workplaces for Women™ by Great Place to Work® and was named a Leader by Gartner® in the 2024 Magic Quadrant™ for Multichannel Marketing Hubs and a Strong Performer in The Forrester Wave™: Email Marketing Service Providers, Q3 2024. Braze is headquartered in New York with 15 offices across AMER, LATAM, EMEA, and APAC. Learn more at braze.com.

Braze uses its Investor website at investors.braze.com as a means of disclosing material non-public information, announcing upcoming investor conferences and for complying with its disclosure obligations under Regulation FD. Accordingly, you should monitor its investor relations website in addition to following its press releases, blog posts on its website (braze.com), SEC filings and public conference calls and webcasts.



Selected Financial Data

BRAZE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)

Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Revenue$160,400 $130,957 $593,410 $471,800 
Cost of revenue (1)(2)
49,313 42,992 183,191 147,527 
Gross Profit111,087 87,965 410,219 324,273 
Operating expenses:
Sales and marketing (1)(2)(6)
69,262 63,051 282,316 247,125 
Research and development (1)(2)
33,600 31,114 133,969 119,863 
General and administrative (1)(2)(3)(4)(5)(6)(7)
29,784 26,093 116,093 101,977 
Total operating expenses132,646 120,258 532,378 468,965 
Loss from operations(21,559)(32,293)(122,159)(144,692)
Other income, net5,589 4,354 21,557 16,220 
Loss before provision for income taxes(15,970)(27,939)(100,602)(128,472)
Provision for income taxes1,094 639 3,445 1,957 
Net loss(17,064)(28,578)(104,047)(130,429)
Net income (loss) attributable to redeemable non-controlling interest
128 (301)(304)(1,263)
Net loss attributable to Braze, Inc.$(17,192)$(28,277)$(103,743)$(129,166)
Net loss per share attributable to Braze, Inc. common stockholders, basic and diluted$(0.17)$(0.29)$(1.02)$(1.32)
Weighted-average shares used to compute net loss per share attributable to Braze, Inc. common stockholders, basic and diluted102,918 98,561 102,189 98,096 




















(1) Includes stock-based compensation as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Cost of revenue$977 $895 $4,022 $3,585 
Sales and marketing9,223 7,644 38,168 31,198 
Research and development10,381 9,711 43,004 38,962 
General and administrative7,262 5,966 29,067 23,432 
Total stock-based compensation expense$27,843 $24,216 $114,261 $97,177 

(2) Includes employer taxes related to stock-based compensation as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Cost of revenue$33 $44 $189 $125 
Sales and marketing177 238 1,247 847 
Research and development122 192 1,522 913 
General and administrative117 104 684 343 
Total employer taxes related to stock-based compensation expense
$449 $578 $3,642 $2,228 

(3) Includes 1% Pledge charitable donation expense as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
General and administrative$1,112 $1,371 $3,876 $3,762 

(4) Includes acquisition related expense as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
General and administrative$— $— $— $1,946 

(5) Includes amortization of intangible assets acquired in the acquisition expense as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
General and administrative$101 $217 $560 $580 

(6) Includes restructuring related expense as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Sales and marketing$— $— $— $541 
General and administrative— — — 103 
Total restructuring costs$— $— $— $644 



(7) Includes adjustment to the fair value of the contingent consideration liability as follows:
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
General and administrative$— $(1,572)$(223)$(1,572)










































BRAZE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)
January 31,
20252024
ASSETS
CURRENT ASSETS:
Cash and cash equivalents$83,062 $68,228 
Restricted cash, current— 3,373 
Accounts receivable, net of allowance of $2,563 and $2,772 at January 31, 2025 and January 31, 2024, respectively95,234 92,256 
Marketable securities430,457 407,898 
Prepaid expenses and other current assets35,273 29,366 
Total current assets644,026 601,121 
Restricted cash, noncurrent530 530 
Property and equipment, net38,550 29,358 
Operating lease right-of-use assets76,147 81,163 
Deferred contract costs76,766 63,661 
Goodwill28,448 28,448 
Intangible assets, net3,130 3,690 
Other assets3,401 2,970 
TOTAL ASSETS$870,998 $810,941 
LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST, AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable$2,150 $6,321 
Accrued expenses and other current liabilities64,189 63,264 
Deferred revenue239,976 204,269 
Operating lease liabilities, current18,162 15,585 
Total current liabilities324,477 289,439 
Operating lease liabilities, noncurrent69,278 75,027 
Other long-term liabilities2,494 2,050 
TOTAL LIABILITIES396,249 366,516 
COMMITMENTS AND CONTINGENCIES (Note 13)
Redeemable non-controlling interest (Note 4)(112)192 
STOCKHOLDERS’ EQUITY
Class A common stock, $0.0001 par value; 2,000,000,000 and 2,000,000,000 shares authorized as of January 31, 2025 and January 31, 2024, respectively; 87,934,059 and 73,037,015 shares issued and outstanding as of January 31, 2025 and January 31, 2024, respectively
Class B common stock, $0.0001 par value; 110,000,000 and 110,000,000 shares authorized as of January 31, 2025 and January 31, 2024, respectively; 16,017,314 and 27,173,408 shares issued and outstanding as of January 31, 2025 and January 31, 2024, respectively
Additional paid-in capital1,062,613 928,494 
Accumulated other comprehensive loss(926)(1,178)
Accumulated deficit(586,836)(483,093)
TOTAL STOCKHOLDERS’ EQUITY474,861 444,233 
TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST, AND STOCKHOLDERS’ EQUITY$870,998 $810,941 







BRAZE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Fiscal Year Ended
January 31,
20252024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (including amounts attributable to redeemable non-controlling interests)$(104,047)$(130,429)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation115,140 97,232 
Amortization of deferred contract costs35,014 29,788 
Depreciation and amortization10,115 6,963 
Provision for credit losses2,331 2,020 
Value of common stock donated to charity3,776 3,762 
(Accretion) amortization of (discount) premium on marketable securities(2,079)(2,077)
Non-cash foreign exchange (gain) loss(1,033)460 
Fair value adjustments to contingent consideration (223)(1,572)
Fixed asset write off488 146 
Other(152)(495)
Changes in operating assets and liabilities:
Accounts receivable(5,363)(14,008)
Prepaid expenses and other current assets(6,629)(3,413)
Deferred contract costs(48,171)(45,119)
ROU assets and liabilities1,939 4,275 
Other assets(29)229 
Accounts payable(3,912)3,419 
Accrued expenses and other current liabilities3,694 20,990 
Deferred revenue35,887 34,108 
Other long-term liabilities(66)571 
Net cash provided by operating activities
36,680 6,850 
CASH FLOWS FROM INVESTING ACTIVITIES:
Cash paid for acquisition, net of cash acquired— (16,319)
Purchases of property and equipment(13,234)(9,761)
Capitalized internal-use software costs(3,814)(3,574)
Purchases of marketable securities(217,975)(248,059)
Maturities of marketable securities195,353 257,737 
Return of principal on marketable securities3,200 — 
Net cash used in investing activities(36,470)(19,976)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of common stock options6,906 7,263 
Proceeds from stock associated with employee stock purchase plan7,705 6,011 
Payments of deferred purchase consideration(2,916)(165)
Net cash provided by financing activities11,695 13,109 
Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash(444)(475)
Net change in cash, cash equivalents, and restricted cash11,461 (492)
Cash, cash equivalents, and restricted cash, beginning of period72,131 72,623 
Cash, cash equivalents, and restricted cash, end of period$83,592 $72,131 







BRAZE, INC.
U.S. GAAP RECONCILIATION OF NON-GAAP ADJUSTED RESULTS
(in thousands, except per share amounts)

The following tables reconcile each non-GAAP financial measure to its most directly comparable GAAP financial measure:

Reconciliation of GAAP to Non-GAAP Gross MarginThree Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Gross profit$111,087 $87,965 $410,219 $324,273 
Plus:
Stock-based compensation expense977 895 4,022 3,585 
Employer taxes related to stock-based compensation expense33 44 189 125 
Non-GAAP gross profit$112,097 $88,904 $414,430 $327,983 
GAAP gross margin69.3 %67.2 %69.1 %68.7 %
Non-GAAP gross margin69.9 %67.9 %69.8 %69.5 %

Reconciliation of GAAP to Non-GAAP Operating ExpensesThree Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
GAAP sales and marketing expense$69,262 $63,051 $282,316 $247,125 
Less:
Stock-based compensation expense9,223 7,644 38,168 31,198 
Employer taxes related to stock-based compensation expense177 238 1,247 847 
Restructuring expense— — — 541 
Non-GAAP sales and marketing expense$59,862 $55,169 $242,901 $214,539 
GAAP research and development expense$33,600 $31,114 $133,969 $119,863 
Less:
Stock-based compensation expense10,381 9,711 43,004 38,962 
Employer taxes related to stock-based compensation expense122 192 1,522 913 
Non-GAAP research and development expense$23,097 $21,211 $89,443 $79,988 
GAAP general and administrative expense$29,784 $26,093 $116,093 $101,977 
Less:
Stock-based compensation expense7,262 5,966 29,067 23,432 
Employer taxes related to stock-based compensation expense117 104 684 343 
1% Pledge charitable contribution expense1,112 1,371 3,876 3,762 
Acquisition related expense— — — 1,946 
Amortization of intangibles expense101 217 560 580 
Restructuring expense— — — 103 
Contingent consideration adjustment— (1,572)(223)(1,572)
Non-GAAP general and administrative expense$21,192 $20,007 $82,129 $73,383 






Reconciliation of GAAP to Non-GAAP Operating Income (Loss)
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Loss from operations$(21,559)$(32,293)$(122,159)$(144,692)
Plus:
Stock-based compensation expense27,843 24,216 114,261 97,177 
Employer taxes related to stock-based compensation expense449 578 3,642 2,228 
1% Pledge charitable contribution expense1,112 1,371 3,876 3,762 
Acquisition related expense— — — 1,946 
Amortization of intangibles expense101 217 560 580 
Restructuring expense— — — 644 
Contingent consideration adjustment— (1,572)(223)(1,572)
Non-GAAP income (loss) from operations$7,946 $(7,483)$(43)$(39,927)
GAAP operating margin(13.4)%(24.7)%(20.6)%(30.7)%
Non-GAAP operating margin5.0 %(5.7)%0.0 %(8.5)%

Reconciliation of GAAP to Non-GAAP Net Income (Loss)
Three Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Net loss attributable to Braze, Inc.$(17,192)(28,277)$(103,743)$(129,166)
Plus:
Stock-based compensation expense27,843 24,216 114,261 97,177 
Employer taxes related to stock-based compensation expense449 578 3,642 2,228 
1% Pledge charitable contribution expense1,112 1,371 3,876 3,762 
Acquisition related expense— — — 1,946 
Amortization of intangibles expense101 217 560 580 
Restructuring expense— — — 644 
Contingent consideration adjustment— (1,572)(223)(1,572)
Non-GAAP net income (loss) attributable to Braze, Inc. (1)
$12,313 $(3,467)$18,373 $(24,401)
Non-GAAP net income (loss) per share attributable to Braze, Inc. common stockholders, basic$0.12 $(0.04)$0.18 $(0.25)
Non-GAAP net income (loss) per share attributable to Braze, Inc. common stockholders, diluted$0.12 $(0.04)$0.17 $(0.25)
Weighted-average shares used to compute net income (loss) per share attributable to Braze, Inc. common stockholders, basic102,918 98,561 102,189 98,096 
Weighted-average shares used to compute net income (loss) per share attributable to Braze, Inc. common stockholders, diluted106,952 98,561 106,971 98,096 

(1) Assumes no non-GAAP tax expenses associated with the non-GAAP adjustment due to the Company’s historical non-GAAP net loss position and available deferred tax assets sufficient to offset such non-GAAP tax expense.




Reconciliation of GAAP Cash Flow from Operating Activities to Non-GAAP Free Cash FlowThree Months Ended
January 31,
Fiscal Year Ended
January 31,
2025202420252024
Net cash provided by operating activities$17,083 $3,821 $36,680 $6,850 
Less:
Purchases of property and equipment(1,087)(6,322)(13,234)(9,761)
Capitalized internal-use software costs(791)(1,038)(3,814)(3,574)
Non-GAAP free cash flow$15,205 $(3,539)$19,632 $(6,485)



Contact Information

Investors:
Christopher Ferris
(609) 964-0585

Media:
Katelyn Bryant

Source: Braze, Inc.

Braze is a registered trademark of Braze, Inc.
All product and company names herein may be trademarks of their registered owners.

Document 1

EX-99.2 3 exhibit992-20250327xtransa.htm EX-99.2 Document
Exhibit 99.2

Braze Announces Agreement to Acquire OfferFit

Braze furthers agentic AI innovation with acquisition of a leading AI decisioning company

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NEW YORK, March 27, 2025 – Braze (Nasdaq: BRZE), the leading customer engagement platform that empowers brands to Be Absolutely Engaging™, today announced that it has entered into a definitive agreement to acquire OfferFit, an AI decisioning company, for $325 million, subject to customary closing adjustments.

AI decisioning agents can autonomously experiment, learn, and deliver highly relevant, personalized experiences. In September 2024, Braze shared its vision for agentic AI in customer engagement, building on its existing artificial intelligence research with the planned development of Project Catalyst. This native AI agent is designed to help brands personalize and optimize experiences with highly relevant Journeys, Content, and Incentives.

For four years, OfferFit has been building a multi-agent solution that recommends individualized cross-channel customer journeys in partnership with customer engagement solutions like Braze. Already brands have seen improved uplift by using the OfferFit AI technology, for example personalizing over a hundred characteristics within an email to promote new customer signups, or optimizing reactivation campaigns for inactive users. Once closed, Braze will be able to both more deeply integrate the existing sophisticated, multi-agent approach from OfferFit into its broader platform, and also leverage expertise from the OfferFit team alongside current Project Catalyst development to collectively drive more sophisticated experimentation and deliver 1:1 personalization for all aspects of a customer experience.


Exhibit 99.2

“At Braze, we’ve been innovating to help brands take advantage of frontier technology since our founding over a decade ago. From the beginning, our real-time stream processing technology differentiated Braze's modern approach to cross-channel Customer Engagement. Combined with Canvas as an orchestration layer and infused with BrazeAI throughout our stack, Braze is now responsible for the rapid and reliable delivery of trillions of personalized messages each year," said Bill Magnuson, Cofounder and CEO of Braze. “And now, with Braze's planned acquisition of OfferFit, our complementary products and teams will come together to define the next chapter of the evolution of Customer Engagement with AI. George, Victor, and I are incredibly excited about a future where reinforcement learning and modern transformer architectures are wielded within the Braze product ecosystem to drive a vision where Agentic AI automatically understands customers in greater depth, engages with them more completely, and strengthens customer relationships through heightened messaging relevance and intelligent optimization.”

“Like Braze, OfferFit was built to apply advanced technology to the hardest problems that marketers face. Focused on the decisioning layer, OfferFit replaces the manual work of A/B testing with reinforcement learning agents that autonomously experiment and learn optimal actions,” said George Khachatryan, Cofounder and CEO of OfferFit. “As a long-time technology partner of Braze, we already knew their team, and the synergies of joining forces were clear. As we come together formally, the excitement runs both ways as Victor and I look to leverage Braze's product ecosystem and global scale to enhance the existing OfferFit product, while also augmenting Project Catalyst and BrazeAI overall.”

Under the terms of the agreement, Braze will acquire OfferFit for $325 million, in a combination of cash and Braze Class A common stock. Subject to customary closing conditions, the acquisition is expected to close in the fiscal quarter ending July 31, 2025. Goldman Sachs & Co. LLC is acting as financial advisor and Davis Polk & Wardwell LLP is acting as legal advisor to Braze. Atlas Technology Group is acting as financial advisor and Latham & Watkins LLP is acting as legal advisor to OfferFit.

Additional details will be provided during the Braze Fourth Quarter Fiscal Year 2025 Financial Results Conference Call on Thursday, March 27th at 4:30 PM ET / 1:30 PM PT via Webcast available on the Braze investor relations website at investors.braze.com. Further details will also be available when the acquisition closes.


About OfferFit

OfferFit’s AI Decisioning Engine is a next-generation approach to personalization in CRM marketing. The old ways of personalization use a combination of propensity models, segments, manual A/B tests, and rules. OfferFit’s AI decisioning agents make 1:1 decisions on the optimal way to market to each individual customer. OfferFit works with top brands in telecom, energy, retail, travel, streaming video, and financial services, among others. Current customers include


Exhibit 99.2
Brinks Home, Canadian Tire, Chime, Foxtel Group, LATAM Airlines, MetLife, Pizza Express, Trainline, Wyndham Hotels, and Yelp. OfferFit was founded by Victor Kostyuk and George Khachatryan and is headquartered in Boston with team members around the world. Learn more at offerfit.ai.


About Braze

Braze is the leading customer engagement platform that empowers brands to Be Absolutely Engaging.™ Braze allows any marketer to collect and take action on any amount of data from any source, so they can creatively engage with customers in real time, across channels from one platform. From cross-channel messaging and journey orchestration to Al-powered experimentation and optimization, Braze enables companies to build and maintain absolutely engaging relationships with their customers that foster growth and loyalty. The company has been recognized as a 2024 U.S. News & World Report Best Companies to Work For, 2024 Best Small & Medium Workplaces in Europe by Great Place to Work®, 2024 Fortune Best Workplaces for Women™ by Great Place to Work® and was named a Leader by Gartner® in the 2024 Magic Quadrant™ for Multichannel Marketing Hubs and a Strong Performer in The Forrester Wave™: Email Marketing Service Providers, Q3 2024. Braze is headquartered in New York with 15 offices across AMER, LATAM, EMEA and APAC. Learn more at braze.com.


Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to, statements regarding the expected benefits from acquisition of OfferFit by Braze, and the expected performance and capabilities of its products resulting therefrom. These forward-looking statements are based on the current assumptions, expectations and beliefs of Braze, and are subject to substantial risks, uncertainties and changes in circumstances that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks include, among others, the risk that the transaction may not be completed in a timely manner or at all; any restrictions or limitations imposed by regulatory authorities; the extent to which we achieve anticipated financial targets; the impact of management and organizational changes on OfferFit’s business; the impact on OfferFit employees and our ability to retain key personnel; our effectiveness in integrating the OfferFit platform and operations with our business; and our ability to realize our broader strategic and operating objectives. Further information on potential factors that could affect Braze results are included in Braze’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2024, filed with the U.S. Securities and Exchange Commission on December 10, 2024, and the other public filings of Braze with the U.S. Securities and Exchange Commission. The forward-looking statements included in this press release represent the views of Braze only as of the date of this press


Exhibit 99.2
release, and Braze assumes no obligation, and does not intend to update these forward-looking statements, except as required by law.

Braze Media Contact:
Katelyn Bryant