Commvault Announces Fiscal 2025 Fourth Quarter Financial Results

TINTON FALLS, N.J., April 29, 2025 /PRNewswire/ -- Commvault [Nasdaq: CVLT] today announced its financial results for the fourth quarter and fiscal year ended March 31, 2025.

"It was a record-breaking year at Commvault," said Sanjay Mirchandani, President and CEO. "Commvault surpassed all key metrics, ended the year with over 12,000 subscription customers, and is firmly positioned as a growth company with subscription revenue up 45% in Q4. We continue to deliver cloud-first innovations that solve a hard problem for customers - strengthening their cyber resilience."

Notes are contained at the end of this Press Release.

Fiscal 2025 Fourth Quarter Highlights -

    --  Total revenues were $275 million, up 23% year over year
    --  Subscription revenue was $173 million, up 45% year over year
    --  Income from operations (EBIT) was $27 million, an operating margin of
        9.7%
    --  Non-GAAP EBIT(1) was $59 million, an operating margin of 21.5%
    --  Operating cash flow was $77 million, with free cash flow(1) of $76
        million
    --  Fourth quarter share repurchases were $30 million, or approximately
        182,000 shares of common stock

Fiscal 2025 Full Year Highlights -

    --  Total revenues were $996 million, up 19% year over year
    --  Total annualized recurring revenue (ARR)(2) grew to $930 million, up 21%
        year over year
    --  Subscription revenue was $590 million, up 37% year over year
    --  Subscription ARR(2) grew to $780 million, up 31% year over year and
        represents 84% of Total ARR(2)
    --  Income from operations (EBIT) was $74 million, an operating margin of
        7.4%
    --  Non-GAAP EBIT(1) was $210 million, an operating margin of 21.1%
    --  Full year operating cash flow was $207 million, with full year free cash
        flow(1) of $204 million
    --  Full year share repurchases were $165 million, or approximately
        1,215,000 shares of common stock
    --  On April 17, 2025, our Board of Directors increased our share repurchase
        program to $250 million

Financial Outlook for First Quarter and Full Year Fiscal 2026(3) -

We are providing the following guidance for the first quarter of fiscal year 2026, based on current macroeconomic conditions:

    --  Total revenues are expected to be between $266 million and $270 million
    --  Subscription revenue is expected to be between $166 million and $170
        million
    --  Non-GAAP gross margin is expected to be between 81% and 82%
    --  Non-GAAP operating margin(1) is expected to be approximately 21%

We are providing the following guidance for the full fiscal year 2026, based on current macroeconomic conditions:

    --  Total revenues are expected to be between $1,130 million and $1,140
        million
    --  Total ARR(2) is expected to grow between 16% and 17% year over year
    --  Subscription revenue is expected to be between $727 million and $732
        million
    --  Subscription ARR(2) is expected to grow between 22% and 23% year over
        year
    --  Non-GAAP gross margin is expected to be between 81% and 82%
    --  Non-GAAP operating margin(1) is expected to be approximately 21%
    --  Free cash flow(1) is expected to be between $210 million and $215
        million

The above statements are based on current targets using exchange rates as of March 31, 2025. These statements are forward-looking and made pursuant to the safe harbor provisions discussed in detail below. We do not undertake any obligation to update these forward-looking statements. Actual results may differ materially from anticipated results.

Conference Call Information

Commvault will host a conference call today, April 29, 2025 at 8:30 a.m. Eastern Time (5:30 a.m. Pacific Time) to discuss quarterly results. The live webcast and call dial-in numbers can be accessed by registering under the "News & Events" section of Commvault's website at ir.commvault.com under the "Investor Events" heading. An archived webcast of this conference call will also be available following the call.

About Commvault

Commvault (NASDAQ: CVLT) is the gold standard in cyber resilience, helping more than 100,000 organizations keep data safe and businesses resilient and moving forward. Today, Commvault offers the only cyber resilience platform that combines the best data security and rapid recovery at enterprise scale across any workload, anywhere--at the lowest TCO.

Safe Harbor Statement

This press release may contain forward-looking statements, including statements regarding financial projections, which are subject to risks and uncertainties, such as competitive factors, difficulties and delays inherent in the development, manufacturing, marketing and sale of software products and related services, general economic conditions, outcome of litigation and others. For a discussion of these and other risks and uncertainties affecting Commvault's business, see "Item 1A. Risk Factors" in our annual report on Form 10-K and "Item 1A. Risk Factors" in our most recent quarterly report on Form 10-Q. Statements regarding Commvault's beliefs, plans, expectations or intentions regarding the future are forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from anticipated results. Commvault does not undertake to update its forward-looking statements.

Revenue Overview
($ in thousands)


                           Q4'24   Q1'25   Q2'25   Q3'25      Q4'25



     Revenue Summary:



     Subscription      $119,873 $124,080 $134,038 $158,321    $173,228



     Perpetual license   15,196   13,736   10,522   16,423      14,962



     Customer support    77,025   76,288   77,688   77,078      76,509



     Other services      11,198   10,568   11,030   10,808      10,340



     Total revenues    $223,292 $224,672 $233,278 $262,630    $275,039




                           Q4'24   Q1'25   Q2'25   Q3'25      Q4'25



     Y/Y Growth:



     Subscription          27 %    28 %    37 %    39 %       45 %



     Perpetual license   (13) %     4 %  (27) %    10 %      (2) %



     Customer support       - %  (1) %     1 %     - %     (1) %



     Other services      (20) %   (2) %   (7) %   (1) %      (8) %



     Total revenues        10 %    13 %    16 %    21 %       23 %


                           FY'24 Y/Y Growth    FY'25  Y/Y Growth



     Revenue Summary:



     Subscription      $429,167        23 % $589,667         37 %



     Perpetual license   57,613      (23) %   55,643        (3) %



     Customer support   307,771       (2) %  307,563          - %



     Other services      44,696       (6) %   42,746        (4) %



     Total revenues    $839,247         7 % $995,619         19 %

Constant Currency
($ in thousands)

The constant currency impact is calculated using the average foreign exchange rates from the prior year period and applying these rates to foreign-denominated revenues in the current corresponding period. Commvault analyzes revenue growth on a constant currency basis in order to provide a comparable framework for assessing how the business performed excluding the effect of foreign currency fluctuations. The non-GAAP financial measures presented in this press release should not be considered as a substitute for, or superior to, the measures of financial performance prepared in accordance with GAAP.


                                       Subscription         Perpetual          Customer             Other    Total
                                                    license            support            services



     Q4'24 Revenue as Reported (GAAP)     $119,873            $15,196            $77,025            $11,198  $223,292



     Q4'25 Revenue as Reported (GAAP)     $173,228            $14,962            $76,509            $10,340  $275,039



     % Change Y/Y (GAAP)                      45 %             (2) %             (1) %             (8) %     23 %



     Constant Currency Impact               $1,900               $242             $1,111              $(65)   $3,188



     % Change Y/Y Constant Currency           46 %               - %              1 %             (8) %     25 %




                                       Subscription         Perpetual          Customer             Other    Total
                                                    license            support            services



     FY'24 Revenue as Reported (GAAP)     $429,167            $57,613           $307,771            $44,696  $839,247



     FY'25 Revenue as Reported (GAAP)     $589,667            $55,643           $307,563            $42,746  $995,619



     % Change Y/Y (GAAP)                      37 %             (3) %               - %            (4) %     19 %



     Constant Currency Impact               $2,624               $283             $1,266              $(18)   $4,155



     % Change Y/Y Constant Currency           38 %             (3) %               - %            (4) %     19 %

Revenues by Geography
($ in thousands)

Our Americas region includes the United States, Canada, and Latin America. Our International region primarily includes Europe, Middle East, Africa, Australia, India, Southeast Asia, and China.


                              Q4'24               Q1'25                   Q2'25                     Q3'25                      Q4'25


                     Revenue        Y/Y  Revenue          Y/Y   Revenue             Y/Y    Revenue              Y/Y     Revenue             Y/Y
                             Growth                Growth                    Growth                      Growth                      Growth


     Americas       $131,069         7 % $138,725          14 %  $144,408             20 %   $155,435              24 %    $169,384             29 %


     International    92,223        14 %   85,947          13 %    88,870             10 %    107,195              17 %     105,655             15 %


     Total revenues $223,292        10 % $224,672          13 %  $233,278             16 %   $262,630              21 %    $275,039             23 %


                              FY'24                 FY'25


                      Revenue       Y/Y    Revenue         Y/Y
                                   Growth                 Growth



     Americas       $498,545          6 % $607,952           22 %



     International   340,702          8 %  387,667           14 %



     Total revenues $839,247          7 % $995,619           19 %

Total ARR, Subscription ARR and SaaS ARR(2
)
($ in thousands)


                             Q4'24   Q1'25   Q2'25   Q3'25    Q4'25



     Total ARR(2)        $769,946 $802,709 $853,265 $889,628  $930,051



     Subscription ARR(2) $596,667 $635,910 $687,050 $734,212  $780,098



     SaaS ARR(2)         $167,509 $187,908 $214,832 $258,957  $281,045

For the three months ended March 31, 2025 -

Income from Operations (EBIT)

    --  Income from operations (EBIT) was $27 million, an operating margin of
        9.7%
    --  Non-GAAP EBIT(1) was $59 million, an operating margin of 21.5%

GAAP and Non-GAAP Net Income(1)

    --  GAAP net income was $31 million, or $0.69 per diluted share
    --  Non-GAAP net income(1) was $46 million, or $1.03 per diluted share

Cash Summary and Share Repurchases

    --  Cash flow from operations was $77 million in the fourth quarter
    --  During the fourth quarter, Commvault repurchased $30 million, or
        approximately 182,000 shares, of common stock at an average share price
        of approximately $163.73 per share

For the year ended March 31, 2025 -

Income from Operations (EBIT)

    --  Income from operations (EBIT) was $74 million, an operating margin of
        7.4%
    --  Non-GAAP EBIT(1) was $210 million, an operating margin of 21.1%

GAAP and Non-GAAP Net Income(1)

    --  GAAP net income was $76 million, or $1.68 per diluted share
    --  Non-GAAP net income(1) was $165 million, or $3.65 per diluted share

Cash Summary and Share Repurchases

    --  Cash flow from operations was $207 million in the full fiscal year
    --  As of March 31, 2025, ending cash and cash equivalents were
        approximately $302 million
    --  During the full fiscal year, Commvault repurchased $165 million, or
        approximately 1,215,000 shares, of common stock at an average share
        price of approximately $135.77 per share

                                                                                                             
              
                Table I


                                               
         
                Commvault Systems, Inc.




                                        
              
           Consolidated Statements of Operations


                                    
              
           (In thousands, except per share data)


                                                 
         
                (Unaudited)




                                                                                                                    Three Months Ended                         Year Ended
                                                                                                    March 31,
                                                                                                                                               March 31,


                                                                                                  2025               2024                 2025            2024



     Revenues:



     Subscription                                                                            $173,228           $119,873             $589,667        $429,167



     Perpetual license                                                                         14,962             15,196               55,643          57,613



     Customer support                                                                          76,509             77,025              307,563         307,771



     Other services                                                                            10,340             11,198               42,746          44,696



     Total revenues                                                                           275,039            223,292              995,619         839,247



     Cost of revenues:



     Subscription                                                                              25,801             15,486               88,899          58,406



     Perpetual license                                                                            312                316                1,500           2,168



     Customer support                                                                          13,746             15,806               57,680          60,752



     Other services                                                                             7,907              7,538               30,956          30,284



     Total cost of revenues                                                                    47,766             39,146              179,035         151,610



     Gross margin                                                                             227,273            184,146              816,584         687,637



     Operating expenses:



     Sales and marketing                                                                      120,152             94,458              434,117         354,994



     Research and development                                                                  39,333             35,244              146,286         132,328



     General and administrative                                                                38,274             29,938              138,375         113,997



     Restructuring                                                                                812              4,548               10,026           4,548



     Change in contingent consideration                                                         (426)                                 2,060



     Depreciation and amortization                                                              2,401              1,768                9,072           6,415



     Impairment charges                                                                             -                                 2,910



     Total operating expenses                                                                 200,546            165,956              742,846         612,282



     Income from operations                                                                    26,727             18,190               73,738          75,355



     Interest income                                                                            1,556              1,893                6,654           5,423



     Interest expense                                                                           (103)             (104)               (416)          (415)



     Other income, net                                                                            453              3,076                1,077           3,250



     Income before income taxes                                                                28,633             23,055               81,053          83,613



     Income tax expense (benefit)                                                             (2,360)         (103,065)               4,947        (85,293)



     Net income                                                                               $30,993           $126,120              $76,106        $168,906



     Net income per common share:



     Basic                                                                                      $0.70              $2.89                $1.74           $3.85



     Diluted                                                                                    $0.69              $2.81                $1.68           $3.75



     Weighted average common shares outstanding:



     Basic                                                                                     44,066             43,672               43,850          43,885



     Diluted                                                                                   45,158             44,917               45,187          45,100


                                                                                           
     
      Table II


                                    
              
                Commvault Systems, Inc.




                             
              
                Condensed Consolidated Balance Sheets


                                        
              
                (In thousands)


                                          
              
                (Unaudited)




                                                                                                March 31, March 31,


                                                                                                     2025       2024


                                            
              
                ASSETS



     Current assets:



     Cash and cash equivalents                                                                  $302,103   $312,754



     Trade accounts receivable, net                                                              251,995    222,683



     Assets held for sale                                                                         34,770     38,680



     Other current assets                                                                         46,189     21,009



     Total current assets                                                                        635,057    595,126





     Deferred tax assets, net                                                                    133,378    111,181



     Property and equipment, net                                                                   8,294      7,961



     Operating lease assets                                                                       10,124     10,545



     Deferred commissions cost                                                                    79,309     62,837



     Intangible assets, net                                                                       20,737      1,042



     Goodwill                                                                                    185,255    127,780



     Other assets                                                                                 46,112     27,441



     Total assets                                                                             $1,118,266   $943,913




                             
              
                LIABILITIES AND STOCKHOLDERS' EQUITY



     Current liabilities:



     Accounts payable                                                                               $373       $299



     Accrued liabilities                                                                         147,133    117,244



     Current portion of operating lease liabilities                                                4,614      4,935



     Deferred revenue                                                                            402,930    362,450



     Total current liabilities                                                                   555,050    484,928





     Deferred revenue, less current portion                                                      223,282    168,472



     Deferred tax liabilities                                                                      1,384      1,717



     Long-term operating lease liabilities                                                         6,338      7,155



     Other liabilities                                                                             7,090      3,556





     Total stockholders' equity                                                                  325,122    278,085



     Total liabilities and stockholders' equity                                               $1,118,266   $943,913


                                                                                                                                                     
              
                Table III


                                                                                    
         
             Commvault Systems, Inc.




                                                                             
            
          Consolidated Statements of Cash Flows


                                                                                       
        
                (In thousands)


                                                                                        
        
                (Unaudited)




                                                                                                                                                Three Months Ended                                 Year Ended

                                                                                                                                                     March 31,                                     March 31,


                                                                                                                                           2025                          2024               2025                      2024



              
                Cash flows from operating activities



              Net income                                                                                                               $30,993                       126,120            $76,106                  $168,906



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



              Depreciation and amortization                                                                                              2,429                         1,796              9,187                     6,530



              Noncash stock-based compensation                                                                                          28,992                        22,610            113,262                    94,551



              Noncash change in fair value of equity securities                                                                          (396)                          191              (364)                       17



              Noncash change in fair value of contingent consideration                                                                   (426)                                          2,060



              Noncash impairment charges                                                                                                     -                                          2,910



              Noncash operating lease expense                                                                                            2,082                         2,439              6,408                     6,685



              Deferred income taxes                                                                                                   (17,194)                    (109,598)          (23,474)                (109,598)



              Amortization of deferred commissions cost                                                                                  9,658                         6,987             33,414                    26,531



              Changes in operating assets and liabilities:



              Trade accounts receivable, net                                                                                             3,425                       (1,049)          (62,012)                 (21,725)



              Operating lease liabilities                                                                                              (1,963)                      (2,308)           (7,136)                  (6,135)



              Other current assets and Other assets                                                                                    (9,051)                      (1,634)           (8,615)                      336



              Deferred commissions cost                                                                                               (20,316)                      (9,411)          (49,848)                 (29,952)



              Accounts payable                                                                                                             292                            87              (948)                      195



              Accrued liabilities                                                                                                       15,140                        16,146             25,235                    16,998



              Deferred revenue                                                                                                          29,749                        27,951             87,659                    50,394



              Other liabilities                                                                                                          3,541                         (342)             3,538                        65



              Net cash provided by operating activities                                                                                 76,955                        79,985            207,382                   203,798



              
                Cash flows from investing activities



              Purchase of property and equipment                                                                                         (783)                        (859)           (3,756)                  (4,086)



              Purchase of equity securities                                                                                              (545)                        (373)           (1,333)                  (1,435)



              Business combination, net of cash acquired                                                                                   598                                        (65,311)



              Net cash used in investing activities                                                                                      (730)                      (1,232)          (70,400)                  (5,521)



              
                Cash flows from financing activities



              Repurchase of common stock                                                                                              (29,821)                     (50,366)         (165,015)                (184,021)



              Proceeds from stock-based compensation plans                                                                               6,437                         5,687             17,537                    13,440



              Payment on contingent liability                                                                                            (340)                                          (340)



              Net cash used in financing activities                                                                                   (23,724)                     (44,679)         (147,818)                (170,581)



              Effects of exchange rate - changes in cash                                                                                 6,027                       (5,630)               185                   (2,720)



              Net increase (decrease) in cash and cash equivalents                                                                      58,528                        28,444           (10,651)                   24,976



              Cash and cash equivalents at beginning of period                                                                         243,575                       284,310            312,754                   287,778



              Cash and cash equivalents at end of period                                                                              $302,103                      $312,754           $302,103                  $312,754





              
                Supplemental disclosures of noncash activities



              Issuance of common stock for business combination                                                                   
     $        -    
              $            -            $4,900   
            $            -



              Operating lease liabilities arising from obtaining right-of-use assets                                                    $1,109                           $35             $5,796                    $5,528


                                                                                                                                              
             
                Table IV


                                                                        
         
                Commvault Systems, Inc.




                                                          
              
          Reconciliation of GAAP to Non-GAAP Financial Measures


                                                              
             
           (In thousands, except per share data)


                                                                          
         
                (Unaudited)






                                                                                                                                                       Three Months Ended                          Year Ended

                                                                                                                                                       March 31,                          March 31,


                                                                                                                                      2025              2024               2025         2024



     
                Non-GAAP financial measures and reconciliation:



     GAAP income from operations                                                                                                  $26,727           $18,190            $73,738      $75,355



     Noncash stock-based compensation4                                                                                             28,840            21,093            108,615       93,034



     FICA and payroll tax expense related to stock-based compensation5                                                              1,767             1,073              5,459        3,285



     Restructuring6                                                                                                                   812             4,548             10,026        4,548



     Amortization of intangible assets7                                                                                             1,176               312              3,705        1,250



     Litigation settlement8                                                                                                             -                                675



     Business combination costs9                                                                                                      201                               2,541



     Noncash impairment charges10                                                                                                       -                              2,910



     Change in contingent consideration11                                                                                           (426)                              2,060



     
                Non-GAAP income from operations                                                                                 $59,097           $45,216           $209,729     $177,472





     GAAP net income                                                                                                              $30,993          $126,120            $76,106     $168,906



     Noncash stock-based compensation4                                                                                             28,840            21,093            108,615       93,034



     FICA and payroll tax expense related to stock-based compensation5                                                              1,767             1,073              5,459        3,285



     Restructuring6                                                                                                                   812             4,548             10,026        4,548



     Amortization of intangible assets7                                                                                             1,176               312              3,705        1,250



     Litigation settlement8                                                                                                             -                                675



     Business combination costs9                                                                                                      201                               2,541



     Noncash impairment charges10                                                                                                       -                              2,910



     Change in contingent consideration11                                                                                           (426)                              2,060



     Gain on escrow payment12                                                                                                           -          (1,670)                       (1,670)



     Non-GAAP provision for income taxes adjustment13                                                                            (17,000)        (116,136)          (47,143)   (134,989)



     
                Non-GAAP net income                                                                                             $46,363           $35,340           $164,954     $134,364





     GAAP diluted earnings per share                                                                                                $0.69             $2.81              $1.68        $3.75



     Noncash stock-based compensation4                                                                                               0.64              0.47               2.40         2.06



     FICA and payroll tax expense related to stock-based compensation5                                                               0.04              0.02               0.12         0.07



     Restructuring6                                                                                                                  0.02              0.10               0.22         0.10



     Amortization of intangible assets7                                                                                              0.03              0.01               0.08         0.03



     Litigation settlement8                                                                                                             -                               0.01



     Business combination costs9                                                                                                        -                               0.06



     Noncash impairment charges10                                                                                                       -                               0.06



     Change in contingent consideration11                                                                                          (0.01)                               0.05



     Gain on escrow payment12                                                                                                           -           (0.04)                        (0.04)



     Non-GAAP provision for income taxes adjustment13                                                                              (0.38)           (2.58)            (1.03)      (2.99)



     
                Non-GAAP diluted earnings per share                                                                               $1.03             $0.79              $3.65        $2.98



     
                GAAP diluted weighted average shares outstanding                                                                 45,158            44,917             45,187       45,100




                                                                                                                                                       Three Months Ended                          Year Ended
                                                                                                                                        March 31,
                                                                                                                                                                                 March 31,


                                                                                                                                      2025              2024               2025         2024



     
                Non-GAAP free cash flow reconciliation:



     GAAP cash provided by operating activities                                                                                   $76,955           $79,985           $207,382     $203,798



     Purchase of property and equipment                                                                                             (783)            (859)           (3,756)     (4,086)



     
                Non-GAAP free cash flow                                                                                         $76,172           $79,126           $203,626     $199,712

Use of Non-GAAP Financial Measures

Commvault has provided in this press release the following non-GAAP financial measures: non-GAAP income from operations (EBIT), non-GAAP income from operations margin, non-GAAP gross margin, non-GAAP net income, non-GAAP diluted earnings per share, non-GAAP free cash flow, annualized recurring revenue (ARR), subscription ARR and SaaS ARR. This financial information has not been prepared in accordance with GAAP. Commvault uses these non-GAAP financial measures internally to understand, manage and evaluate its business and make operating decisions. Commvault believes that the use of these non-GAAP financial measures, when used as a supplement to GAAP financial measures, provides an additional tool for investors to use in evaluating ongoing operating results and trends, and in comparing its financial results with other companies in Commvault's industry, many of which present similar non-GAAP financial measures to the investment community. Commvault has also provided its revenues on a constant currency basis. Commvault analyzes revenue growth on a constant currency basis in order to provide a comparable framework for assessing how the business performed excluding the effect of foreign currency fluctuations.

All of these non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, financial information prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures, which are included in this press release.

Non-GAAP income from operations and non-GAAP income from operations margin. These non-GAAP financial measures exclude noncash stock-based compensation charges and additional Federal Insurance Contribution Act (FICA) and related payroll tax expense incurred by Commvault when employees exercise in-the-money stock options or vest in restricted stock awards. Commvault has also excluded restructuring costs, noncash amortization of intangible assets, litigation settlement, business combination costs, noncash impairment charges, changes in the estimated fair value of contingent consideration, and a gain related to a non-refundable escrow payment associated with assets held for sale from its non-GAAP results. These expenses are further discussed in Table IV. Commvault believes that these non-GAAP financial measures are useful metrics for management and investors because they compare Commvault's core operating results over multiple periods. When evaluating the performance of Commvault's operating results and developing short- and long-term plans, Commvault does not consider such expenses.

Although noncash stock-based compensation and the additional FICA and related payroll tax expenses are necessary to attract and retain employees, Commvault places its primary emphasis on stockholder dilution as compared to the accounting charges related to such equity compensation plans. Commvault believes that providing non-GAAP financial measures that exclude noncash stock-based compensation expense and the additional FICA and related payroll tax expenses incurred on stock option exercises and vesting of restricted stock awards allow investors to make meaningful comparisons between Commvault's operating results and those of other companies.

There are a number of limitations related to the use of non-GAAP income from operations and non-GAAP income from operations margin. The most significant limitation is that these non-GAAP financial measures exclude certain operating costs, primarily related to noncash stock-based compensation, which is of a recurring nature. Noncash stock-based compensation has been, and will continue to be for the foreseeable future, a significant recurring expense in Commvault's operating results. In addition, noncash stock-based compensation is an important part of Commvault's employees' compensation and can have a significant impact on their performance. The following table presents the stock-based compensation expense included in cost of revenues, sales and marketing, research and development and general and administrative ($ in thousands):


                                               Three Months Ended March 31,                 Year Ended March 31,


                                          2025           2024                  2025    2024



     Cost of revenues                  $1,324         $1,608                $5,744  $6,832



     Sales and marketing               12,599          6,796                47,627  36,630



     Research and development           6,225          5,402                24,028  21,585



     General and administrative         8,692          7,287                31,216  27,987



     Stock-based compensation expense $28,840        $21,093              $108,615 $93,034

The table above excludes stock-based compensation expense related to the Company's restructuring activities described below in Note 6.

The components that Commvault excludes in its non-GAAP financial measures may differ from the components that its peer companies exclude when they report their non-GAAP financial measures. Due to the limitations related to the use of non-GAAP measures, Commvault's management assists investors by providing a reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure. Commvault's management uses non-GAAP financial measures only in addition to, and in conjunction with, results presented in accordance with GAAP.

Non-GAAP gross margin. Commvault defines this non-GAAP financial measure as GAAP gross margin adjusted to exclude cost of revenues related to noncash stock-based compensation.

Non-GAAP net income and non-GAAP diluted earnings per share (EPS). In addition to the adjustments discussed in non-GAAP income from operations, non-GAAP net income and non-GAAP diluted EPS incorporates a non-GAAP effective tax rate of 24%. Beginning in fiscal 2025, Commvault lowered its estimated non-GAAP effective tax rate from 27% to 24%. Commvault believes that a 24% rate more closely aligns with its effective tax rate expectations over the next few years.

Commvault anticipates that in any given period its non-GAAP tax rate may be either higher or lower than the GAAP tax rate as evidenced by historical fluctuations. The GAAP tax rates in recent fiscal years were not meaningful percentages due to the dollar amount of GAAP pre-tax income. For the same reason as the GAAP tax rates, the estimated cash tax rates in recent fiscal years are not meaningful percentages. Commvault defines its cash tax rate as the total amount of cash income taxes payable for the fiscal year divided by consolidated GAAP pre-tax income. Over time, Commvault believes its GAAP and cash tax rates will align.

Commvault considers non-GAAP net income and non-GAAP diluted EPS useful metrics for Commvault management and its investors for the same basic reasons that Commvault uses non-GAAP income from operations and non-GAAP income from operations margin. In addition, the same limitations as well as management actions to compensate for such limitations described above also apply to Commvault's use of non-GAAP net income and non-GAAP diluted EPS.

Non-GAAP free cash flow. Commvault defines this non-GAAP financial measure as net cash provided by operating activities less purchases of property and equipment. Commvault considers non-GAAP free cash flow a useful metric for Commvault management and its investors in evaluating Commvault's ability to generate cash from its business operations. In addition, the same limitations as well as management actions to compensate for such limitations described above also apply to Commvault's use of non-GAAP free cash flow.

Forward-looking non-GAAP measures. In this press release, Commvault presents certain forward-looking non-GAAP metrics. Commvault cannot provide a reconciliation to the comparable GAAP metric without unreasonable efforts, as certain financial information, the probable significance of which may be material, is not available and cannot be reasonably estimated.

Notes

    1. A reconciliation of GAAP to non-GAAP results has been provided in
       Financial Statement Table IV included in this press release. An
       explanation of these measures is also included under the heading "Use of
       Non-GAAP Financial Measures."




    2. Annualized recurring revenue (ARR) is defined as the annualized recurring
       value of all active contracts at the end of a reporting period.  It
       includes the following contract types: subscription (including term
       license contracts, SaaS and utility software), maintenance contracts
       related to perpetual licenses, other extended maintenance contracts
       (enterprise support), and managed services. It excludes any element of
       the arrangement that is not expected to recur, primarily perpetual
       licenses and most professional services. Subscription ARR includes only
       term license contracts, SaaS and utility software arrangements. Contracts
       are annualized by dividing the total contract value by the number of days
       in the contract term, then multiplying by 365.ARR should be viewed
       independently of GAAP revenue, deferred revenue and unbilled revenue and
       is not intended to be combined with or to replace those items. ARR is not
       a forecast of future revenue. Management believes that reviewing this
       metric, in addition to GAAP results, helps investors and financial
       analysts understand the value of Commvault's recurring revenue streams
       presented on an annualized basis.


    3. Commvault does not provide forward-looking guidance on a GAAP basis as
       certain financial information, the probable significance of which cannot
       be determined, is not available and cannot be reasonably estimated. See
       "Use of Non-GAAP Financial Measures" for additional explanation.


    4. Represents noncash stock-based compensation charges associated with
       restricted stock units granted and our Employee Stock Purchase Plan,
       exclusive of stock-based compensation expense related to Commvault's
       restructuring activities described below in Note 6.


    5. Represents additional FICA and related payroll tax expenses incurred by
       Commvault when employees exercise in-the-money stock options or vest in
       restricted stock awards.


    6. These restructuring charges relate primarily to severance and related
       costs associated with headcount reductions and stock-based compensation
       related to modifications of existing unvested awards granted to certain
       employees impacted by our restructuring plans.


    7. Represents noncash amortization of intangible assets.


    8. During the first quarter of fiscal 2025, we entered into a settlement
       agreement resulting in a payment of approximately $1.5 million which
       resolved certain legal matters. Approximately $0.7 million was recorded
       in general and administrative expenses for the year ended March 31, 2025,
       and the remaining $0.8 million was incurred in a prior period that is not
       presented in the consolidated statements of operations.


    9. During fiscal 2025, Commvault incurred costs related to the acquisitions
       of Appranix, Inc. and Clumio, Inc., including legal, accounting and
       advisory services. Management believes, when used as a supplement to GAAP
       results, that the exclusion of these costs will help investors and
       financial analysts understand Commvault's operating results and
       underlying operational trends as compared to other periods.


    10. Represents noncash impairment charges of assets held for sale.


    11. Represents the change in the estimated fair value of the contingent
        consideration arrangement related to the acquisition of Appranix, Inc.


    12. Represents a non-refundable escrow payment received related to assets
        held for sale.
    13. The provision for income taxes is adjusted to reflect Commvault's
        estimated non-GAAP effective tax rate of 24% for fiscal 2025, and 27%
        for fiscal 2024. Beginning in fiscal 2025, Commvault lowered its
        estimated non-GAAP effective tax rate from 27% to 24%. Commvault
        believes that a 24% rate more closely aligns with its effective tax rate
        expectations over the next few years.

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SOURCE COMMVAULT