0001660134-23-000013.txt : 20230303 0001660134-23-000013.hdr.sgml : 20230303 20230303160329 ACCESSION NUMBER: 0001660134-23-000013 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 105 CONFORMED PERIOD OF REPORT: 20230131 FILED AS OF DATE: 20230303 DATE AS OF CHANGE: 20230303 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Okta, Inc. CENTRAL INDEX KEY: 0001660134 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 264175727 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38044 FILM NUMBER: 23703746 BUSINESS ADDRESS: STREET 1: 100 FIRST STREET STREET 2: SUITE 600 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 888-722-7871 MAIL ADDRESS: STREET 1: 100 FIRST STREET STREET 2: SUITE 600 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 10-K 1 okta-20230131.htm 10-K okta-20230131
false00016601342023FYhttp://fasb.org/us-gaap/2022#AccountingStandardsUpdate202006MemberP1Yhttp://fasb.org/us-gaap/2022#OtherLiabilitiesCurrenthttp://fasb.org/us-gaap/2022#OtherLiabilitiesCurrent0.02067950.00529910.004191233333300016601342022-02-012023-01-3100016601342022-07-31iso4217:USD0001660134us-gaap:CommonClassAMember2023-02-27xbrli:shares0001660134us-gaap:CommonClassBMember2023-02-2700016601342023-01-3100016601342022-01-31iso4217:USDxbrli:shares0001660134us-gaap:CommonClassAMember2023-01-310001660134us-gaap:CommonClassAMember2022-01-310001660134us-gaap:CommonClassBMember2022-01-310001660134us-gaap:CommonClassBMember2023-01-310001660134us-gaap:SubscriptionAndCirculationMember2022-02-012023-01-310001660134us-gaap:SubscriptionAndCirculationMember2021-02-012022-01-310001660134us-gaap:SubscriptionAndCirculationMember2020-02-012021-01-310001660134us-gaap:TechnologyServiceMember2022-02-012023-01-310001660134us-gaap:TechnologyServiceMember2021-02-012022-01-310001660134us-gaap:TechnologyServiceMember2020-02-012021-01-3100016601342021-02-012022-01-3100016601342020-02-012021-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2020-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2020-01-310001660134us-gaap:AdditionalPaidInCapitalMember2020-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-01-310001660134us-gaap:RetainedEarningsMember2020-01-3100016601342020-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2020-02-012021-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2020-02-012021-01-310001660134us-gaap:AdditionalPaidInCapitalMember2020-02-012021-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2020-02-012021-01-310001660134us-gaap:RetainedEarningsMember2020-02-012021-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2021-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2021-01-310001660134us-gaap:AdditionalPaidInCapitalMember2021-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-01-310001660134us-gaap:RetainedEarningsMember2021-01-3100016601342021-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2021-02-012022-01-310001660134us-gaap:AdditionalPaidInCapitalMember2021-02-012022-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2021-02-012022-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-02-012022-01-310001660134us-gaap:RetainedEarningsMember2021-02-012022-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2022-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2022-01-310001660134us-gaap:AdditionalPaidInCapitalMember2022-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-01-310001660134us-gaap:RetainedEarningsMember2022-01-310001660134us-gaap:AdditionalPaidInCapitalMembersrt:CumulativeEffectPeriodOfAdoptionAdjustmentMember2022-01-310001660134us-gaap:RetainedEarningsMembersrt:CumulativeEffectPeriodOfAdoptionAdjustmentMember2022-01-310001660134srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember2022-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2022-02-012023-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2022-02-012023-01-310001660134us-gaap:AdditionalPaidInCapitalMember2022-02-012023-01-310001660134us-gaap:CommonStockMemberokta:ConversionOfCommonStockMemberus-gaap:CommonClassAMember2022-02-012023-01-310001660134us-gaap:CommonStockMemberokta:ConversionOfCommonStockMemberus-gaap:CommonClassBMember2022-02-012023-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMemberokta:ConversionOfConvertibleDebtMember2022-02-012023-01-310001660134us-gaap:AdditionalPaidInCapitalMemberokta:ConversionOfConvertibleDebtMember2022-02-012023-01-310001660134okta:ConversionOfConvertibleDebtMember2022-02-012023-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-02-012023-01-310001660134us-gaap:RetainedEarningsMember2022-02-012023-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassAMember2023-01-310001660134us-gaap:CommonStockMemberus-gaap:CommonClassBMember2023-01-310001660134us-gaap:AdditionalPaidInCapitalMember2023-01-310001660134us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-310001660134us-gaap:RetainedEarningsMember2023-01-31okta:segment0001660134srt:MinimumMember2022-02-012023-01-310001660134srt:MaximumMember2022-02-012023-01-310001660134srt:MaximumMember2023-01-310001660134srt:MinimumMember2023-01-310001660134us-gaap:ComputerSoftwareIntangibleAssetMember2022-02-012023-01-31xbrli:pure0001660134us-gaap:RestrictedStockUnitsRSUMember2022-02-012023-01-310001660134us-gaap:ComputerEquipmentMember2022-02-012023-01-310001660134us-gaap:FurnitureAndFixturesMember2022-02-012023-01-310001660134srt:CumulativeEffectPeriodOfAdoptionAdjustedBalanceMember2022-01-310001660134srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember2022-02-012023-01-310001660134okta:Auth0Member2021-05-032021-05-030001660134us-gaap:CommonStockMemberokta:Auth0Member2021-05-032021-05-030001660134us-gaap:EmployeeStockOptionMemberokta:Auth0Member2021-05-032021-05-030001660134okta:Auth0Member2021-02-012022-01-310001660134okta:Auth0Member2021-05-030001660134okta:TownsendStreetLabsIncAtSpokeMember2021-08-022021-08-020001660134okta:TownsendStreetLabsIncAtSpokeMemberus-gaap:DevelopedTechnologyRightsMember2021-08-022021-08-020001660134okta:TownsendStreetLabsIncAtSpokeMember2021-08-020001660134okta:TownsendStreetLabsIncAtSpokeMember2021-02-012022-01-310001660134us-gaap:MoneyMarketFundsMemberus-gaap:CashAndCashEquivalentsMember2023-01-310001660134us-gaap:CashAndCashEquivalentsMember2023-01-310001660134us-gaap:ShortTermInvestmentsMemberus-gaap:USTreasurySecuritiesMember2023-01-310001660134us-gaap:ShortTermInvestmentsMemberus-gaap:CorporateDebtSecuritiesMember2023-01-310001660134us-gaap:ShortTermInvestmentsMember2023-01-310001660134us-gaap:MoneyMarketFundsMemberus-gaap:CashAndCashEquivalentsMember2022-01-310001660134us-gaap:CashAndCashEquivalentsMember2022-01-310001660134us-gaap:ShortTermInvestmentsMemberus-gaap:USTreasurySecuritiesMember2022-01-310001660134us-gaap:ShortTermInvestmentsMemberus-gaap:CorporateDebtSecuritiesMember2022-01-310001660134us-gaap:ShortTermInvestmentsMember2022-01-310001660134us-gaap:USTreasurySecuritiesMember2023-01-310001660134us-gaap:CorporateDebtSecuritiesMember2023-01-31okta:investment0001660134us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:MoneyMarketFundsMember2023-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Memberus-gaap:MoneyMarketFundsMember2023-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:MoneyMarketFundsMemberus-gaap:FairValueInputsLevel3Member2023-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:MoneyMarketFundsMember2023-01-310001660134us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2023-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2023-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2023-01-310001660134us-gaap:FairValueMeasurementsRecurringMember2023-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2023-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2023-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2023-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueMeasurementsRecurringMember2023-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2023-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2023-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2023-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueMeasurementsRecurringMember2023-01-310001660134us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:MoneyMarketFundsMember2022-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Memberus-gaap:MoneyMarketFundsMember2022-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:MoneyMarketFundsMemberus-gaap:FairValueInputsLevel3Member2022-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:MoneyMarketFundsMember2022-01-310001660134us-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2022-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2022-01-310001660134us-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2022-01-310001660134us-gaap:FairValueMeasurementsRecurringMember2022-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2022-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2022-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2022-01-310001660134us-gaap:USTreasurySecuritiesMemberus-gaap:FairValueMeasurementsRecurringMember2022-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueInputsLevel1Memberus-gaap:FairValueMeasurementsRecurringMember2022-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel2Member2022-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueMeasurementsRecurringMemberus-gaap:FairValueInputsLevel3Member2022-01-310001660134us-gaap:CorporateDebtSecuritiesMemberus-gaap:FairValueMeasurementsRecurringMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:CarryingReportedAmountFairValueDisclosureMemberus-gaap:SeniorNotesMember2023-01-310001660134us-gaap:EstimateOfFairValueFairValueDisclosureMemberokta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2023-01-310001660134us-gaap:CarryingReportedAmountFairValueDisclosureMemberokta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2023-01-310001660134us-gaap:EstimateOfFairValueFairValueDisclosureMemberokta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2023-01-310001660134us-gaap:ComputerSoftwareIntangibleAssetMember2023-01-310001660134us-gaap:DevelopedTechnologyRightsMember2023-01-310001660134us-gaap:CustomerRelationshipsMember2023-01-310001660134us-gaap:TradeNamesMember2023-01-310001660134us-gaap:LicensingAgreementsMember2023-01-310001660134us-gaap:ComputerSoftwareIntangibleAssetMember2022-01-310001660134us-gaap:DevelopedTechnologyRightsMember2022-01-310001660134us-gaap:CustomerRelationshipsMember2022-01-310001660134us-gaap:TradeNamesMember2022-01-310001660134us-gaap:DevelopedTechnologyRightsMember2022-02-012023-01-310001660134us-gaap:DevelopedTechnologyRightsMember2021-02-012022-01-310001660134us-gaap:CustomerRelationshipsMember2022-02-012023-01-310001660134us-gaap:CustomerRelationshipsMember2021-02-012022-01-310001660134us-gaap:TradeNamesMember2022-02-012023-01-310001660134us-gaap:TradeNamesMember2021-02-012022-01-310001660134us-gaap:ComputerEquipmentMember2023-01-310001660134us-gaap:ComputerEquipmentMember2022-01-310001660134us-gaap:FurnitureAndFixturesMember2023-01-310001660134us-gaap:FurnitureAndFixturesMember2022-01-310001660134us-gaap:LeaseholdImprovementsMember2023-01-310001660134us-gaap:LeaseholdImprovementsMember2022-01-3100016601342023-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:SeniorNotesMember2018-02-280001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:SeniorNotesMember2023-01-310001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:CommonClassAMemberus-gaap:SeniorNotesMember2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:SeniorNotesMember2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:SeniorNotesMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:SeniorNotesMember2021-01-310001660134okta:ConvertibleSeniorNotesDue2023Memberus-gaap:AdditionalPaidInCapitalMemberus-gaap:SeniorNotesMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2023Member2023-01-310001660134okta:ConvertibleSeniorNotesDue2023Member2022-02-012023-01-31okta:tradingDay0001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2020-03-010001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2023-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2021-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2021-02-012022-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2020-02-012021-01-310001660134us-gaap:AdditionalPaidInCapitalMemberokta:ConvertibleSeniorNotesDue2025Memberus-gaap:SeniorNotesMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2025Memberus-gaap:ConvertibleDebtSecuritiesMember2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2025Member2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2023-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2026Member2022-02-012023-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2021-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2021-02-012022-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2020-02-012021-01-310001660134us-gaap:AdditionalPaidInCapitalMemberokta:ConvertibleSeniorNotesDue2026Memberus-gaap:SeniorNotesMember2022-01-310001660134okta:ConvertibleSeniorNotesDue2026Memberus-gaap:ConvertibleDebtSecuritiesMember2022-02-012023-01-310001660134okta:SanFranciscoTenYearLeaseMember2023-01-31okta:renewalOption0001660134us-gaap:LetterOfCreditMember2023-01-310001660134us-gaap:LetterOfCreditMember2022-01-310001660134okta:DerivativeLawsuitMember2022-11-282022-12-13okta:plaintiff0001660134us-gaap:CommonClassAMember2022-02-012023-01-31okta:vote0001660134us-gaap:CommonClassBMember2022-02-012023-01-310001660134okta:StockOptionsAndRestrictedStockUnitsMember2023-01-310001660134us-gaap:EmployeeStockMember2023-01-310001660134us-gaap:ContributionOfNonmonetaryAssetsToCharitableOrganizationMemberus-gaap:CommonClassAMember2022-02-012023-01-310001660134us-gaap:ContributionOfNonmonetaryAssetsToCharitableOrganizationMemberus-gaap:CommonClassAMember2021-02-012022-01-310001660134us-gaap:ContributionOfNonmonetaryAssetsToCharitableOrganizationMemberus-gaap:CommonClassAMember2020-02-012021-01-31okta:numberOfIncentivePlan0001660134okta:A2017EquityIncentivePlanMemberus-gaap:CommonClassAMember2023-01-310001660134okta:A2017EquityIncentivePlanMemberus-gaap:CommonClassBMember2023-01-310001660134us-gaap:EmployeeStockOptionMember2022-02-012023-01-310001660134us-gaap:EmployeeStockOptionMember2021-02-012022-01-310001660134us-gaap:EmployeeStockOptionMember2020-02-012021-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2021-02-012022-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2020-02-012021-01-310001660134us-gaap:EmployeeStockMember2022-02-012023-01-310001660134us-gaap:EmployeeStockMember2021-02-012022-01-310001660134us-gaap:EmployeeStockMember2020-02-012021-01-310001660134us-gaap:RestrictedStockMember2022-02-012023-01-310001660134us-gaap:RestrictedStockMember2021-02-012022-01-310001660134us-gaap:RestrictedStockMember2020-02-012021-01-310001660134okta:CostofServicesLicensesandServicesMember2022-02-012023-01-310001660134okta:CostofServicesLicensesandServicesMember2021-02-012022-01-310001660134okta:CostofServicesLicensesandServicesMember2020-02-012021-01-310001660134okta:TechnologyServicesCostsMember2022-02-012023-01-310001660134okta:TechnologyServicesCostsMember2021-02-012022-01-310001660134okta:TechnologyServicesCostsMember2020-02-012021-01-310001660134us-gaap:ResearchAndDevelopmentExpenseMember2022-02-012023-01-310001660134us-gaap:ResearchAndDevelopmentExpenseMember2021-02-012022-01-310001660134us-gaap:ResearchAndDevelopmentExpenseMember2020-02-012021-01-310001660134us-gaap:SellingAndMarketingExpenseMember2022-02-012023-01-310001660134us-gaap:SellingAndMarketingExpenseMember2021-02-012022-01-310001660134us-gaap:SellingAndMarketingExpenseMember2020-02-012021-01-310001660134us-gaap:GeneralAndAdministrativeExpenseMember2022-02-012023-01-310001660134us-gaap:GeneralAndAdministrativeExpenseMember2021-02-012022-01-310001660134us-gaap:GeneralAndAdministrativeExpenseMember2020-02-012021-01-310001660134us-gaap:ShareBasedCompensationAwardTrancheOneMemberus-gaap:EmployeeStockOptionMember2022-02-012023-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2022-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2023-01-310001660134okta:MarketBasedRSUsMember2022-03-012022-03-310001660134srt:MinimumMemberokta:MarketBasedRSUsMember2022-03-012022-03-310001660134srt:MaximumMemberokta:MarketBasedRSUsMember2022-03-012022-03-310001660134okta:Auth0AndAtSpokeMemberus-gaap:RestrictedStockMember2022-02-012023-01-310001660134okta:Auth0AndAtSpokeMemberus-gaap:RestrictedStockMember2023-01-31okta:offering_period0001660134srt:MinimumMemberus-gaap:EmployeeStockMember2022-02-012023-01-310001660134srt:MaximumMemberus-gaap:EmployeeStockMember2022-02-012023-01-310001660134srt:MinimumMemberus-gaap:EmployeeStockMember2021-02-012022-01-310001660134srt:MaximumMemberus-gaap:EmployeeStockMember2021-02-012022-01-310001660134srt:MinimumMemberus-gaap:EmployeeStockMember2020-02-012021-01-310001660134srt:MaximumMemberus-gaap:EmployeeStockMember2020-02-012021-01-310001660134us-gaap:EmployeeStockMember2022-01-310001660134us-gaap:ShareBasedCompensationAwardTrancheOneMemberokta:MarketBasedRSUsMember2022-03-012022-03-310001660134okta:MarketBasedRSUsMemberus-gaap:ShareBasedCompensationAwardTrancheTwoMember2022-03-012022-03-310001660134us-gaap:ShareBasedCompensationAwardTrancheThreeMemberokta:MarketBasedRSUsMember2022-03-012022-03-310001660134us-gaap:DomesticCountryMember2023-01-310001660134us-gaap:StateAndLocalJurisdictionMember2023-01-310001660134country:GB2023-01-310001660134us-gaap:ResearchMemberus-gaap:DomesticCountryMember2023-01-310001660134us-gaap:ResearchMemberus-gaap:StateAndLocalJurisdictionMember2023-01-310001660134us-gaap:CommonClassAMember2021-02-012022-01-310001660134us-gaap:CommonClassBMember2021-02-012022-01-310001660134us-gaap:CommonClassAMember2020-02-012021-01-310001660134us-gaap:CommonClassBMember2020-02-012021-01-310001660134us-gaap:EmployeeStockOptionMember2022-02-012023-01-310001660134us-gaap:EmployeeStockOptionMember2021-02-012022-01-310001660134us-gaap:EmployeeStockOptionMember2020-02-012021-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2022-02-012023-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2021-02-012022-01-310001660134us-gaap:RestrictedStockUnitsRSUMember2020-02-012021-01-310001660134okta:MarketBasedRSUsMember2022-02-012023-01-310001660134okta:MarketBasedRSUsMember2021-02-012022-01-310001660134okta:MarketBasedRSUsMember2020-02-012021-01-310001660134us-gaap:RestrictedStockMember2022-02-012023-01-310001660134us-gaap:RestrictedStockMember2021-02-012022-01-310001660134us-gaap:RestrictedStockMember2020-02-012021-01-310001660134us-gaap:EmployeeStockMember2022-02-012023-01-310001660134us-gaap:EmployeeStockMember2021-02-012022-01-310001660134us-gaap:EmployeeStockMember2020-02-012021-01-310001660134us-gaap:ConvertibleDebtSecuritiesMember2022-02-012023-01-310001660134us-gaap:ConvertibleDebtSecuritiesMember2021-02-012022-01-310001660134us-gaap:ConvertibleDebtSecuritiesMember2020-02-012021-01-310001660134okta:A2023ConvertibleSeniorNotesMember2022-02-012023-01-310001660134okta:A2023ConvertibleSeniorNotesMember2021-02-012022-01-310001660134okta:A2023ConvertibleSeniorNotesMember2020-02-012021-01-310001660134okta:SharesRelatedto2025ConvertibleSeniorNotesMember2022-02-012023-01-310001660134okta:SharesRelatedto2025ConvertibleSeniorNotesMember2021-02-012022-01-310001660134okta:SharesRelatedto2025ConvertibleSeniorNotesMember2020-02-012021-01-310001660134okta:SharesRelatedTo2026ConvertibleSeniorNotesMember2022-02-012023-01-310001660134okta:SharesRelatedTo2026ConvertibleSeniorNotesMember2021-02-012022-01-310001660134okta:SharesRelatedTo2026ConvertibleSeniorNotesMember2020-02-012021-01-310001660134okta:A2023RestructuringPlanMember2022-11-012023-01-31okta:employee0001660134okta:A2023RestructuringPlanMember2023-01-310001660134okta:A2023RestructuringPlanMember2022-02-012023-01-310001660134us-gaap:EmployeeSeveranceMemberokta:A2023RestructuringPlanMember2022-01-310001660134us-gaap:EmployeeSeveranceMemberokta:A2023RestructuringPlanMember2022-02-012023-01-310001660134us-gaap:EmployeeSeveranceMemberokta:A2023RestructuringPlanMember2023-01-310001660134country:US2022-02-012023-01-310001660134country:US2021-02-012022-01-310001660134country:US2020-02-012021-01-310001660134us-gaap:NonUsMember2022-02-012023-01-310001660134us-gaap:NonUsMember2021-02-012022-01-310001660134us-gaap:NonUsMember2020-02-012021-01-31


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended January 31, 2023
or
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to             
Commission File Number: 001-38044
Okta, Inc.
(Exact name of Registrant as specified in its charter)
Delaware
100 First Street, Suite 600
26-4175727
(State or Other Jurisdiction of
Incorporation or Organization)
San Francisco
(I.R.S. Employer
Identification Number)
California
94105
(Address of Principal executive offices)
Registrant’s telephone number, including area code: (888) 722-7871
___________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
(Title of each class)Trading Symbol(s)(Name of each exchange on which registered)
Class A common stock, par value $0.0001 per share
OKTA
The Nasdaq Stock Market LLC
Securities registered pursuant to Section 12(g) of the Act: None
___________________________________________________
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐
  No  ☒
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).    Yes  ☒    No  ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the Registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the Registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  ☐
    No  ☒
The aggregate market value of the stock of the Registrant as of July 31, 2022 (based on a closing price of $98.45 per share) held by non-affiliates was approximately $14.9 billion. As of February 27, 2023, there were 153,987,922 shares of the Registrant’s Class A Common Stock and 7,299,891 shares of the Registrant's Class B Common Stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant's definitive Proxy Statement relating to the 2023 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended January 31, 2023.



Okta, Inc.
Form 10-K
For the Fiscal Year Ended January 31, 2023
TABLE OF CONTENTS
Page
Part I
Item 1A.
Part II
Item 6.Removed and Reserved
Part III
Part IV



Special Note Regarding Forward-Looking Statements 
This Annual Report on Form 10-K 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 our financial outlook, product development, business strategy, plans, market trends, opportunities and positioning. These forward-looking statements are made as of the date they were first issued and were based on current expectations, estimates, forecasts and projections as well as the beliefs and assumptions of management. Words such as “expect,” “anticipate,” “should,” “believe,” “hope,” “target,” “project,” “goals,” “estimate,” “potential,” “predict,” “may,” “will,” “might,” “could,” “intend,” “shall” and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements, although not all forward-looking statements include these identifying words. The forward-looking statements are contained principally in “Management’s Discussion and Analysis of Financial Condition and Result of Operations” and “Risk Factors."
Forward-looking statements contained in this Annual Report on Form 10-K include, but are not limited to, statements about:
•our future financial performance, including our revenue, costs of revenue, gross profits, margins and operating expenses;
•the impact of general economic, business and market conditions, including general economic downturn or recession, market volatility, and the inflation and interest rate environment;
•trends in our key business metrics;
•our growth strategy and ability to compete;
•the sufficiency of our cash and cash equivalents, investments and cash provided by sales of our products and services to meet our liquidity needs;
•market or other opportunities arising from business combinations;
•our ability to maintain the security and availability of our internal networks and platform;
•our ability to increase our number of customers;
•our ability to sell additional products to and retain our existing customers;
•our ability to successfully expand in our existing markets and into new markets;
•our ability to effectively manage our growth and future expenses;
•our ability to expand our network of channel partners;
•our ability to form and expand partnerships with independent software vendors and system integrators;
•our ability to introduce new products, enhance existing products and address new use cases;
•our ability to add new integration partners;
•our ability to grow our international business;
•the impact of the global COVID-19 pandemic on our business and operations;
•our ability to maintain, protect and enhance our intellectual property;
•our ability to comply with modified or new laws and regulations applying to our business;
•the attraction and retention of qualified employees and key personnel;
•our anticipated investments in sales and marketing and research and development;
•our ability to comply with modified or new laws and regulations applying to our business, including GDPR (as defined below), and other privacy regulations that may be implemented in the future;
•the impact of recent accounting pronouncements on our financial statements;
•our ability to successfully defend litigation brought against us; and
•our ability to successfully integrate and realize the benefits of strategic acquisitions or investments, including our acquisition of Auth0, Inc. ("Auth0").
Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond our control. Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in “Risk Factors” in this Annual Report on Form 10-K as well as other documents that may be filed by us from time to time with the Securities and Exchange Commission. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may


cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this Annual Report on Form 10-K may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.
You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, except as required by law, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. We undertake no obligation to update publicly any forward-looking statements for any reason after the date of this Annual Report on Form 10-K to conform these statements to actual results or to changes in our expectations.


Part I
Item 1. Business
Overview
Okta is the leading independent identity provider. Our vision is to free everyone to safely use any technology, and we believe identity is the key to making that happen. Our mission is to bring simple and secure digital access to people and organizations everywhere. Our Workforce Identity and Customer Identity Clouds are powered by our category-defining Okta Identity Platform that enables our customers to securely connect the right people to the right technologies and services at the right time.
Our Workforce Identity and Customer Identity Clouds help organizations effectively harness the power of cloud, mobile and web technologies by securing users and connecting them with the applications and technology they use. Every day, thousands of organizations and millions of people use Okta to securely access a wide range of cloud, mobile, web and Software-as-a-Service ("SaaS") applications, on-premises servers, application programming interfaces ("APIs"), IT infrastructure providers and services from a multitude of devices. Employees and contractors sign into the Workforce Identity Cloud to seamlessly and securely access the applications they need to do their most important work. Developers leverage our Customer Identity and Workforce Identity Clouds to securely and efficiently embed identity into the software they build, allowing them to innovate and focus on their core mission. Organizations use our platform to collaborate with their partners, and to provide their customers with more modern and secure experiences in the cloud and via mobile devices. As we add new customers, users, developers and integrations to our platform, our business, customers, partners and users benefit from powerful network effects that increase the value and security of our Workforce Identity and Customer Identity Clouds.
The acceleration of digital transformations, cloud adoption and evolving security threat landscape and changing consumer expectations to simple, secure digital experiences are driving a shift in how organizations manage consumer identities on the internet. Organizations are building secure consumer-facing applications and are turning to identity to optimize seamless and private user experiences. Our approach provides organizations with the scale, interoperability, efficiency and security they need to build customer-facing applications.
Given the growth trends in the number of applications and cloud adoption, and the movement to remote workforces, identity is becoming the most critical layer of an organization’s security. As organizations shift from network-based security models to a Zero Trust security model focusing on adaptive and context-aware controls, identity has become the most reliable way to manage user access and protect digital assets. Our approach to identity allows our customers to simplify and efficiently scale their security infrastructures across internal IT systems and external customer-facing applications.
As of January 31, 2023, more than 17,600 customers across nearly every industry used Okta to secure and manage identities around the world. Our customers consist of leading global organizations ranging from the largest enterprises, to small- and medium-sized businesses, universities, non-profits and government agencies. We partner with leading application, infrastructure and security vendors, such as Amazon Web Services ("AWS"), CrowdStrike, Google, LexisNexis Risk Solutions, Microsoft, Netskope, Palo Alto Networks, Plaid, Proofpoint, Salesforce, ServiceNow, VMware, Workday, Yubico and Zscaler. We had over 7,000 integrations with cloud, mobile and web applications and IT infrastructure providers as of January 31, 2023, which while not directly correlated to revenue, shows the breadth and acceptance of our platform.
We employ a SaaS business model and generate revenue primarily by selling multi-year subscriptions to our cloud-based offerings. We focus on acquiring and retaining our customers and increasing their spending with us through expanding the number of users who access our Workforce Identity and Customer Identity Clouds and up-selling additional products. We sell our products directly through our field and inside sales teams, as well as indirectly through our network of channel partners, including resellers, system integrators and other distribution partners.
5

The Okta Identity Platform
Okta is an independent and neutral cloud-based identity solution that allows our customers to integrate with nearly any application, service or cloud that they choose through our secure, reliable and scalable platform and cloud infrastructure. Our technological neutrality allows our customers to easily adopt the best technologies, and our Okta Identity Platform is designed to securely connect users to the technology that they choose. Our Workforce Identity and Customer Identity Clouds are underpinned by Okta Platform Services which are the foundational platform components that power our product features. We prioritize the compatibility of our platform with public clouds, on-premises infrastructures and hybrid clouds.
The Okta Identity Platform is used by organizations in two distinct and powerful ways. Our customers use it to manage and secure their employees, contractors and partners, which we refer to as workforce identity as supported by our Workforce Identity Cloud. Our customers also use it to enable, manage and secure the identities of their own customers via the powerful APIs we have developed, which we refer to as customer identity as supported by our Customer Identity Cloud.
Workforce Identity Cloud
The Workforce Identity Cloud simplifies the way an organization’s employees, contractors and partners connect to its applications and data from any device, while increasing efficiency and keeping IT environments secure. The Workforce Identity Cloud can be used as the central system for an organization’s connectivity, access, authentication and identity lifecycle management needs spanning all of its users, technology and applications. Our customers use the Workforce Identity Cloud to secure their workforces, to create solutions that make their partner networks more collaborative, and to provide more seamless and secure experiences for their end users, which combined with our open approach, enables our customers to future-proof their environments. We enable our customers to easily deploy, manage and secure applications and devices, and to provision and support users across their IT environments, with a simple, intuitive, consumer-like user experience. Once deployed, we enable administrators to enforce contextual access management decisions based on conditions such as user identity, device, location, application identity, IP reputation and time of day.
We enable organizations to provide their workforces with immediate and secure access to every application they need from any device they use, without requiring multiple credentials, which significantly enhances user connectivity and productivity. We offer our customers an additional security layer through our Adaptive Multi-Factor Authentication product. Our Universal Directory product also serves as a system of record to help our customers organize, customize and manage their users. Our Lifecycle Management product enables customers to manage users’ access privileges through their entire lifecycle with a no-code approach that improves administrative efficiency and productivity. Okta Identity Governance, our unified identity access management and identity governance solution, helps our customers improve their security and compliance posture while mitigating modern security risks and increasing efficiency. Our Advanced Server Access product is designed to significantly improve our customers’ ability to secure access to cloud-based and on-premises servers, while Access Gateway enables our customers to extend the Workforce Identity Cloud to their existing on-premises applications. The Workforce Identity Cloud enables our customers to automate access across their growing ecosystem of employees, contractors and partners, increasing collaboration across their workforces.
Customer Identity Cloud
The Customer Identity Cloud enables organizations to transform their own customers’ experiences by empowering development teams to rapidly and securely build customer-facing cloud, mobile or web applications. Our Customer Identity Cloud primarily supports consumer and SaaS applications. It empowers application builders to innovate faster by removing the complexity from identity and making it simple, extensible and customizable. We enable organizations to integrate our powerful identity platform into their cloud, web and mobile applications. This makes it easier for them to authenticate, manage, scale and secure their applications through comprehensive APIs, software development kits and extensive developer community tools, enabling rapid time to market for the business. Organizations are able to streamline user experience and improve security across all their applications, leading to increased customer acquisition, retention and loyalty.
Platform Services
In order to enable customers and partners to address a wide range of identity use cases, we have built a set of modular components, called Okta Platform Services, which can be combined to build new features and tailored experiences faster. Okta Platform Services are available in Okta packaged products through APIs and software
6

development kits. Okta Platform Services can be used across both workforce and customer identity use cases. We expect to use Okta Platform Services to continue to enable new and expanded use cases and enable customers or third-party developers to build their own solutions based on an industry use case or unique customer need. Okta Platform Services include Okta’s Identity Engine, Workflows, Devices, Directories, Integrations and Insights.
Growth Strategy
Key elements of our growth strategy are to:
Execute with Our Platform
•Drive New Customer Growth.  To increase our market share, we intend to continue to grow our customer base using a land-and-expand sales model, with a focus on key markets by size of customers, as well as key verticals, including highly-regulated sectors.
•Deepen Relationships Within Our Existing Customer Base.  We strive to further increase revenue from our existing customers by cross-selling and up-selling additional and new products. We also believe we can expand our footprint by focusing on current customers that have deployed our Workforce Identity Cloud for workforce identity, and expanding those customers’ use of our Customer Identity Cloud for customer identity, or vice versa.
•Leverage Partner Ecosystem. We also plan to further leverage the sales efforts of resellers, system integrators and other distribution partners, and to increase the contribution we receive from these channel partners.
•Expand Our International Footprint.  With 22% of our revenue generated outside of the United States in fiscal 2023, and our international revenue growing 53% from fiscal 2022 to fiscal 2023, we believe there is significant opportunity to continue to grow our international business. We believe global demand for our products will continue to be a long-term opportunity as organizations outside the United States fully embrace the transition to cloud computing, and larger international organizations take advantage of technology consolidation within their global locations.
Increase Our Opportunities
•Innovate and Extend Our Platform with New Products.  We intend to continue making significant investments in research and development, hiring top technical talent and maintaining an agile organization. In addition, we intend to selectively pursue acquisitions and strategic investments in businesses and technologies to extend our platform. By continuing to innovate, introduce new products and extend our platform, we believe that we can offer increasing value to our existing and potential customers.
•Extend Our Accessible Market with New Use Cases. As technology and our customers’ needs evolve, we plan to use our platform to help our customers address new challenges, regulatory requirements and use cases.
•Leverage Our Integrations.  The Okta Integration Network is an extensive ecosystem, which includes over 7,000 integrations with cloud, mobile and web applications and IT infrastructure providers. We plan to maintain these integrations as well as add new ones to enrich our user experience and expand our customer base. We view our investment in these partnerships as a force multiplier that enables us to build and promote complementary capabilities that benefit our customers.
•Expand our Developer Ecosystem. We want to empower every application developer to use our platform to securely integrate identity into any application. We believe that our Okta Identity Platform enables developers to focus their time and attention on innovating within their core application capabilities while relying on our platform for their identity related requirements, leading to more secure and convenient experiences for their own customers.
•Leverage Our Unique Data Assets with Powerful Analytics. Our position at the intersection of people, devices, applications and infrastructure gives us unique access to powerful data, and the opportunity to provide differentiated insights based on that data, as well as predictive capabilities based on that data to help keep customers more secure. We expect the value of our analytics to our customer base will increase as customers continue to connect more devices, applications and users to their networks and as we add
7

more customers. We also expect that our analytics ability will enable our customers to use our data and third-party data from our partners, to help customers make more informed and secure access decisions. We do not currently derive direct revenue from our unique data assets, but we may explore opportunities for monetization in the future.
•Mergers and Acquisitions and Investments. From time to time, we evaluate opportunities to acquire or invest in emerging and adjacent technologies to complement our organic investments and improve our products, services and customers’ experiences. We will continue to use these types of strategic levers as opportunities arise.
Our Products
Okta's suite of products and services is used to manage and secure identities. Most of our products can be used for both customer identity and for workforce identity use cases and we are continuously enhancing our products and services. Our workforce identity products are consumed through web and mobile interfaces, and provide simple ways for IT organizations to manage identities for their employees, contractors and partners. For customer identity, our APIs are also used by developers to embed Okta identity functionality into their own customer-facing mobile or web applications. We continuously improve our Workforce Identity and Customer Identity Clouds through the release and development of additional products, features and services.
Workforce Identity Products
•Universal Directory.  Universal Directory provides a centralized, cloud-based system of record to store and secure user, application and device profiles for an organization. Users and profiles stored in the directory can be used with our Single Sign-On product to manage passwords and authentication, or can be used by developers to store and authenticate the users of their applications. When used for workforce identity, Universal Directory becomes a customer’s system of record for all of its employees, contractors and partners. When used for customer identity, Universal Directory becomes a customer's secure system of record for management of all of its users.
•Single Sign-On.  When used to manage and secure identities for a customer’s workforce, Single Sign-On enables users to access all of their applications, whether in the cloud or on-premise, from any device, with a single entry of their user credentials. We combine secure access, modern protocols, flexible policies and a consumer-like user experience to permit organizations to easily allow customers or partners to sign in to their applications with their existing identity information. Single Sign-On also enables built-in reporting and analytics that provide real-time search functionalities across users, devices, applications and the associated access and usage activity. When used for customer identity, Single Sign-On enables secure authentication for applications by external customers.
•Adaptive Multi-Factor Authentication.  Adaptive Multi-Factor Authentication is a comprehensive, but simple-to-use, product that provides an additional layer of security for an organization’s cloud, mobile and web applications and data. We offer an intelligent approach to security, built on contextual data. Adaptive Multi-Factor Authentication includes a policy framework that is integrated with a broad set of cloud and on-premises applications and network infrastructures. It offers adaptive, risk-based authentication that leverages data intelligence from across the Okta network of thousands of organizations.
•Lifecycle Management.  Lifecycle Management enables IT organizations or developers to manage a user's identity throughout its entire lifecycle. It automates IT processes and ensures user accounts are created and deactivated at the appropriate times, including the workflow and policies needed to power those processes. With Lifecycle Management, organizations can securely manage the entire identity lifecycle, from on-boarding to off-boarding, and ensure compliance requirements are met as user roles evolve and access levels change.
•API Access Management.  API Access Management enables organizations to secure APIs as systems connect to each other. Access to these APIs is managed based on the user, which enables organizations to centrally maintain one set of permissions for any employee, partner or customer across every point of access. API Access Management reduces development time, boosts security, helps in achieving compliance and enables seamless end user experiences by providing a unified portable service for authorizing secure and always available access to any API.
8

•Access Gateway.  Access Gateway enables organizations to extend the Workforce Identity Cloud, which is a cloud native platform, from the cloud to their existing on-premises applications, so that they can harness the benefits of Okta to manage all of their critical systems, whether in the cloud, on-premises or hybrid. Extending the benefits of the Workforce Identity Cloud to hybrid IT environments delivers a single point of management for our customers’ administrators and a single location from which end users can access their critical applications.
•Advanced Server Access.  Advanced Server Access offers continuous, contextual access management to secure cloud infrastructure. Organizations can continuously manage and secure access to on-premises Windows and Linux servers and across leading Infrastructure-as-a-Service vendors, including Amazon Web Services, Google Cloud Platform and Microsoft Azure. Advanced Server Access enables our customers to centralize access controls in a seamless manner to better mitigate the risk of credential theft, reuse, sprawl and abandoned administrative accounts.
•Okta Identity Governance. Okta Identity Governance, also referred to as "IGA," provides a unified identity access management and identity governance solution focused on improving an organization’s security and compliance posture, helping customers to mitigate everyday security risks and improve IT efficiency. Okta Identity Governance includes governance capabilities relating to access requests, access certifications and access reporting. Through these capabilities, Okta Identity Governance simplifies and automates the process of requesting and approving access to applications and resources.
Customer Identity Products
•Universal Login. Universal Login is a standards-based login infrastructure with centralized feature management and configuration for websites and applications that can be integrated with a wide range of social providers, enterprise login services and customer-provided databases. Universal Login enables our customers to provide a consistent login experience across many different applications and devices.
•Attack Protection. Attack Protection is a suite of security capabilities that protect our customers from different types of malicious traffic, including bots, breached passwords, suspicious IP addresses and brute force attacks. Attack Protection enables our customers to minimize risks associated with the ever-growing volume of identity-targeted attacks.
•Adaptive Multi-Factor Authentication. Simple-to-use and adaptable Multi-Factor Authentication that minimizes friction to end users. When using Adaptive Multi-Factor Authentication, our customers leverage risk-assessment algorithms that present Multi-Factor Authentication challenges only to select authentication attempts that require additional validation.
•Passwordless. Passwordless authentication enables users to login without a password and supports a variety of different login methods, including advanced device biometrics.
•Machine to Machine. Machine to Machine provides standards-based authentication and authorization with non-interactive devices and applications.
•Private Cloud. Private Cloud is a deployment option that allows our customers to run a dedicated cloud instance of the Customer Identity Cloud. Private Cloud capability supports multiple cloud providers.
•Organizations. Organizations enable our customers to support a large number of partners or customers of their own with independent configurations, login experiences and security options.
•Actions and Extensibility. Actions and Extensibility allows our customers to visually drag and drop Actions to build custom identity flows that address their unique requirements.
•Enterprise Connections. Enterprise Connections enable Enterprise Federation using pre-built integrations with commonly used Enterprise Identity Systems.
By focusing on identity, the one constant in an ever-changing technology and threat landscape, we provide our customers with a solution to solve their IT and security challenges, facilitate their adoption of a Zero Trust security model and enable their digital transformation.
9

Our Technology
We focus on engineering an intuitive, but comprehensive, platform to solve complex problems. Our cloud architecture is multi-tenant, encrypted and third-party validated. Our service also allows us to integrate into our customers’ on-premises components and hybrid configurations.
Okta Identity Platform with Differentiated Administration, User and Developer Experience
Okta provides one common platform and user interface framework supporting our Workforce Identity and Customer Identity Clouds, offering administrators and users a consistent, easy-to-use, consumer-like experience across our products. Our technology integrates with industry-leading browsers and mobile applications to provide seamless access to nearly any web or native mobile application. We also heavily leverage operating system management and security technologies across desktops, laptops and mobile devices to provide a transparent, but secure experience for users across a range of devices. These integrations allow us to seamlessly deliver connectivity use cases that previously required significant custom development to achieve.
Robust Security
Security is a mission-critical issue for Okta and for our customers. Our approach to security spans day-to-day operational practices from the design and development of our software to how customer data is segmented and secured within our multi-tenant platform. We ensure that access to our platform is securely delegated across an organization. Okta's source code is updated weekly, and there are audited and verifiable security checkpoints to ensure source code fidelity and continuous security review. We have attained multiple SOC 2 Type II Attestations, CSA Star Level 2 Attestation, ISO/IEC 27001:2013, ISO/IEC 27018:2019 and Health Insurance Portability and Accountability Act ("HIPAA") certifications and multiple agency Federal Risk and Authorization Management Program ("FedRAMP") Moderate Authorities to Operate. We also support FIPS 140-2 encryption requirements.
Scalability and Uptime
Our technical operations and engineering teams are designed around the concept of an always-on, highly redundant and available platform that we can upgrade without customer disruption. Our products and architecture were built entirely in and for the cloud with availability and scalability at the center of the design and were built to be agnostic with respect to the underlying infrastructure. Our maintenance windows do not require any downtime.
Okta's proprietary cell architecture includes redundant, active-active availability zones with cross-continental disaster recovery centers, real-time database replication and geo-distributed storage. If one of our systems goes down, another is quickly promoted. Our architecture is designed to scale both vertically by increasing the size of the application tiers and horizontally by adding new geo-distributed cells.
Our Workforce Identity and Customer Identity Clouds are monitored not only at the infrastructure level but also at the application and third-party integration level. Synthetic transaction monitoring allows our technical operations team to detect and resolve issues proactively.
Okta Integration Network and Auth0 Marketplace
The Okta Integration Network contains over 7,000 integrations with cloud, mobile and web applications, IoT devices and IT infrastructure providers, including Amazon Web Services, Atlassian, DocuSign, Google, Microsoft Office 365, NetSuite, Oracle, Palo Alto Networks, Proofpoint, Salesforce, SAP, ServiceNow, Slack, Splunk, VMware, Workday, Zendesk and Zoom. Our patented technology allows our customers to seamlessly connect to any application or type of device that is already integrated into our network. In addition, customers can extend the benefits of the Okta Integration Network by creating their own integrations to both cloud and on-premises proprietary applications.
Similarly, the Auth0 Marketplace is a trusted catalog of integrations that enables application teams to easily assemble complete identity solutions. The Auth0 Marketplace connects customers with service providers and builders who solve integration use cases and implement integrations with the Customer Identity Cloud.
Our Customers
As of January 31, 2023, we had more than 17,600 customers, including more than 3,930 customers with an annual contract value greater than $100,000. Our customers span nearly all industry verticals and range from small organizations with fewer than 100 employees to companies in the Fortune 50, with up to hundreds of thousands of employees, some of which use our platform to manage millions of their customers' identities.
10

Sales and Marketing
Sales
We sell directly to customers through our direct inside and field sales force and also indirectly through our extensive ecosystem of channel partners. Once a sale is made, we leverage our land-and-expand sales model to generate incremental revenue, often within the term of the initial agreement, through the addition of new users and the sale of additional products. In many instances, we find that initial customer success with our platform results in key internal decision makers expanding their deployments, for example, from initial use for workforce identity to expanded use for their customer identity needs. Furthermore, as our customers are successful in their businesses and increase headcount or the number of their customers, we share in their growth as the number of identities that we manage increases.
Our sales organization is structured to address the specific needs of each segment of our target market. Our sales team is divided by geography, customer size and industry vertical. Our direct sales force is supported by our sales engineers, security team, cloud architects, professional services team and other technical resources.
We benefit from an expansive partner ecosystem that helps drive additional sales. Nearly all of the leading cloud application providers are our partners, and many of them drive further customer acquisition for us through co-selling arrangements, building our offerings directly into their products, and product demonstrations running on Okta. We also partner with several of the large technology companies that are driving the movement to the cloud. In addition to these technology partners, we leverage our channel partners, including system integrators, traditional value-added resellers ("VARs") and Government VARs, to broaden the range of customers we reach.
Marketing
Our most valuable marketing features our customers and their successes, and is informed by a deeply data-driven approach, giving us insights into the efficacy of our efforts. Our marketing efforts focus on promoting our industry-leading identity platform, establishing our brand, generating awareness, creating sales leads and cultivating the Okta Community.
A centerpiece of our marketing strategy is our annual customer conference, Oktane, that features customers sharing their success stories, new product and feature announcements and hands-on product labs. We also host a number of other events where we engage with both existing customers and new prospects, as well as deliver product training.
Research and Development
Our research and development organization is responsible for the design, architecture, creation and the quality of our platform. The research and development organization also works closely with our technical operations team to ensure the successful deployment and monitoring of our platform. We use test automation and application monitoring to ensure our services are always-on.
Customer Support and Professional Services
Our products are designed for ease of use and fast deployments. As part of our customer first strategy, we are focused on customer success and offer several programs to help our customers maximize their success with our products. These programs leverage the expertise and best practices that we have built while helping thousands of customers to adopt and deploy our products.
Customer Support and Training Services
We offer three tiers of support, each of which builds upon the previous tier. We provide 24/7 support for the highest support tiers as well as access to Customer Success and Technical Account Managers. We also provide on-demand access to a robust online digital community and customer success hub where customers can find answers to common use cases, information about product features, and interact with Okta experts and industry peers.
Professional Services
Our professional services team provides assistance to customers in the deployment of our Workforce Identity and Customer Identity Clouds and includes identity and security experts, customized deployment plans and SmartStart, which provides a quick path to implementation.
11

Okta Community

We have created the Okta Community, an online community available to all of our customers that enables them to connect with other customers and partners to ask questions and find answers.
Intellectual Property
We protect our intellectual property through a combination of trademarks, domain names, copyrights, trade secrets and patents, as well as contractual provisions and restrictions on access to our proprietary technology.
As of January 31, 2023, we had thirty-four issued patents in the United States, which expire between 2030 and 2039 and cover various aspects of our products. In addition, as of such date, we also had a number of patents granted around the world including twelve issued patents in Australia which expire between 2033 and 2037, seven issued patents in New Zealand which expire between 2034 and 2037, and nine issued European patents which have each been validated in Germany, France and Great Britain, with some also validated in Switzerland, Denmark, Spain, the Netherlands, Norway and Sweden, and expire between 2033 and 2037.
We have registered “Okta” and "Auth0" as trademarks in many jurisdictions throughout the world to protect our brands. We also have filed other trademark applications pending in various jurisdictions throughout the world. We also have registered other trademarks in the United States including “Okta Workforce Identity Cloud,” “Okta Customer Identity Cloud,” “Okta WIC,” “Okta CIC,” “The World’s Identity Company,” "Okta Your Cloud, Covered," "Enterprise Identity, Delivered," "Work Outside the Perimeter," "Oktane" and "Never Build Auth Again."
We are the registered holder of a variety of domestic and international domain names that include “Okta,” "Auth0" and similar variations.
In addition to the protection provided by our intellectual property rights, we enter into confidentiality and proprietary rights or similar agreements with our employees, consultants and contractors. Our employees, consultants and contractors are also subject to invention assignment agreements. We further control the use of our proprietary technology and intellectual property through provisions in both general and product-specific terms of use.
Additional information regarding certain risks related to our intellectual property is included in Part I, Item 1A “Risk Factors” of this Annual Report on Form 10-K.
Our Competitors
The markets for our products are rapidly evolving, highly competitive and subject to shifting customer needs and frequent introductions of new competing technologies. As the markets in which we operate continue to mature and new technologies and competitors enter those markets, we expect competition to intensify. Our competitor categories include:
•Authentication providers;
•Lifecycle Management providers;
•Multi-factor Authentication providers;
•Infrastructure-as-a-service providers;
•Other customer identity and access management providers; and
•Solutions developed in-house by our potential customers.
We compete with both cloud-based and on-premise enterprise application software providers. Our competitors vary in size and in the breadth and scope of the products and services offered. However, certain of our competitors have substantial competitive advantages such as significantly greater financial, technical, sales and marketing, distribution, customer support or other resources, longer operating histories, greater resources to make strategic acquisitions and greater name recognition than we do. Our principal competitor is Microsoft.
Due to the flexibility and breadth of our platform, we can and often do co-exist alongside our competitors’ products within our customer base.
12

Principal competitive factors in our markets include flexibility, independence, product capabilities, total cost of ownership, time to value, scalability, user experience, number of pre-built integrations, customer satisfaction, global reach and ease of integration, management and use. We believe our product strategy, platform architecture, technology and independence as well as our company culture allow us to compete favorably on each of these factors.
We expect competition to increase as other established and emerging companies enter our markets, as customer requirements evolve, and as new products and technologies are introduced. We expect this to be particularly true as we are a cloud-based offering, and our competitors may also seek to acquire new offerings or repurpose their existing offerings to provide identity management solutions with subscription models. With the continuing merger and acquisition activity in the technology industry, particularly transactions involving security or identity and access management technologies, there is a greater likelihood that we will compete with other large technology companies in the future in both the workforce identity and customer identity markets.
Additional information regarding our competition is included in Part I, Item 1A “Risk Factors” of this Annual Report on Form 10-K.
Human Capital Resources
Our core values – love our customers, never stop innovating, act with integrity, be transparent and empower our people – inform and guide our human capital initiatives and objectives. In order to continue to innovate and drive customer success, it is crucial that we continue to attract, develop and retain exceptional talent and balanced teams. To that end, we strive to make Okta a diverse and inclusive workplace, with opportunities for our employees to grow and develop in their careers, supported by fair and competitive compensation, benefits and wellness programs, and by initiatives that foster connections between and among our employees and their communities.
As of January 31, 2023, we had 6,013 employees, of which approximately 72% were in the United States and 28% were in our international locations. We have not experienced any work stoppages, and we consider our relations with our employees to be good. Our employee engagement program helps us understand employee sentiment on a wide range of topics throughout the employee lifecycle, providing insights that inform our decisions about company initiatives, employee programs, talent risks, management opportunities and more. In fiscal 2023, 84% of our eligible employees participated in our annual employee engagement survey.
We encourage you to review the “Diversity, Inclusion and Belonging,” “Responsibility,” “Careers” and “Okta for Good” pages of our website at www.okta.com for more detailed information regarding our human capital programs and initiatives. Additional information on our diversity, inclusion and belonging strategy, diversity metrics and programs can be found in our most recent State of Inclusion at Okta annual report located on our website at www.okta.com/state-of-inclusion-at-okta, and additional information on our compensation, benefits and wellness programs is available on our Total Rewards website at rewards.okta.com. The information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report on Form 10-K.
People First Philosophy
“Empower our people” is one of our core values. Our “People First” philosophy, in which culture, career growth, competitive rewards, flexible work and purpose come together, creates a shared sense of ownership in achieving our company vision. We want every employee to feel ownership of Okta.
Diversity, Inclusion and Belonging
We are committed to fostering a culture of inclusion and belonging, and to building a diverse workforce to drive innovation and collective growth, which we believe is critical to our success. In recent years, we have made deeper investments in our diversity, inclusion and belonging ("DIB") program at Okta. Our DIB initiatives – spearheaded by our DIB department and employee resource groups ("ERGs"), in partnership with various other teams – focus on DIB in our workforce, in our workplace and in the marketplace.
We employ inclusive recruitment and hiring practices to source diverse talent and mitigate potential bias throughout the hiring process. Our engagement with diversity sourcing programs and partnerships allows us to both source top talent from underrepresented groups for current open roles, and further strengthen our ability to build and nurture diverse talent communities for future roles. We also continue to recruit from a range of colleges and engage with organizations that support diverse students and jobseekers through our social impact arm, Okta for Good.
13

Nurturing a culture of inclusion and belonging in our workplace is a key priority. We empower our employees to be authentic and grow through open conversations and engagement resources, including regular safe space DIB discussion forums and facilitated workshops, precise language and inclusive calibrations, personalized DIB learning tools, mentoring and workplace development programs focused on supporting talent from underrepresented communities, and sponsorship of ERGs that strengthen our DIB culture. We currently have an affinity group supporting neurodiversity and ERGs supporting women, people of color, veterans, the LGBTQIA+ community and parents and caregivers.
Growth and Development
We invest significant resources to develop talent and actively foster a learning culture where employees are empowered to drive their personal and professional growth. We provide our employees with a wide range of learning and development opportunities, including in-person, virtual, social and self-directed learning, mentoring, coaching and external development. We offer extensive onboarding and training programs through our internal learning initiative to prepare our employees at all levels for career progression and individual development. Our employee onboarding program helps our employees get off to the right start, our manager development program helps to build a solid foundation for our people managers, and our technical training program quickly brings our new technical employees up to speed on our product offerings.
Compensation, Benefits and Wellness
We provide robust compensation, benefits and wellness programs that help support the varying needs of our employees. In addition to market-competitive base pay, short-term bonus incentives and long-term equity incentives, our total rewards program offers comprehensive employee benefits that may vary by country/region, including an employee stock purchase plan, a 401(k) plan with company matching contributions, comprehensive medical, dental and vision insurance, life and disability insurance, health savings accounts, charitable donation matching, flexible time off, volunteer time off, gender-neutral paid parental leave, fertility and adoption support, family care resources, mobile and internet reimbursement, mental health and lifestyle support programs and a variety of other health and wellness resources.
We are committed to fair compensation and opportunity in our workplace. We conduct regular equal pay assessments and adjust as needed to ensure our employees are paid equitably without regard to gender or ethnicity.
Dynamic Work
We help our employees succeed by providing flexibility in where and how they work. Prior to the COVID-19 pandemic, we had introduced and began transitioning our workforce to a “Dynamic Work” framework, based on the premise that enabling our employees to work from anywhere can increase employee empowerment, satisfaction and productivity, drive efficiency and enable us to hire from a broader, more diverse pool of talent. In response to the COVID-19 pandemic, we accelerated our move to Dynamic Work to protect the health, safety and wellness of our employees.
Looking forward, we continue to focus on technologies and programs that create equity and build community across our dynamic workforce, including:
•Flexible benefit offerings that allow employee customization;
•Workplace solutions, such as coworking spaces, outside of our primary office locations that support our distributed teams;
•A Dynamic Work Sustainability Guide to empower our employees to bring sustainability into their work environments, wherever they are based; and
•Curated experience programs that foster a sense of community both in-person and virtually.
Community and Social Impact
The mission of our social impact arm, Okta for Good, is to strengthen the connections between people, technology and community, which we believe fosters a more meaningful, fulfilling and enjoyable workplace. Our employees are passionate about many causes and Okta for Good connects them with numerous giving and volunteering opportunities in service of our communities. Okta for Good's core focus areas are:
14

•Developing technology for good ecosystems;
•Expanding economic opportunity and pathways into the technology sector;
•Supporting non-profits addressing critical needs in our global communities; and
•Empowering our employees to become changemakers.
Through Okta for Good, which is a part of our company and not a separate legal entity, we donate and discount access to our service for non-profit organizations, who use Okta to make their teams more efficient, allowing them to focus on their important missions. Our employee volunteer program enables global team members to donate time to support charitable organizations worldwide.
In addition, prior to our initial public offering ("IPO") in April 2017, we reserved 300,000 shares of our common stock to fund and support the operations of Okta for Good, of which 131,250 shares of Class A common stock remained reserved for future issuances as of January 31, 2023. Additional information can be found on the "Okta for Good" page of our website at www.okta.com. The information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report on Form 10-K.
Sustainability
In fiscal 2021, we launched our Environmental, Social and Governance (“ESG”) program. We established an oversight structure to provide strategic direction for our ESG program. Our ESG efforts are overseen by our executive leadership team and are reviewed by the nominating and corporate governance committee of our board of directors. Our ESG program covers issues relevant to our business under three categories: Protecting Our Customers, Investing in Our People and Supporting Our Communities.
We have set public commitments to climate targets. Our climate strategy to address emissions is currently aimed at energy consumption reduction, electrification, purchasing renewable energy and engaging with vendors to address their emissions. We have a renewable energy program, which matches our electricity consumption from our offices, our remote workforce and cloud services with renewable electricity. Additional information on our ESG programs and initiatives can be found in our “ESG Fact Sheet” on the “Responsibility” page of our website at www.okta.com. The information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report on Form 10-K.
Financial Information
The financial information required under this Item 1 is incorporated herein by reference to the section of this Annual Report on Form 10-K titled “Part II-Item 8-Financial Statements and Supplementary Data.” For financial information regarding our business, see “Part II-Item 7-Management’s Discussion and Analysis of Financial Condition and Results of Operations” of this Annual Report on Form 10-K and our consolidated audited financial statements and related notes included elsewhere in this Annual Report on Form 10-K.
Corporate Information
We were incorporated in 2009 as Saasure Inc., a California corporation, and were later reincorporated in 2010 under the name Okta, Inc. as a Delaware corporation. Our principal executive offices are located at 100 First Street, Suite 600, San Francisco, California 94105, and our telephone number is (888) 722-7871. Our website address is www.okta.com. Information contained on, or that can be accessed through, our website does not constitute part of this Annual Report on Form 10-K.
Additional Information
The following filings are available through our investor relations website after we file them with the Securities and Exchange Commission ("SEC"): Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and our Proxy Statement for our annual meeting of stockholders. These filings are also available for download free of charge on our investor relations website. Our investor relations website is located at investor.okta.com. The SEC also maintains an internet website that contains reports, proxy statements and other information about issuers, like us, that file electronically with the SEC. The address of that website is www.sec.gov.
We webcast our earnings calls and certain events we participate in or host with members of the investment community on our investor relations website. Additionally, we provide notifications of news or announcements regarding our financial performance, including SEC filings, investor events, press and earnings releases, and blogs
15

as part of our investor relations website. Further corporate governance information, including our corporate governance guidelines and code of conduct, is also available on our investor relations website under the heading "Corporate Governance." The contents of our websites are not intended to be incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.
Item 1A. Risk Factors
A description of the risks and uncertainties associated with our business is set forth below. You should carefully consider the risks and uncertainties described below, as well as the other information in this Annual Report on Form 10-K, including our consolidated financial statements and the related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The occurrence of any of the events or developments described below, or of additional risks and uncertainties not presently known to us or that we currently deem immaterial, could materially and adversely affect our business, results of operations, financial condition and growth prospects. In such an event, the market price of our Class A common stock could decline and you could lose all or part of your investment.
Risk Factor Summary
This risk factor summary contains a high-level summary of risks associated with our business. It does not contain all of the information that may be important to you, and you should read this risk factor summary together with the more detailed discussion of risks and uncertainties set forth following this summary. A summary of our risks includes, but is not limited to, the following:
•Adverse general economic, market and industry conditions and reductions in workforce identity and customer identity spending may reduce demand for our products, which could harm our revenue, results of operations and cash flows.
•We have experienced rapid growth in recent periods, which makes it difficult to forecast our revenue and evaluate our business and future prospects.
•We have experienced rapid growth in recent periods, and our prior growth rates may not be indicative of our future growth. As our costs increase, we may not be able to generate sufficient revenue to achieve and, if achieved, maintain profitability.
•We have a history of losses, and we expect to incur losses for the foreseeable future.
•If we fail to manage our growth effectively, we may be unable to execute our business plan, maintain high levels of service and customer satisfaction or adequately address competitive challenges.
•We face intense competition, especially from larger, well-established companies, and we may lack sufficient financial or other resources to maintain or improve our competitive position.
•If we are unable to attract new customers, sell additional products to our existing customers or develop new products and enhancements to our products that achieve market acceptance, our revenue growth and profitability will be harmed.
•Our business depends on our customers renewing their subscriptions and purchasing additional licenses or subscriptions from us. Any material decline in our Dollar-Based Net Retention Rate would harm our future results of operations.
•Customer growth could fall below expectations.
•The effects of the COVID-19 pandemic have affected how we and our customers are operating our businesses, and the duration and extent to which this will impact our future results of operations and overall financial performance remains uncertain.
•We may experience quarterly fluctuations in our results of operations due to a number of factors that make our future results difficult to predict and could cause our results of operations to fall below analyst or investor expectations.
16

•If there are interruptions or performance problems associated with our technology or infrastructure, our existing customers may experience service outages, and our new customers may experience delays in the deployment of our platform.
•In the past we have experienced and in the future we may experience cybersecurity incidents that may allow unauthorized access to our systems or data or our customers’ data, disable access to our service, harm our reputation, create additional liability and adversely impact our financial results.
•Any actual or perceived failure by us to comply with the privacy or security provisions of our privacy policy, our contracts and/or legal or regulatory requirements could result in proceedings, actions or penalties against us.
•The stock price of our Class A common stock may be volatile or may decline.
•The dual class structure of our common stock has the effect of concentrating voting control with those stockholders who held our capital stock prior to the completion of our IPO, including our directors, executive officers, and their affiliates, who held in the aggregate 41.7% of the voting power of our capital stock as of January 31, 2023. This will limit or preclude your ability to influence corporate matters, including the election of directors, amendments of our organizational documents, and any merger, consolidation, sale of all or substantially all of our assets, or other major corporate transaction requiring stockholder approval.
•Servicing our debt may require a significant amount of cash. We may not have sufficient cash flow from our business to pay our indebtedness.
•We depend on our executive officers and other key employees, and the loss of one or more of these employees or an inability to attract and retain other highly skilled employees could harm our business.
Risks Related to Our Business and Industry
Adverse general economic, market and industry conditions and reductions in workforce identity and customer identity spending may reduce demand for our products, which could harm our revenue, results of operations and cash flows.
Our revenue, results of operations and cash flows depend on the overall demand for our products. Concerns about the inflation and interest rate environment, the COVID-19 pandemic, the systemic impact of a widespread recession (in the United States or internationally), energy costs, geopolitical issues, such as Russia’s invasion of Ukraine, or the availability and cost of credit have and could continue to lead to increased market volatility, decreased consumer confidence and diminished growth expectations in the U.S. economy and abroad, which in turn could result in reductions in workforce identity and customer identity spending by our existing and prospective customers. These economic conditions can occur abruptly. Prolonged economic slowdowns may result in customers requesting us to renegotiate existing contracts on less advantageous terms to us than those currently in place or defaulting on payments due on existing contracts or not renewing at the end of the contract term. For example, rising interest rates in the United States have begun to affect businesses across many industries, including ours, by increasing the costs of labor, employee healthcare and other components, which may further constrain our, our customers’ and prospective customers’ budgets. To the extent there is a sustained general economic downturn and our platforms and services are perceived by customers or potential customers as costly, or too difficult to deploy or migrate to, our revenue may be disproportionately affected by delays or reductions in spending.
Our customers may merge with other entities who use alternative identity solutions and, during weak economic times, there is an increased risk that one or more of our customers will file for bankruptcy protection, either of which may harm our revenue, profitability and results of operations. We also face risk from international customers that file for bankruptcy protection in foreign jurisdictions, particularly given that the application of foreign bankruptcy laws may be more difficult to predict. In addition, we may determine that the cost of pursuing any claim may outweigh the recovery potential of such claim. As a result, if economic growth in countries where we do business slows or if such countries experience further economic recession, it could harm our business, revenue, results of operations and cash flows.
We have experienced rapid growth in recent periods, which makes it difficult to forecast our revenue and evaluate our business and future prospects.
17

Much of our growth has occurred in recent periods, which makes it difficult to forecast our revenue and evaluate our business and future prospects. We have encountered and will continue to encounter risks and uncertainties frequently experienced by growing companies in rapidly changing industries, including the risks and uncertainties described in this document. Additionally, the sales cycle for the evaluation and implementation of our platform, which typically extends for multiple months for enterprise deals, may also cause us to experience a delay between increasing operating expenses and the generation of corresponding revenue, if any. Accordingly, we may be unable to prepare accurate internal financial forecasts or replace anticipated revenue that we do not receive as a result of delays arising from these factors, and our results of operations in future reporting periods may be below the expectations of investors. If we do not address these risks successfully, our results of operations could differ materially from our estimates and forecasts or the expectations of investors, causing our business to suffer and our stock price to decline.
We have experienced rapid growth in recent periods, and our prior growth rates may not be indicative of our future growth. As our costs increase, we may not be able to generate sufficient revenue to achieve and, if achieved, maintain profitability.
From fiscal 2021 to fiscal 2022, our revenue grew from $835 million to $1,300 million, an increase of 56%, and from fiscal 2022 to fiscal 2023, our revenue grew from $1,300 million to $1,858 million, an increase of 43%. In future periods, we may not be able to sustain revenue growth consistent with recent history, or at all. We believe our revenue growth depends on a number of factors, such as macroeconomic conditions including the inflation and interest rate environment, budget constraints and the economic impact of the COVID-19 pandemic, as well as, but not limited to, our ability to:
•price our platform effectively so that we are able to attract and retain customers without compromising our profitability;
•attract new customers, successfully deploy and implement our platform, upsell or otherwise increase our existing customers’ use of our platform, obtain customer renewals and provide our customers with excellent customer support;
•increase our network of channel partners, which include resellers, system integrators and other distribution partners and independent software vendors (“ISVs”);
•adequately expand our sales force, and maintain or increase our sales force’s productivity;
•successfully identify and enter into agreements with suitable acquisition targets, integrate any acquisitions and integrate acquired technologies into our existing products or use them to develop new products;
•successfully introduce new products, enhance existing products and address new use cases;
•introduce our platform to new markets outside of the United States;
•successfully compete against larger companies and new market entrants; and
•increase awareness of our brand on a global basis.
If we are unable to accomplish any of these tasks, our revenue growth will be harmed. We also expect our operating expenses to increase in future periods, and if our revenue growth does not increase to offset these anticipated increases in our operating expenses, our business, financial position and results of operations will be harmed, and we may not be able to achieve or maintain profitability.
We have a history of losses, and we expect to incur losses for the foreseeable future.
We have incurred significant net losses in each year since our inception, including net losses of $266 million, $848 million and $815 million in fiscal 2021, 2022 and 2023, respectively. We expect to continue to incur net losses for the foreseeable future. Because the market for our platform is rapidly evolving and has not yet reached widespread adoption, it is difficult for us to predict our future results of operations. We expect our operating expenses to significantly increase over the next several years as a result of the Auth0 acquisition, and as we hire additional personnel, particularly in sales and marketing, expand and improve the effectiveness of our distribution channels, expand our operations and infrastructure, both domestically and internationally, pursue business combinations and continue to develop our platform. As we continue to develop as a public company, we may incur additional legal, accounting and other expenses that we did not incur historically. If our revenue does not increase to
18

offset these increases in our operating expenses, we will not be profitable in future periods. While historically, our total revenue has grown, not all components of our total revenue have grown consistently. Further, in future periods, our revenue growth could slow or our revenue could decline for a number of reasons, including slowing demand for our software, increasing competition, any failure to gain or retain channel partners, a decrease in the growth of our overall market, or our failure, for any reason, to continue to capitalize on growth opportunities. As a result, our past financial performance should not be considered indicative of our future performance. Any failure by us to achieve or sustain profitability on a consistent basis could cause the value of our common stock to decline.
If we fail to manage our growth effectively, we may be unable to execute our business plan, maintain high levels of service and customer satisfaction or adequately address competitive challenges.
We have experienced, and may continue to experience, rapid growth and organizational change, which has placed, and may continue to place, significant demands on our management and our operational and financial resources. For example, our headcount has grown from 5,030 employees as of January 31, 2022 to 6,013 employees as of January 31, 2023. We have also experienced significant growth in the number of customers, users and logins and in the amount of data that our SaaS infrastructure supports. Finally, our organizational structure is becoming more complex as we improve our operational, financial and management controls as well as our reporting systems and procedures. We will require significant capital expenditures and the allocation of valuable management resources to grow and change in these areas without undermining our culture of rapid innovation, teamwork and attention to customer success, which has been central to our growth so far. If we fail to manage our anticipated growth and change in a manner that preserves the key aspects of our corporate culture, the quality of our platform may suffer, which could negatively affect our brand and reputation and harm our ability to retain and attract customers and employees.
We have established international offices in the Americas, Asia-Pacific and Europe, and we plan to continue to expand our international operations in the future. Our expansion has placed, and our expected future growth will continue to place, a significant strain on our managerial, customer operations, research and development, marketing and sales, administrative, financial and other resources. If we are unable to manage our continued growth successfully, our business and results of operations could suffer.
In addition, as we expand our business, it is important that we continue to maintain a high level of customer service and satisfaction. As our customer base continues to grow, we will need to expand our account management, customer service and other personnel, and our network of ISVs, system integrators and other channel partners, to provide personalized account management and customer service. If we are not able to continue to provide high levels of customer service, our reputation, as well as our business, results of operations and financial condition, could be harmed.
We face intense competition, especially from larger, well-established companies, and we may lack sufficient financial or other resources to maintain or improve our competitive position.
The markets for our products are rapidly evolving, highly competitive and subject to shifting customer needs and frequent introductions of new technologies. As the markets in which we operate continue to mature and new technologies and competitors enter such markets, we expect competition to intensify. Our competitor categories include, but are not limited to:

•Authentication providers;
•Access and lifecycle management providers;
•Multi-factor authentication providers;
•Infrastructure-as-a-service providers;
•Other customer identity and access management providers; and
•Solutions developed in-house by our potential customers.
We compete with both cloud-based and on-premise enterprise application software providers. Our competitors vary in size and in the breadth and scope of the products and services offered. However, many of our competitors have substantial competitive advantages such as significantly greater financial, technical, sales and marketing, distribution, customer support or other resources, larger intellectual property portfolios, longer operating
19

histories, greater resources to make strategic acquisitions and greater name recognition than we do. Our principal competitor is Microsoft.
With the continuing merger and acquisition activity in the technology industry, particularly transactions involving security or identity and access management technologies, there is a greater likelihood that we will compete with other large technology companies in the future in both the workforce identity and customer identity markets.
In addition, some of our larger competitors have substantially broader product offerings and leverage their relationships based on other products or incorporate functionality into existing products to gain business in a manner that discourages users from purchasing our products, including through selling at zero or negative margins, product bundling or closed technology platforms. Potential customers may also prefer to purchase from their existing suppliers rather than a new supplier regardless of product performance or features. These larger competitors often have broader product lines and market focus and as a result are not as susceptible to downturns in a particular market. Our competitors may also seek to acquire new offerings or repurpose their existing offerings to provide identity solutions with subscription models. Conditions in our market could change rapidly and significantly as a result of technological advancements, partnering by our competitors or continuing market consolidation. New start-up companies that innovate and large competitors that are making significant investments in research and development may invent similar or superior products and technologies that compete with our products. In addition, some of our competitors may enter into new alliances with each other or may establish or strengthen cooperative relationships with systems integrators, third-party consulting firms or other parties. Any such consolidation, acquisition, alliance or cooperative relationship could lead to pricing pressure and our loss of market share and could result in a competitor with greater financial, technical, marketing, service and other resources, all of which could harm our ability to compete. Furthermore, organizations may be more willing to incrementally add solutions to their existing infrastructure from competitors than to replace their existing infrastructure with our products. These competitive pressures in our market or our failure to compete effectively may result in price reductions, fewer orders, reduced revenue and gross margins, increased net losses, and loss of market share. Any failure to meet and address these factors could harm our business, results of operations and financial condition.
If we are unable to attract new customers, sell additional products to our existing customers or develop new products and enhancements to our products that achieve market acceptance, our revenue growth and profitability will be harmed.
To increase our revenue and achieve and maintain profitability, we must add new customers or sell additional products to our existing customers. Numerous factors, however, may impede our ability to add new customers and sell additional products to our existing customers, including our failure to convert new organizations into paying customers, failure to attract, effectively train, retain and motivate sales and marketing personnel, failure to develop or expand relationships with channel partners, failure to successfully deploy products for new customers and provide quality customer support or failure to ensure the effectiveness of our marketing programs. In addition, if prospective customers do not perceive our platform to be of sufficiently high value and quality, we will not be able to attract the number and types of new customers that we are seeking.

In addition, our ability to attract new customers and increase revenue from existing customers depends in large part on our ability to enhance and improve our existing products and to introduce compelling new products that reflect the changing nature of our markets. The success of any enhancement to our products depends on several factors, including timely completion and delivery, competitive pricing, adequate quality testing, integration with existing technologies and our platform and overall market acceptance. If we are unable to successfully develop new products, enhance our existing products to meet customer requirements, or otherwise gain market acceptance, our business, results of operations and financial condition would be harmed.
Further, to grow our business, we must convince developers to adopt and build their applications using our application programming interfaces (“APIs”) and products. We believe that these developer-built applications facilitate greater usage and customization of our products. If these developers stop developing on or supporting our platform, we will lose the benefit of network effects that have contributed to the growth in our number of customers, and our business (including the performance levels of our products), results of operations and financial condition could be harmed.
20

Our business depends on our customers renewing their subscriptions and purchasing additional licenses or subscriptions from us. Any material decline in our Dollar-Based Net Retention Rate would harm our future results of operations.
To continue to grow our business, it is important that our customers renew their subscriptions when existing contract terms expire and that we expand our commercial relationships with our existing customers. Our customers have no obligation to renew their subscriptions, and our customers may decide not to renew their subscriptions with a similar contract period, at the same prices and terms or with the same or a greater number of users. We have experienced significant growth in the number of users of our platform, but we do not know whether we will continue to achieve similar user growth rates in the future. In the past, some of our customers have elected not to renew their agreements with us, and it is difficult to accurately predict long-term customer retention and expansion rates. Our customer retention and expansion may decline or fluctuate as a result of a number of factors, including our customers’ satisfaction with our products, our product support, our prices and pricing plans, particularly in light of COVID-19-related economic conditions, the inflation and interest rate environment and increased costs, the prices of competing software products, reductions in our customers’ spending levels, user adoption of our platform, deployment success, utilization rates by our customers, new product releases and changes to the packaging of our product offerings. If our customers do not purchase additional subscriptions or renew their subscriptions, renew on less favorable terms or fail to add more users, our revenue may decline or grow less quickly than anticipated, which would harm our future results of operations. Furthermore, if our contractual subscription terms were to shorten it could lead to increased volatility of, and diminished visibility into, future recurring revenue. If our sales of new or recurring subscriptions and software-related support service contracts decline from existing customers, our revenue and revenue growth may decline, and our business will suffer.
Customer growth could fall below expectations.
We have experienced significant growth in the number of our customers in recent periods. As our customer base continues to grow and as we increase our focus on sales to the world’s largest organizations, we do not expect customer growth to continue at the same pace as it has previously. These factors could cause customer growth to fall below analyst or investor expectations. If we fail to meet or exceed such expectations for these or any other reasons, the market price of our Class A common stock could fall substantially, and we could face costly lawsuits, including securities class action suits.
The effects of the COVID-19 pandemic have materially affected how we and our customers are operating our businesses, and the duration and extent to which this will impact our future results of operations and overall financial performance remains uncertain.
The extent of the impact of COVID-19 on our future operational and financial performance remains uncertain and will depend on certain developments, including the duration and spread of COVID-19 and variants of concern, the manufacture, distribution, efficacy and public acceptance of COVID-19 treatments and vaccines, related public health measures, including vaccine mandates, and their impact on the global economy, our customers, employees and vendors. While some governments around the world have lifted restrictions and distributed vaccines, there remains significant uncertainty around the recovery, as well as the unknown impact of emerging variants of COVID-19. This pandemic has resulted in a widespread health crisis that is adversely affecting broader economies and financial markets.
The conditions caused by the COVID-19 pandemic have and may continue to affect the rate of IT spending and have and could adversely affect our current and potential customers’ ability or willingness to purchase our offerings. It has and could continue to delay current and prospective customers’ purchasing decisions, adversely impact our ability to provide professional services to our customers, delay the provisioning of our offerings, lengthen payment terms, reduce the value or duration of our subscription contracts, or affect customer attrition rates, all of which could adversely affect our future sales, operating results and overall financial performance.
The duration and extent of the impact from the COVID-19 pandemic depends on future developments that cannot be accurately predicted at this time, such as the efficacy, global availability and acceptance of COVID-19 vaccines, the severity and transmission rate of the virus and emerging variants of concern, the extent and effectiveness of containment actions and the impact of these and other factors on our employees, customers, partners and vendors as well as the global economy. Although global economic conditions have generally improved with the rollout of COVID-19 vaccines, business activity may not recover as quickly as anticipated, including as a result of inflationary pressures and the responses by central banking authorities to control such inflation, rising interest rates, debt and equity market fluctuations, diminished liquidity and credit availability, increased
21

unemployment rates, decreased investor and consumer confidence, political turmoil and supply chain challenges. Despite our best efforts to manage the impact of such events effectively, our business still may be harmed.
We may experience quarterly fluctuations in our results of operations due to a number of factors that make our future results difficult to predict and could cause our results of operations to fall below analyst or investor expectations.
Our quarterly results of operations fluctuate from quarter to quarter as a result of a number of factors, many of which are outside of our control and may be difficult to predict, including, but not limited to:
•the level of demand for our platform;
•our ability to attract new customers, obtain renewals from existing customers and upsell or otherwise increase our existing customers’ use of our platform;
•health epidemics, such as COVID-19, influenza and other highly communicable diseases or viruses;
•the timing and success of new product introductions by us or our competitors or any other change in the competitive landscape of our market;
•pricing pressure as a result of competition, the inflation and interest rate environment and increased costs, COVID-19 or otherwise;
•seasonal buying patterns for IT spending;
•the mix of revenue attributable to larger transactions as opposed to smaller transactions, and the associated volatility and timing of our transactions;
•changes in remaining performance obligations (“RPO”) due to seasonality, the timing of and compounding effects of renewals, invoice duration, size and timing, new business linearity between quarters and within a quarter, average contract term or fluctuations due to foreign currency movements, all of which may impact implied growth rates;
•errors in our forecasting of the demand for our products, which could lead to lower revenue, increased costs or both;
•increases in and timing of sales and marketing and other operating expenses that we may incur to grow and expand our operations and to remain competitive;
•significant security breaches of, technical difficulties with, or interruptions to, the delivery and use of our platform and products;
•our ability to comply with privacy laws and requirements, including the General Data Protection Regulation and California Consumer Privacy Act;
•costs related to the acquisition of businesses, talent, technologies or intellectual property, including potentially significant amortization costs and possible write-downs;
•credit or other difficulties confronting our channel partners;
•adverse litigation judgments, settlements of litigation and other disputes or other litigation-related or dispute-related costs;
•the impact of new accounting pronouncements and associated system implementations;
•changes in the legislative or regulatory environment;
•fluctuations in foreign currency exchange rates;
•expenses related to real estate, including our office leases, and other fixed expenses; and
•general economic conditions in either domestic or international markets, including the inflation and interest rate environment, geopolitical uncertainty and instability.
22

Any one or more of the factors above may result in significant fluctuations in our results of operations. You should not rely on our past results as an indicator of our future performance.
The variability and unpredictability of our quarterly results of operations or other operating metrics could result in our failure to meet our expectations or those of analysts that cover us or investors with respect to revenue or other metrics for a particular period. If we fail to meet or exceed such expectations for these or any other reasons, the market price of our Class A common stock could fall substantially, and we could face costly lawsuits, including securities class action suits.
Our ability to introduce new products and features is dependent on adequate research and development resources and our ability to successfully complete acquisitions. If we do not adequately fund our research and development efforts or complete acquisitions successfully, we may not be able to compete effectively and our business and results of operations may be harmed.
To remain competitive, we must continue to develop new products, applications and enhancements to our existing platform. This is particularly true as we further expand and diversify our capabilities. Maintaining adequate research and development resources, such as the appropriate personnel and development technology, to meet the demands of the market is essential. If we elect not to or are unable to develop products internally, we may choose to expand into a certain market or strategy via an acquisition for which we could potentially pay too much or fail to successfully integrate into our operations. Further, many of our competitors expend a considerably greater amount of funds on their respective research and development programs, and those that do not may be acquired by larger companies that could allocate greater resources to our competitors’ research and development programs. Our failure to maintain adequate research and development resources or to compete effectively with the research and development programs of our competitors would give an advantage to such competitors and may harm our business, results of operations and financial condition.
Future acquisitions, investments, partnerships or alliances could be difficult to identify and integrate, divert the attention of management personnel, disrupt our business, dilute stockholder value and harm our results of operations and financial condition.
We have in the past acquired, and we may in the future seek to acquire or invest in, businesses, products or technologies that we believe could complement or expand our current platform, enhance our technical capabilities or otherwise offer growth opportunities. The pursuit of potential acquisitions may divert the attention of management and cause us to incur various expenses in identifying, investigating and pursuing suitable acquisitions, whether or not they are consummated. In addition, we have limited experience in acquiring other businesses. If we acquire additional businesses, we may not be able to successfully integrate and retain the acquired personnel, integrate the acquired operations and technologies, and adequately test and assimilate the internal control processes of the acquired business in accordance with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”), or effectively manage the combined business following the acquisition. For example, we have experienced and continue to experience aspects of such challenges in connection with our May 2021 acquisition of Auth0.
We may not be able to find and identify desirable acquisition targets or we may not be successful in entering into an agreement with any particular target. Acquisitions could also result in dilutive issuances of equity securities, use of our available cash or the incurrence of debt, or in adverse tax consequences or unfavorable accounting treatment, which could harm our results of operations.
In addition, from time to time we invest in private growth stage companies for strategic reasons and to support key business initiatives, and we may not realize a return on these investments. All of our venture investments are subject to a risk of partial or total loss of investment capital.
Acquisitions and strategic transactions involve numerous risks, including:
•delays or reductions in customer purchases for both us and the acquired business;
•disruption of partner and customer relationships;
•potential loss of key employees of the acquired company;
•claims by and disputes with the acquired company’s employees, customers, stockholders or third parties;
23

•unknown liabilities or risks associated with the acquired business, product or technology, such as contractual obligations, potential security vulnerabilities of the acquired company and its products and services, potential intellectual property infringement, costs arising from the acquired company’s failure to comply with legal or regulatory requirements and litigation matters;
•acquired technologies or products may not comply with legal or regulatory requirements and may require us to make additional investments to make them compliant;
•acquired technologies or products may not be able to provide the same support service levels that we generally offer with our other products;
•acquired businesses, technologies or products could be viewed unfavorably by our partners, our customers, our stockholders or securities analysts;
•unforeseen integration or other expenses; and
•future impairment of goodwill or other acquired intangible assets.
In addition, if an acquired business fails to meet our expectations, our business, results of operations and financial condition could suffer.
Because our long-term success depends, in part, on our ability to expand the sales of our products to customers located outside of the United States, our business will be susceptible to risks associated with international operations.
We currently have sales personnel outside the United States and maintain offices outside the United States in the Americas, Asia-Pacific and Europe, and we plan to continue to expand our international operations.

Our international revenue was 20% and 22% of our total revenue in fiscal 2022 and fiscal 2023, respectively. Any international expansion efforts that we may undertake may not be successful. In addition, conducting international operations subjects us to new risks, some of which we have not generally faced in the United States. These risks include, among other things:
•health epidemics, such as COVID-19, influenza and other highly communicable diseases or viruses;
•macroeconomic conditions, including the inflation and interest rate environment and the economic impact of the COVID-19 pandemic;
•unexpected costs and errors in the localization of our products, including translation into foreign languages and adaptation for local practices and regulatory requirements;
•lack of familiarity and burdens of complying with foreign laws, legal standards, privacy standards, regulatory requirements, tariffs and other barriers;
•laws and business practices favoring local competitors or commercial parties;
•costs and liabilities related to compliance with the numerous and ever-growing landscape of U.S. and international data privacy and cybersecurity regimes, many of which involve disparate standards and enforcement approaches, including implementation of the recently-announced agreement in principle between the European Union and United States to implement a successor framework to the EU-U.S. Privacy Shield, to address cross-border data flows;
•greater risk that our foreign employees or partners will fail to comply with U.S. and foreign laws;
•practical difficulties of enforcing intellectual property rights in countries with fluctuating laws and standards and reduced or varied protection for intellectual property rights in some countries;
•restrictive governmental actions focusing on cross-border trade, including taxes, trade laws, tariffs, import and export restrictions or quotas, barriers, sanctions, custom duties or other trade restrictions;
•unexpected changes in legal and regulatory requirements;
•difficulties in managing systems integrators and technology partners;
24

•differing technology standards;
•longer accounts receivable payment cycles and difficulties in collecting accounts receivable;
•difficulties in managing and staffing international operations and differing employer/employee relationships and local employment laws;
•political, economic and social instability, war, terrorist activities or armed conflict, including Russia's invasion of Ukraine;
•global economic uncertainty caused by global political events;
•fluctuations in exchange rates that may increase the volatility of our foreign-based revenue and expense; and
•potentially adverse tax consequences, including the complexities of foreign value added tax (or other tax) systems and restrictions on the repatriation of earnings.
Additionally, operating in international markets also requires significant management attention and financial resources. We cannot be certain that the investment and additional resources required in establishing operations in other countries will produce desired levels of revenue or profitability.
We have not engaged in currency hedging activities to limit risk of exchange rate fluctuations. Changes in exchange rates affect our costs and earnings, and may also affect the book value of our assets located outside the United States and the amount of our stockholders’ equity.
We have limited experience in marketing, selling and supporting our platform abroad. Our limited experience in operating our business internationally increases the risk that any potential future expansion efforts that we may undertake will not be successful. If we invest substantial time and resources to expand our international operations and are unable to do so successfully and in a timely manner, our business and results of operations will suffer.
If we fail to adapt to rapid technological change, our ability to remain competitive could be impaired.
The industry in which we compete is characterized by rapid technological change, frequent introductions of new products and evolving industry standards. Our ability to attract new customers and increase revenue from existing customers will depend in significant part on our ability to anticipate industry standards and trends and continue to enhance existing products or introduce or acquire new products on a timely basis to keep pace with technological developments. The success of any enhancement or new product depends on several factors, including the timely completion and market acceptance of the enhancement or new product. Any new product we develop or acquire might not be introduced in a timely or cost-effective manner and might not achieve the broad market acceptance necessary to generate significant revenue. If any of our competitors implements new technologies before we are able to implement them, those competitors may be able to provide more effective products than ours at lower prices. Any delay or failure in the introduction of new or enhanced products could harm our business, results of operations and financial condition.
Our financial results may fluctuate due to increasing variability in our sales cycles.
We plan our expenses based on certain assumptions about the length and variability of our sales cycle. These assumptions are based upon historical trends for sales cycles and conversion rates associated with our existing customers. As we continue to focus on sales to larger organizations and in light of the current COVID-19 environment, our sales cycles are lengthening in certain circumstances and becoming less predictable, which may harm our financial results. Other factors that may influence the length and variability of our sales cycle include, among other things:
•the need to raise awareness about the uses and benefits of our platform, including our customer identity products;
•the need to allay privacy, regulatory and security concerns;
•the discretionary nature of purchasing and budget cycles and decisions;
•the competitive nature of evaluation and purchasing processes;
25

•announcements or planned introductions of new products, features or functionality by us or our competitors; and
•often lengthy purchasing approval processes.
Our increasing focus on sales to larger organizations may further increase the variability of our financial results. If we are unable to close one or more of such expected significant transactions in a particular period, or if such an expected transaction is delayed until a subsequent period, our results of operations for that period, and for any future periods in which revenue from such transaction would otherwise have been recognized, may be harmed.
Our growth depends, in part, on the success of our strategic relationships with third parties.
To grow our business, we anticipate that we will continue to depend on relationships with third parties, such as channel partners. Identifying partners, and negotiating and documenting relationships with them, requires significant time and resources. Our competitors may be effective in causing third parties to favor their products or services over subscriptions to our platform. In addition, acquisitions of such partners by our competitors could result in a decrease in the number of our current and potential customers, as these partners may no longer facilitate the adoption of our applications by potential customers. Further, some of our partners are or may become competitive with certain of our products and may elect to no longer integrate with our platform. If we are unsuccessful in establishing or maintaining our relationships with third parties, our ability to compete in the marketplace or to grow our revenue could be impaired, and our results of operations may suffer. Even if we are successful, we cannot ensure that these relationships will result in increased customer usage of our applications or increased revenue.
Failure to effectively develop and expand our marketing and sales capabilities could harm our ability to increase our customer base and achieve broader market acceptance of our products.
Our ability to increase our customer base and achieve broader market acceptance of our products will depend to a significant extent on our ability to expand our marketing and sales operations. We plan to continue expanding our direct sales force and engaging additional channel partners, both domestically and internationally. This expansion will require us to invest significant financial and other resources. Our business will be harmed if our efforts do not generate a corresponding increase in revenue. We may not achieve anticipated revenue growth from expanding our direct sales force if we are unable to hire and develop talented direct sales personnel, if our new direct sales personnel are unable to achieve desired productivity levels in a reasonable period of time or if we are unable to retain our existing direct sales personnel. We also may not achieve anticipated revenue growth from our channel partners if we are unable to attract and retain additional motivated channel partners, if any existing or future channel partners fail to successfully market, resell, implement or support our products for their customers, or if they represent multiple providers and devote greater resources to market, resell, implement and support the products and solutions of these other providers. For example, some of our channel partners also sell or provide integration and administration services for our competitors’ products, and if such channel partners devote greater resources to marketing, reselling and supporting competing products, this could harm our business, results of operations and financial condition.
Various factors may cause our product implementations to be delayed, inefficient or otherwise unsuccessful.
Our business depends upon the successful implementation of our products by our customers. Increasingly, we, as well as our customers, rely on our network of partners to deliver implementation services, and there may not be enough qualified implementation partners available to meet customer demand. Various factors may cause implementations to be delayed, inefficient or otherwise unsuccessful. For example, changes in the functional requirements of our customers, delays in timeline, or deviation from recommended best practices may occur during the course of an implementation project. As a result of these and other risks, we or our customers may incur significant implementation costs in connection with the purchase, implementation and enablement of our products. Some customer implementations may take longer than planned or fail to meet our customers’ expectations, which may delay our ability to sell additional products or result in customers canceling or failing to renew their subscriptions before our products have been fully implemented. Unsuccessful, lengthy, or costly customer implementation and integration projects could result in claims from customers, harm to our reputation, and opportunities for competitors to displace our products, each of which could have an adverse effect on our business and results of operations.
26

A portion of our revenues are generated by sales to government entities, which are subject to a number of challenges and risks.
A portion of our sales are to partners that resell our services to government agencies, and we have made, and plan to continue to make, investments to support future sales opportunities in the government sector. The sale of our services to government agencies is tied to budget cycles, and there are government requirements and authorizations that we may be required to meet. Further, we may be subject to audits and investigations regarding our role as a subcontractor in government contracts, and violations could result in penalties and sanctions, including contract termination, refunding or forfeiting payments, fines, and suspension or debarment from future government business. Selling to these entities can be highly competitive, expensive and time consuming, often requiring significant upfront time and expense. Government entities often require contract terms that differ from our standard arrangements and impose additional compliance requirements, require increased attention to pricing practices, or are otherwise time consuming and expensive to satisfy. Government entities may also have statutory, contractual or other legal rights to terminate contracts with our partners for convenience, for lack of funding or due to a default, and any such termination may adversely impact our future results of operations. If we represent that we meet certain standards or requirements and do not meet them, we could be subject to increased liability from our customers, investigation by regulators or termination rights. Even if we do meet them, the additional costs associated with providing our service to government entities could harm our margins. Moreover, changes in underlying regulatory requirements could be an impediment to our ability to efficiently provide our service to government customers and to grow or maintain our customer base. Any of these risks related to contracting with government entities could adversely impact our future sales and results of operations, or make them more difficult to predict.
If we fail to enhance our brand cost-effectively, our ability to expand our customer base will be impaired and our business, results of operations and financial condition may suffer.
We believe that developing and maintaining awareness of our brand in a cost-effective manner is critical to achieving widespread acceptance of our existing and future products and is an important element in attracting new customers. For example, in the fourth quarter of fiscal 2023, we rebranded our Okta and Auth0 product offerings, which we now refer to as Workforce Identity Cloud and Customer Identity Cloud. Furthermore, we believe that the importance of brand recognition will increase as competition in our market increases. Successful promotion of our brand will depend largely on the effectiveness of our marketing efforts and on our ability to provide reliable and useful products at competitive prices. In the past, our efforts to build our brand have involved significant expenses. Brand promotion activities may not yield increased revenue, and even if they do, any increased revenue may not offset the expenses we incur in building our brand. If we fail to successfully promote and maintain our brand, or incur substantial expenses in an unsuccessful attempt to promote and maintain our brand, we may fail to attract new customers or retain our existing customers to the extent necessary to realize a sufficient return on our brand-building efforts, and our business, results of operations and financial condition could suffer.
We may not set optimal prices for our products.
In the past, we have at times adjusted our prices either for individual customers in connection with long-term agreements or for a particular product. We expect that we may need to change our pricing in future periods and potentially in response to COVID-19 pricing pressures, the inflation and interest rate environment and increased costs. Further, as competitors introduce new products that compete with ours or reduce their prices, we may be unable to attract new customers or retain existing customers based on our historical pricing. As we expand internationally, we also must determine the appropriate price to enable us to compete effectively internationally. In addition, if our mix of products sold changes, then we may need to, or choose to, revise our pricing. As a result, we may be required or choose to reduce our prices or change our pricing model, which could harm our business, results of operations and financial condition.
Our failure to raise additional capital or generate cash flows necessary to expand our operations and invest in new technologies in the future could reduce our ability to compete successfully and harm our results of operations.
We may need to raise additional funds, and we may not be able to obtain additional debt or equity financing on favorable terms, if at all. If we raise additional equity or convertible debt financing, our security holders may experience significant dilution of their ownership interests. If we engage in additional debt financing, we may be required to accept terms that restrict our ability to incur additional indebtedness, force us to maintain specified
27

liquidity or other ratios or restrict our ability to pay dividends or make acquisitions. If we need additional capital and cannot raise it on acceptable terms, or at all, we may not be able to, among other things:
•develop and enhance our products;
•continue to expand our product development, sales and marketing organizations;
•hire, train and retain employees;
•respond to competitive pressures or unanticipated working capital requirements; or
•pursue acquisition opportunities.
Our inability to do any of the foregoing could reduce our ability to compete successfully and harm our business, results of operations and financial condition.
We may be subject to liability claims if we breach our contracts and our insurance may be inadequate to cover our losses.
We are subject to numerous obligations in our contracts with our customers and partners. Despite the procedures, systems and internal controls we have implemented to comply with our contracts, we may breach these commitments, whether through a weakness in these procedures, systems and internal controls, negligence or the willful act of an employee or contractor. Our insurance policies, including our errors and omissions insurance, may be inadequate to compensate us for the potentially significant losses that may result from claims arising from breaches of our contracts, disruptions in our service, including those caused by cybersecurity incidents, failures or disruptions to our infrastructure, catastrophic events and disasters or otherwise. In addition, such insurance may not be available to us in the future on economically reasonable terms, or at all. Further, our insurance may not cover all claims made against us and defending a suit, regardless of its merit, could be costly and divert management’s attention.
Actions that we are taking to restructure our business to improve profitability may not be as effective as anticipated.
During the first quarter of fiscal 2024, we announced a world-wide restructuring plan intended to reduce operating expenses and improve profitability. We may encounter challenges in the execution of these efforts, and these challenges could impact our ability to execute on our business initiatives and could impact our financial results. If we are unable to realize the expected outcomes from our restructuring efforts, our business and operating results may be harmed.
Increased and complex scrutiny of environmental, social and governance (“ESG”) matters may require us to incur additional costs or otherwise adversely impact our business.
Increased attention to climate change; diversity, equity and inclusion; and other ESG issues, as well as societal expectations regarding voluntary ESG initiatives and disclosures, may result in increased costs (including but not limited to increased costs related to compliance, stakeholder engagement and contracting), impact our reputation, or otherwise affect our business performance. In addition, organizations that provide information to investors on corporate governance and related matters have developed ratings processes for evaluating companies on ESG matters. Such ratings are used by some investors to inform their investment or voting decisions. Unfavorable ESG ratings could lead to negative investor sentiment toward us and/or our industry, which could have a negative impact on our access to and costs of capital. To the extent ESG matters negatively impact our reputation, we may also not be able to compete as effectively to recruit or retain employees. We may take certain actions, including the establishment of ESG-related goals or targets, to improve our ESG profile and/or respond to stakeholder demand; however, such actions may be costly or be subject to numerous conditions that are outside our control, and we cannot guarantee that such actions will have the desired effect.

Moreover, while we may create and publish voluntary disclosures regarding ESG matters from time to time, many of the statements in those voluntary disclosures are based on hypothetical expectations and assumptions that may or may not be representative of current or actual risks or events or forecasts of expected risks or events, including the costs associated therewith. Such expectations and assumptions are necessarily uncertain and may be prone to error or subject to misinterpretation given the long timelines involved and the lack of an established single approach to identifying, measuring and reporting on many ESG matters. Such disclosures may also be at least partially reliant on third-party information that we have not independently verified or cannot be independently
28

verified. In addition, we expect there will likely be increasing levels of regulation, disclosure-related and otherwise, with respect to ESG matters, and increased regulation will likely lead to increased compliance costs as well as scrutiny that could heighten all of the risks identified in this risk factor. Such ESG matters may also impact our customers, which may adversely impact our business, financial condition, or results of operations.
Risks Related to Intellectual Property, Infrastructure Technology, Data Privacy and Security
If there are interruptions or performance problems associated with our technology or infrastructure, our existing customers may experience service outages, and our new customers may experience delays in the deployment of our platform.
Our continued growth depends, in part, on the ability of our existing and potential customers to access our platform 24 hours a day, seven days a week, without interruption or degradation of performance. We may experience disruptions, data loss, outages and other performance problems with our infrastructure due to a variety of factors, including infrastructure and functionality changes, human or software errors, capacity constraints or security-related incidents. In some instances, we may not be able to identify the cause or causes of these performance problems immediately or in short order. We may not be able to maintain the level of service uptime and performance required by our customers, especially during peak usage times and as our products become more complex and our user traffic increases. If our platform is unavailable or if our customers are unable to access our products or deploy them within a reasonable amount of time, or at all, our business would be harmed. Since our customers rely on our service to access and complete their work, any outage on our platform would impair the ability of our customers to perform their work, which would negatively impact our brand, reputation and customer satisfaction. Moreover, we depend on services from various third parties to maintain our infrastructure and distribute our products via the internet. If a service provider fails to provide sufficient capacity to support our platform or otherwise experiences service outages, such failure could interrupt our customers’ access to our service, which could adversely affect their perception of our platform's reliability and our revenues. Any disruptions in these services, including as a result of actions outside of our control, would significantly impact the continued performance of our products. In the future, these services may not be available to us on commercially reasonable terms, or at all. Any loss of the right to use any of these services could result in decreased functionality of our products until equivalent technology is either developed by us or, if available from another provider, is identified, obtained and integrated into our infrastructure. If we do not accurately predict our infrastructure capacity requirements, our customers could experience service shortfalls. We may also be unable to effectively address capacity constraints, upgrade our systems as needed, and continually develop our technology and network architecture to accommodate actual and anticipated changes in technology.
Any of the above circumstances or events may harm our reputation, cause customers to terminate their agreements with us, impair our ability to obtain subscription renewals from existing customers, impair our ability to grow our customer base, result in the expenditure of significant financial, technical and engineering resources, subject us to financial penalties and liabilities under our service level agreements, and otherwise harm our business, results of operations and financial condition.
In the past we have experienced and in the future we may experience cybersecurity incidents that may allow unauthorized access to our systems or data or our customers’ data, disable access to our service, harm our reputation, create additional liability and adversely impact our financial results.
Increasingly, companies, including Okta, are subject to a wide variety of attacks on their systems and networks on an ongoing basis. In addition to threats from traditional computer “hackers,” malicious code (such as malware, viruses, worms and ransomware), employee or contractor theft or misuse, password spraying, phishing and denial-of-service attacks, we and our third-party service providers now also face threats from sophisticated nation-state and nation-state-supported actors who engage in attacks (including advanced persistent threat intrusions) that add to the risks to our systems (including those hosted on AWS’ or other cloud services providers’ systems), internal networks, our customers’ systems and the information that they store and process. For example, like other companies, we have experienced numerous cybersecurity attacks and have had to expend increasing amounts of human and financial capital to respond. We expect that these cybersecurity attacks will continue and that the scope and sophistication of these efforts may increase in future periods. Despite significant efforts to create security barriers to such threats, it is virtually impossible for us to entirely mitigate these risks. As a well-known provider of identity and security solutions, we pose an attractive target for such attacks. The security measures we have integrated into our internal systems and platform, which are designed to detect unauthorized activity and prevent or minimize security breaches, may not function as expected or may not be sufficient to protect our internal networks and platform against certain attacks. In addition, techniques used to sabotage or to obtain unauthorized
29

access to networks in which data is stored or through which data is transmitted change frequently, become more complex over time and generally are not recognized until launched against a target. As a result, we and our third-party service providers may be unable to anticipate these techniques or implement adequate preventative measures quickly enough to prevent either an electronic intrusion into our systems or services or a compromise of customer data, employee data or other protected information.
Our customers’ use of Okta to access business systems and store data concerning, among others, their employees, contractors, partners and customers is essential to their use of our platform, which stores, transmits and processes customers’ proprietary information and users’ personal data. Okta has experienced and likely will in the future experience attacks targeting such customer data. When such breaches occur, as a result of third-party action, technology limitations, employee or contractor error, malfeasance or otherwise, and if the confidentiality, integrity or availability of our customers’ data or systems is disrupted, we could incur significant liability to our customers and to individuals or businesses whose information was being stored by our customers, and our platform may be perceived as less desirable, which could negatively affect our business and damage our reputation. Because techniques used to obtain unauthorized access to, or to sabotage, systems change frequently and generally are not recognized until launched against a target, we, our third-party service providers and our customers may be unable to anticipate these techniques or to implement adequate preventive measures. Further, because we do not control our third-party service providers, or the processing of data by our third-party service providers, we cannot ensure the integrity or security of measures they take to protect customer information and prevent data loss.
In addition, security breaches impacting our platform have in certain cases resulted in and could in the future result in a risk of loss or unauthorized disclosure of this information, or the denial of access to this information, which, in turn, could lead to enforcement actions, litigation, regulatory or governmental audits, investigations and possible liability, and increased requests by individuals regarding their personal data. Security breaches could also damage our relationships with and ability to attract customers and partners, and trigger service availability, indemnification and other contractual obligations. Security incidents may also cause us to incur significant investigation, mitigation, remediation, notification and other expenses. Furthermore, as a well-known provider of identity and security solutions, any such breach, including a breach of our customers’ systems, could compromise systems secured by our products, creating system disruptions or slowdowns and exploiting security vulnerabilities of our or our customers’ systems, and the information stored on our or our customers’ systems could be accessed, publicly disclosed, altered, lost or stolen, which could subject us to liability and cause us financial harm. For example, the January 2022 compromise of one of our third-party service providers by a threat actor, even though not material and not a breach of our product or systems, nonetheless was widely publicized and focused attention on the security of our systems and the systems of our third-party service providers. Our disclosures concerning security incidents also may become the subject of litigation, and our disclosures concerning the January 2022 compromise, for example, have become the subject of lawsuits, as discussed in Item 3, “Legal Proceedings” below. While we have taken a number of remediation steps, there is no guarantee that our preventative and mitigation actions with respect to this incident and others like it will fully eliminate the risk of a malicious compromise of our, our third-party service providers’ or our customers’ systems.
While we maintain cybersecurity insurance, our insurance may be insufficient to cover all liabilities incurred in these incidents, and any incidents may result in loss of, or increased costs of, our cybersecurity insurance. These breaches, or any perceived breach, of our systems, our customers’ systems, or other systems or networks secured by our products, whether or not any such breach is due to a vulnerability in our platform, may also undermine confidence in our platform or our industry and result in damage to our reputation and brand, negative publicity, loss of ISVs and other channel partners, customers and sales, increased costs to remedy any problem, costly litigation and other liability. In addition, a breach of the security measures of one of our key ISVs or other channel partners could result in the exfiltration of confidential corporate information or other data that may provide additional avenues of attack, and if a high profile security breach occurs with respect to a comparable cloud technology provider, our customers and potential customers may lose trust in the security of the cloud business model generally, which could adversely impact our ability to retain existing customers or attract new ones, potentially causing a negative impact on our business. Any of these negative outcomes could adversely impact market acceptance of our products and could harm our business, results of operations and financial condition.
Third parties have induced and may continue to fraudulently induce employees, contractors, customers or our customers’ users into disclosing sensitive information such as user names, passwords or other information or otherwise compromise the security of our applications, internal networks, electronic systems and/or physical facilities in order to gain access to our data or our customers’ data, which could result in significant legal and financial exposure, a loss of confidence in the security of our platform, interruptions or malfunctions in our
30

operations, account lock outs, and, ultimately, harm to our future business prospects and revenue. We may be required to expend significant capital and financial resources to protect against such threats or to alleviate problems caused by breaches in security.
Any actual or perceived failure by us to comply with the privacy or security provisions of our privacy policy, our contracts and/or legal or regulatory requirements could result in proceedings, actions or penalties against us.
Our customers’ storage and use of data concerning, among others, their employees, contractors, partners and customers is essential to their use of our platform. We have implemented various features intended to enable our customers to better comply with applicable privacy and security requirements in their collection and use of data within our online service, but these features do not ensure their compliance and may not be effective against all potential privacy or related regulatory concerns.
Many jurisdictions have enacted or are considering enacting or revising privacy and/or data security legislation, including laws and regulations applying to the collection, use, storage, transfer, disclosure and/or processing of personal data. The costs of compliance with, and other burdens imposed by, such laws and regulations that are applicable to the operations of our customers may limit the use and adoption of our service and reduce overall demand for it. These privacy and data security related laws and regulations are evolving and may result in increasing regulatory and public scrutiny and escalating levels of enforcement and sanctions. In addition, we are subject to certain contractual obligations regarding the collection, use, storage, transfer, disclosure and/or processing of personal data. Although we are working to comply with those federal, state and foreign laws and regulations, industry standards, contractual obligations and other legal obligations that apply to us, those laws, regulations, standards and obligations are evolving and may be modified, interpreted and applied in an inconsistent manner from one jurisdiction to another, and may conflict with one another, other requirements or legal obligations, our practices or the features of our platform. In addition, some of our customers rely on our authorization under FedRAMP to help satisfy their own legal and regulatory compliance requirements which, in addition to state or international regulations, may require us to undertake additional actions and expense to ensure compliance.
We also expect that there will continue to be new proposed laws, regulations, self-regulatory and industry standards concerning privacy, data protection and information security in the United States, China, the European Union, India and other jurisdictions, and we cannot yet determine the impact such future laws, regulations and standards may have on our business. For example, the California Consumer Privacy Act (“CCPA”), which took effect on January 1, 2020, and the California Privacy Rights Act (“CPRA”), which took effect on January 1, 2023 and significantly modifies the CCPA, broadly define personal information and give California residents expanded privacy rights and protections and provide for civil penalties for violations and a private right of action for data breaches. The CPRA also creates a new state agency that is vested with authority to implement and enforce the CCPA and the CPRA. Since the CPRA passed, Virginia, Colorado, Utah and Connecticut have each passed their own comprehensive privacy statutes that share similarities with the CCPA and CPRA and will take effect in 2023. Some observers see this influx of state privacy regimes as a trend toward more stringent privacy legislation in the United States, including a potential federal privacy law, all of which could increase our potential liability and adversely affect our business.
Future laws, regulations, standards and other obligations, and changes in the interpretation of existing laws, regulations, standards and other obligations could impair our or our customers’ ability to collect, use or disclose information relating to consumers, which could decrease demand for our applications, restrict our business operations, or increase our costs and impair our ability to maintain and grow our customer base and increase our revenue. Such laws and regulations may require companies to implement privacy and security policies, permit users to exercise various data rights, inform individuals of security breaches that affect their personal data, and, in some cases, obtain individuals’ consent to use personal data for certain purposes. If we, or the third parties on which we rely, fail to comply with federal, state and international data privacy laws and regulations our ability to successfully operate our business and pursue our business goals could be harmed.
With respect to cybersecurity in the United States, we are closely monitoring the development of rules and guidance pursuant to various executive orders that may apply to us, including, for example, pursuant to Executive Order 14028 for “critical software.” While the rules and guidance coming from the Order are still being developed, we could be categorized as a provider of critical software, which may increase our compliance costs and delay or prevent our ability to execute contracts with customers, including in particular with government entities.
Any failure or perceived failure by us to comply with federal, state or foreign laws or regulations, industry standards, contractual obligations or other legal obligations, compliance frameworks that Okta has contractually
31

committed to comply with, or any actual or suspected privacy or security incident, even if unfounded, whether or not resulting in unauthorized access to, or acquisition, release or transfer of personal data or other data, may result in enforcement actions and prosecutions, private litigation, fines, penalties and censure, claims for damages by customers and other affected individuals, or adverse publicity and could cause our customers to lose trust in us, which could have an adverse effect on our reputation and business.
We publicly post our privacy policies and practices concerning our processing, use and disclosure of the personal data provided to us by our website visitors and by our customers, and other individuals with whom we interact. Our publication of our privacy policies and other statements we publish that provide promises and assurances about privacy and security can subject us to potential state and federal action if they are found to be unfair, deceptive or misrepresentative of our practices.
If our platform is perceived to cause, or is otherwise unfavorably associated with, violations of privacy or data security requirements, it may subject us or our customers to public criticism and potential legal liability. Existing and potential privacy laws and regulations concerning privacy and data security and increasing sensitivity of consumers to unauthorized processing of personal data may create negative public reactions to technologies, products and services such as ours. Public concerns regarding personal data processing, privacy and security may cause some of our customers’ end users to be less likely to visit their websites or otherwise interact with them. If enough end users choose not to visit our customers’ websites or otherwise interact with them, our customers could stop using our platform. This, in turn, may reduce the value of our service, and slow or eliminate the growth of our business, or cause our business to contract.
Privacy is a mission-critical issue for Okta and for our customers. We have attained multiple privacy certifications, such as the Asia-Pacific Economic Cooperation Privacy Recognition for Processors, and the European Union Cloud Code of Conduct, Level 2. If we fail to maintain our privacy certifications, or if we fail to seek expansion of their applicability to acquired and/or newly-developed products, we may fail to meet our contractual commitments and we may fail to retain our existing customers or attract new customers, and our business, results of operations and financial condition could suffer.
We may face particular privacy, data security and data protection risks in Europe due to stringent data protection and privacy laws, including the European General Data Protection Regulation, and increased scrutiny over EU-U.S. data transfers.
We are subject to the EU General Data Protection Regulation 2016/679 (“GDPR”) and the UK General Data Protection Regulation and Data Protection Act 2018 (“UK Data Protection Laws”). The GDPR and UK Data Protection Laws have enhanced data protection obligations for processors and controllers of personal data, including, for example, expanded disclosures about how personal data is to be used, limitations on retention of information, mandatory data breach notification requirements and onerous new obligations on services providers. Non-compliance with the GDPR can trigger fines of up to €20 million, or 4% of total worldwide annual revenue, whichever is higher. The UK Data Protection Laws mirror the fines under the GDPR. Given the breadth and depth of changes in data protection obligations, complying with its requirements has caused us to expend significant resources and such expenditures are likely to continue into the near future as we respond to new interpretations and enforcement actions following the effective date of the regulation and as we continue to negotiate data processing agreements with our customers and business partners. Separate EU laws and regulations (and member states’ implementations of them) govern the protection of consumers and of electronic communications and these are also evolving. A draft of the new ePrivacy Regulation extends the strict opt-in marketing rules with limited exceptions to business-to-business communications, alters rules on third-party cookies, web beacons and similar technology and significantly increases penalties. We cannot yet determine the impact that such future laws, regulations and standards may have on our business. Such laws and regulations are often subject to differing interpretations and may be inconsistent among jurisdictions. We may incur substantial expense in complying with any new obligations and we may be required to make significant changes in our business operations and product and services development, all of which may adversely affect our revenues and our business overall.
In addition, the GDPR restricts transfers outside of the EU to third countries deemed to lack adequate privacy protections (such as the United States), unless an appropriate safeguard specified by the GDPR is implemented, such as the Standard Contractual Clauses (“SCCs”) approved by the European Commission and, until July 16, 2020, the Privacy Shield for EU-U.S. data transfers. With regard to transfers to the United States of personal data from our employees and European customers and users, we rely upon the SCCs. On July 16, 2020, in what is known as the “Schrems II” decision, the Court of Justice of the European Union (“CJEU”) invalidated the EU-U.S. Privacy Shield Framework (“Privacy Shield”) under which personal data could be transferred from the EEA to U.S.
32

entities who had self-certified under the Privacy Shield scheme. While the CJEU upheld the adequacy of the SCCs (a standard form of contract approved by the European Commission as an adequate personal data transfer mechanism, and potential alternative to the Privacy Shield), it made clear that reliance on them alone may not necessarily be sufficient in all circumstances. Use of the SCCs must now be assessed on a case-by-case basis taking into account the legal regime applicable in the destination country, in particular applicable surveillance laws and rights of individuals and additional measures and/or contractual provisions may need to be put in place. In June 2021, the European Commission issued new SCCs that account for the CJEU’s “Schrems II” decision. The new SCCs must be used for relevant new data transfers, and existing SCCs arrangements were required to be migrated to the new SCCs by December 27, 2022. These new SCCs only apply to the transfer of personal data outside the EEA, and not the United Kingdom. The United Kingdom’s Information Commissioner’s Office released revised UK standard contractual clauses that can be used from March 21, 2022, with a two-year grace period.
U.S. and EU officials are actively seeking a solution to replace the Privacy Shield. On March 25, 2022, the U.S. and European Commission announced that they had agreed in principle to a new “Trans-Atlantic Data Privacy Framework” to enable trans-Atlantic data flows and address the concerns raised in the Schrems II decision. There is no clear timeline for the enactment of this new framework. Moreover, once enacted, the new framework is likely to be subject to legal challenges and may be struck down by the CJEU.
Although we believe we continue to satisfy regulatory requirements through our use of SCCs, these latest developments may require major changes to our data transfer policy, including the need to conduct legal, technical, and security assessments for each data transfer from the EEA and UK to a country outside of the EEA and UK. This means that we may be unsuccessful in maintaining legitimate means for our transfer and receipt of personal data from the EEA and UK. We may, in addition to other impacts, experience additional costs associated with increased compliance burdens, and we and our customers face the potential for regulators in the EEA and UK to apply different standards to the transfer of personal data from the EEA and UK to the United States, and to block, or require ad hoc verification of measures taken with respect to, certain data flows from the EEA and UK to the United States. We also anticipate being required to engage in new contract negotiations with third parties that aid in processing data on our behalf, and entering into the new SCCs. We may experience reluctance or refusal by current or prospective European customers to use our products, and we may find it necessary or desirable to make further changes to our handling of personal data of EEA and UK residents. There are few viable alternatives to the SCCs, and the law in this area remains dynamic. These recent developments will require us to review and may require us to amend the legal mechanisms by which we make and/or receive personal data transfers to/in the United States.
The regulatory environment applicable to the handling of EEA and UK residents' personal data, and our actions taken in response, may cause us to assume additional liabilities or incur additional costs and could result in our business, operating results and financial condition being harmed. We and our customers may face a risk of enforcement actions by data protection authorities in the EEA and UK relating to personal data transfers to us and by us from the EEA and UK. Any such enforcement actions could result in substantial costs and diversion of resources, distract management and technical personnel and negatively affect our business, operating results and financial condition.
We also continue to see jurisdictions imposing data localization laws, which require personal information, or certain subcategories of personal information to be stored in the jurisdiction of origin. These regulations may deter customers from using cloud-based services such as ours, and may inhibit our ability to expand into those markets or prohibit us from continuing to offer services in those markets without significant additional costs.
We and our customers are at risk of enforcement actions taken by certain EEA and UK data protection authorities until such point in time that we may be able to ensure that all transfers of personal data to us in the United States from the EEA and UK are conducted in compliance with all applicable regulatory obligations, the guidance of data protection authorities and evolving best practices. Any investigation or charges by EEA and UK data protection authorities could have a negative effect on our existing business and on our ability to attract and retain new customers. We may find it necessary to establish systems to maintain EEA and UK personal data within the EEA and UK, which may involve substantial expense and may cause us to need to divert resources from other aspects of our business, all of which may adversely affect our business.
We function as a HIPAA Business Associate for certain of our customers and, as such, are subject to strict privacy and data security requirements. If we fail to comply with any of these requirements, we could be subject to significant liability, all of which can adversely affect our business as well as our ability to attract and retain new customers.
33

The Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), and their respective implementing regulations under HIPAA, imposes specified requirements relating to the privacy, security and transmission of individually identifiable health information. Among other things, HITECH makes HIPAA’s security standards directly applicable to business associates. We function as a business associate for certain of our customers that are HIPAA covered entities and service providers, and in that context we are regulated as a business associate for the purposes of HIPAA. The HIPAA-covered entities and service providers to which we provide services require us to enter into HIPAA-compliant business associate agreements with them. These agreements impose stringent data security obligations on us. If we are unable to comply with our obligations as a HIPAA business associate or under the terms of the business associate agreements we have executed, we could face substantial civil and even criminal liability as well as contractual liability under the applicable business associate agreement, all of which can have an adverse impact on our business and generate negative publicity, which, in turn, can have an adverse impact on our ability to attract and retain new customers. Modifying the already stringent penalty structure that was present under HIPAA prior to HITECH, HITECH created four new tiers of civil monetary penalties and gave state attorneys general new authority to file civil actions for damages or injunctions in federal courts to enforce the federal HIPAA laws and seek attorneys’ fees and costs associated with pursuing federal civil actions. In addition, many state laws govern the privacy and security of health information in certain circumstances, many of which differ from HIPAA and each other in significant ways and may not have the same effect.
In addition, the U.S. Department of Health & Human Services recently proposed modifications to the HIPAA privacy regulations (“Privacy Rule”), including certain changes designed to strengthen individuals’ right to access their own health information, improve information sharing for care coordination and case management, and reduce administrative burdens on HIPAA covered entities, while continuing to protect individuals’ health information privacy interests. The proposed rulemaking has not yet been finalized. We will continue to monitor whether any final modifications to the Privacy Rule may obligate us to change our practices. Significant changes to HIPAA, including interpretation and application of HIPAA, could negatively impact our business.
If we fail to maintain our security attestations and certifications, our business, results of operations and financial condition may suffer.
Security is a mission-critical issue for Okta and for our customers. We have attained multiple certifications, including SOC 2 Type II certifications, CSA Star Level 2 Attestation, ISO/IEC 27001:2013, ISO/IEC 27018:2019 certifications, and agency FedRAMP Moderate Authorities to Operate. We also support FIPS 140-2 encryption requirements. If we fail to maintain our security attestations and certifications, or if we fail to seek expansion of their applicability to acquired and/or newly-developed products, we may fail to meet our contractual commitments and we may fail to retain our existing customers or attract new customers, and our business, results of operations and financial condition could suffer.
We provide service level commitments under our customer contracts. If we fail to meet these contractual commitments, we could be obligated to provide credits for future service, or face contract termination with refunds of prepaid amounts related to unused subscriptions, which could harm our business, results of operations and financial condition.
Our customer agreements contain service level commitments, under which we guarantee specified availability of our platform. Any failure of or disruption to our infrastructure could make our platform unavailable to our customers. If we are unable to meet the stated service level commitments to our customers or suffer extended periods of unavailability of our platform, we may be contractually obligated to provide affected customers with service credits for future subscriptions. Our revenue, other results of operations and financial condition could be harmed if we suffer unscheduled downtime that exceeds the service level commitments under our agreements with our customers, and any extended service outages could adversely affect our business and reputation as customers may elect not to renew and we could lose future sales.
34

If we are unable to ensure that our products integrate or interoperate with a variety of operating systems and software applications that are developed by others, our platform may become less competitive and our results of operations may be harmed.
The number of people who access the internet through mobile devices and access cloud-based software applications through mobile devices, including smartphones and handheld tablets or laptop computers, has increased significantly in the past several years and is expected to continue to increase. While we have created mobile applications and mobile versions of our products, if these mobile applications and products do not perform well, our business may suffer. We are also dependent on third-party application stores that may prevent us from timely updating our current products or uploading new products. In addition, our products interoperate with servers, mobile devices and software applications predominantly through the use of protocols, many of which are created and maintained by third parties. As a result, we depend on the interoperability of our products with such third-party services, mobile devices and mobile operating systems, as well as cloud-enabled hardware, software, networking, browsers, database technologies and protocols that we do not control. Any changes in such technologies that degrade the functionality of our products or give preferential treatment to competitive services could adversely affect adoption and usage of our platform. Also, we may not be successful in developing or maintaining relationships with key participants in the mobile industry or in developing products that operate effectively with a range of operating systems, networks, devices, browsers, protocols and standards. In addition, we may face different fraud, security and regulatory risks from transactions sent from mobile devices than we do from personal computers. If we are unable to effectively anticipate and manage these risks, or if it is difficult for our customers to access and use our platform, our business, results of operations and financial condition may be harmed.
Our success also depends on the willingness of third-party developers and technology providers to build applications and provide integrations that are complementary to our service. Without the development of these applications and integrations, both current and potential customers may not find our service sufficiently attractive, and our business, results of operations and financial condition could suffer.
Interruptions or delays in the services provided by third-party data centers or internet service providers could impair the delivery of our platform and our business could suffer.
We rely on a number of third-party service providers to operate our services, any of which, if it encountered interruptions or delays, could negatively affect our platform, damage our reputation, expose us to liability, cause us to lose customers or otherwise harm our business. For example, we host our platform using AWS data centers and other third-party cloud infrastructure services. All of our products use resources operated by us in these locations. Our operations depend on protecting the virtual cloud infrastructure hosted in AWS or other cloud services by maintaining its configuration, architecture and interconnection specifications, as well as the information stored in these virtual data centers and which third-party internet service providers transmit. Although we have disaster recovery plans that use multiple virtual data center locations, any incident affecting their infrastructure that may be caused by fire, flood, severe storm, earthquake, power loss, telecommunications failures, unauthorized intrusion, computer viruses and disabling devices, natural disasters, war, criminal act, military actions, terrorist attacks and other similar events beyond our control could negatively affect our platform. A prolonged third-party service disruption affecting our platform for any of the foregoing reasons could be detrimental to our business. We may also incur significant costs for using alternative equipment or taking other actions in preparation for, or in reaction to, events that damage the third-party services we use.
Our cloud infrastructure services enable us to order and reserve server capacity in varying amounts and sizes distributed across multiple regions. These cloud infrastructure services provide us with computing and storage capacity pursuant to agreements which may be terminated under specified circumstances.
Our platform is accessed by a large number of customers, often at the same time. As we continue to expand the number of our customers and products available to our customers, we may not be able to scale our technology to accommodate the increased capacity requirements, which may result in interruptions or delays in service. In addition, the failure of third-party virtual data centers, third-party internet service providers, or other third-party service providers whose services are integrated with our platform, to meet our capacity requirements could result in interruptions or delays in access to our platform or impede our ability to scale our operations. In the event that our third-party service agreements are terminated, or there is a lapse of service, interruption of internet service provider connectivity or damage to such facilities, we could experience interruptions in access to our platform as well as delays and additional expense in arranging new facilities and services.
35

Our success depends, in part, on the integrity and scalability of our systems and infrastructures. System interruption and the lack of integration, redundancy and scalability in these systems and infrastructures may harm our business, results of operations and financial condition.
Our success depends, in part, on our ability to maintain the integrity of our systems and infrastructure, including websites, information and related systems. System interruption and a lack of integration and redundancy in our information systems and infrastructure may adversely affect our ability to operate websites, process and fulfill transactions, respond to customer inquiries and generally maintain cost-efficient operations. We may experience occasional system interruptions that make some or all systems or data unavailable or prevent us from efficiently providing access to our platform. We also rely on third-party computer systems, broadband and other communications systems and service providers in connection with providing access to our platform generally. Any interruptions, outages or delays in our systems and infrastructure, our business and/or third parties, or deterioration in the performance of these systems and infrastructure, could impair our ability to provide access to our platform. Fire, flood, power loss, telecommunications failure, hurricanes, tornadoes, earthquakes, other natural disasters, acts of war or terrorism and similar events or disruptions may damage or interrupt computer, broadband or other communications systems and infrastructure at any time. Any of these events could cause system interruption, delays and loss of critical data, and could prevent us from providing access to our platform. While we have backup systems for certain aspects of these operations, disaster recovery planning by its nature cannot be sufficient for all eventualities. In addition, we may not have adequate insurance coverage to compensate for losses from a major interruption. If any of these events were to occur, it could harm our business, results of operations and financial condition.
We rely on software and services from other parties. Defects in or the loss of access to software or services from third parties could increase our costs and adversely affect the quality of our products.
We rely on technologies from third parties to operate critical functions of our business, including cloud infrastructure services and customer relationship management services. Our business would be disrupted if any of the third-party software or services we use, or functional equivalents, were unavailable due to extended outages or interruptions or because they are no longer available on commercially reasonable terms or prices. In each case, we would be required to either seek licenses to software or services from other parties and redesign our products to function with such software or services or develop substitutes ourselves, which would result in increased costs and could result in delays in our product launches and the release of new product offerings until equivalent technology can be identified, licensed or developed, and integrated into our products. Furthermore, we might be forced to limit the features available in our current or future products. These delays and feature limitations, if they occur, could harm our business, results of operations and financial condition.
Real or perceived errors, failures, vulnerabilities or bugs in our products, including deployment complexity, could harm our business and results of operations.
Errors, failures, vulnerabilities or bugs may occur in our products, especially when updates are deployed or new products are rolled out. Our platform is often used in connection with large-scale computing environments with different operating systems, system management software, equipment and networking configurations, which may cause errors or failures of products, or other aspects of the computing environment into which our products are deployed. In addition, deployment of our products into complicated, large-scale computing environments may expose errors, failures, vulnerabilities or bugs in our products. Any such errors, failures, vulnerabilities or bugs may not be found until after they are deployed to our customers. Real or perceived errors, failures, vulnerabilities or bugs in our products, or delays in or difficulties implementing our product releases, could result in negative publicity, loss of customer data, loss of or delay in market acceptance of our products, a decrease in customer satisfaction or adoption rates, loss of competitive position, or claims by customers for losses sustained by them, all of which could harm our business, results of operations and financial condition.
If we fail to adequately protect our proprietary rights, our competitive position could be impaired and we may lose valuable assets, generate less revenue and incur costly litigation to protect our rights.
Our success is dependent, in part, upon protecting our proprietary information and technology. We rely on a combination of patents, copyrights, trademarks, service marks, trade secret laws and contractual restrictions to establish and protect our proprietary rights. However, the steps we take to protect our intellectual property may be inadequate. We will not be able to protect our intellectual property if we are unable to enforce our rights or if we do not detect unauthorized use of our intellectual property. Despite our precautions, it may be possible for unauthorized third parties to copy our products and use information that we regard as proprietary to create products that compete
36

with ours. Some contract provisions protecting against unauthorized use, copying, transfer and disclosure of our products may be unenforceable under the laws of certain jurisdictions and foreign countries. Further, the laws of some countries do not protect proprietary rights to the same extent as the laws of the United States, and mechanisms for enforcement of intellectual property rights in some foreign countries may be inadequate. To the extent we expand our international activities, our exposure to unauthorized copying and use of our products and proprietary information may increase. Accordingly, despite our efforts, we may be unable to prevent third parties from infringing upon or misappropriating our technology and intellectual property.
We rely in part on trade secrets, proprietary know-how and other confidential information to maintain our competitive position. Although we enter into confidentiality and invention assignment agreements with our employees and consultants and enter into confidentiality agreements with the parties with whom we have strategic relationships and business alliances, no assurance can be given that these agreements will be effective in controlling access to and distribution of our products and proprietary information. Further, these agreements do not prevent our competitors from independently developing technologies that are substantially equivalent or superior to our products.
To protect our intellectual property rights, we may be required to spend significant resources to monitor and protect these rights. Litigation may be necessary in the future to enforce our intellectual property rights and to protect our trade secrets. Such litigation could be costly, time consuming and distracting to management and could result in the impairment or loss of portions of our intellectual property. Furthermore, our efforts to enforce our intellectual property rights may be met with defenses, counterclaims and countersuits attacking the validity and enforceability of our intellectual property rights. Our inability to protect our proprietary technology against unauthorized copying or use, as well as any costly litigation or diversion of our management’s attention and resources, could delay further sales or the implementation of our products, impair the functionality of our products, delay introductions of new products, result in our substituting inferior or more costly technologies into our products, or injure our reputation. In addition, we may be required to license additional technology from third parties to develop and market new products, and we cannot ensure that we can license that technology on commercially reasonable terms or at all, and our inability to license this technology could harm our ability to compete.
Our results of operations may be harmed if we are subject to an infringement claim or a claim that results in a significant damage award.
There is considerable patent and other intellectual property development activity in our industry, and we expect that software companies will increasingly be subject to infringement claims as the number of products and competitors grows and the functionality of products in different industry segments overlaps. In addition, the patent portfolios of many of our competitors are larger than ours, and this disparity may increase the risk that our competitors may sue us for patent infringement and may limit our ability to counterclaim for patent infringement or settle through patent cross-licenses. Other companies have claimed in the past, and may claim in the future, that we infringe upon their intellectual property rights. A claim may also be made relating to technology that we acquire or license from third parties. Further, we may be unaware of the intellectual property rights of others that may cover some or all of our technology.
Any claim of infringement, regardless of its merit or our defenses, could:
•require costly litigation to resolve and/or the payment of substantial damages, ongoing royalty payments or other amounts to settle such disputes;
•require significant management time and attention;
•cause us to enter into unfavorable royalty or license agreements, if such arrangements are available at all;
•require us to discontinue the sale of some or all of our products, remove or reduce features or functionality of our products or comply with other unfavorable terms;
•require us to indemnify our customers or third-party service providers; and/or
•require us to expend additional development resources to redesign our products.
Any one or more of the above could harm our business, results of operations and financial condition.
37

We use open source software in our products, which could negatively affect our ability to offer our products and subject us to litigation or other actions.
We use open source software in our products and expect to use more open source software in the future. From time to time, there have been claims challenging the ownership of open source software against companies that incorporate open source software into their products. However, the terms of many open source licenses have not been interpreted by U.S. courts, and there is a risk that these licenses could be construed in a way that could impose unanticipated conditions or restrictions on our ability to commercialize our products. As a result, we could be subject to lawsuits by parties claiming ownership of what we believe to be open source software. Litigation could be costly for us to defend, have a negative effect on our results of operations and financial condition or require us to devote additional research and development resources to change our products. In addition, if we were to combine our proprietary software products with open source software in a certain manner, we could, under certain of the open source licenses, be required to release the source code of our proprietary software to the public. This would allow our competitors to create similar products with less development effort and time. If we inappropriately use open source software, or if the license terms for open source software that we use change, we may be required to re-engineer our products, incur additional costs, discontinue the sale of some or all of our products or take other remedial actions.
In addition to risks related to license requirements, usage of open source software can lead to greater risks than use of third-party commercial software, as open source licensors generally do not provide warranties or assurance of title or controls on origin of the software. In addition, many of the risks associated with usage of open source software, such as the lack of warranties or assurances of title, cannot be eliminated, and could, if not properly addressed, negatively affect our business. We have established processes to help alleviate these risks, including a review process for screening requests from our development organizations for the use of open source software, but we cannot be sure that all of our use of open source software is in a manner that is consistent with our current policies and procedures, or will not subject us to liability.
Indemnity provisions in various agreements potentially expose us to substantial liability for intellectual property infringement and other losses.
Our agreements with customers and other third parties may include indemnification or other provisions under which we agree to indemnify or otherwise be liable to them for losses suffered or incurred as a result of claims of intellectual property infringement, damages caused by us to property or persons, or other liabilities relating to or arising from the use of our platform or other acts or omissions. The term of these contractual provisions often survives termination or expiration of the applicable agreement. As we continue to grow, the possibility of infringement claims and other intellectual property rights claims against us may increase. For any intellectual property rights indemnification claim against us or our customers, we will incur significant legal expenses and may have to pay damages, settlement fees, license fees and/or stop using technology found to be in violation of the third party’s rights. Large indemnity payments could harm our business, results of operations and financial condition. We may also have to seek a license for the infringing or allegedly infringing technology. Such license may not be available on reasonable terms, if at all, and may significantly increase our operating expenses or may require us to restrict our business activities and limit our ability to deliver certain products. As a result, we may also be required to develop alternative non-infringing technology, which could require significant effort and expense and/or cause us to alter our platform, which could negatively affect our business.
From time to time, customers require us to indemnify or otherwise be liable to them for breach of confidentiality, violation of applicable law or failure to implement adequate security measures with respect to their data stored, transmitted, or accessed using our platform. Although we normally contractually limit our liability with respect to such obligations, the existence of such a dispute may have adverse effects on our customer relationship and reputation and we may still incur substantial liability related to them.
Any assertions by a third party, whether or not successful, with respect to such indemnification obligations could subject us to costly and time-consuming litigation, expensive remediation and licenses, divert management attention and financial resources, harm our relationship with that customer and other current and prospective customers, reduce demand for our platform, and harm our brand, business, results of operations and financial condition.
38

Risks Related to Legal, Accounting and Tax Matters

Because we generally recognize revenue from our subscriptions and support services over the term of the relevant service period, a decrease in sales during a reporting period may not be immediately reflected in our results of operations for that period.
We generally recognize revenue from subscriptions and related support services revenue ratably over the relevant service period. Net new revenue from new subscriptions, upsells and renewals entered into during a period can generally be expected to generate revenue for the duration of the service period. As a result, most of the revenue we report in each period is derived from the recognition of deferred revenue relating to subscriptions and support services contracts entered into during previous periods. Consequently, a decrease in new or renewed subscriptions in any single reporting period will have a limited impact on our revenue for that period. In addition, our ability to adjust our cost structure in the event of a decrease in new or renewed subscriptions may be limited.
Further, a decline in new subscriptions or renewals in a given period may not be fully reflected in our revenue for that period, but will negatively affect our revenue in future periods. Accordingly, the effect of significant downturns in sales and market acceptance of our services, and changes in our rate of renewals, may not be fully reflected in our results of operations until future periods. Our subscription model also makes it difficult for us to rapidly increase our revenue through additional sales in any period, as revenue from new customers is generally recognized over the applicable service period. Additionally, due to the complexity of certain of our customer contracts, the actual revenue recognition treatment required under relevant accounting principles generally accepted in the United States (“GAAP”) will depend on contract-specific terms and may result in greater variability in revenue from period to period.
In addition, a decrease in new subscriptions or renewals in a reporting period may not have an immediate impact on billings for that period.
We may face exposure to foreign currency exchange rate fluctuations.
Today, a vast majority of our customer contracts are denominated in U.S. dollars. Over time, however, an increasing portion of our international customer contracts may be denominated in local currencies. In addition, the majority of our international costs are denominated in local currencies. As a result, fluctuations in the value of the U.S. dollar and foreign currencies may affect our results of operations when translated into U.S. dollars. We do not currently engage in currency hedging activities to limit the risk of exchange rate fluctuations. However, in the future, we may use derivative instruments, such as foreign currency forward and option contracts, to hedge certain exposures to fluctuations in foreign currency exchange rates. The use of such hedging activities may not offset any or more than a portion of the adverse financial effects of unfavorable movements in foreign exchange rates over the limited time the hedges are in place. Moreover, the use of hedging instruments may introduce additional risks if we are unable to structure effective hedges with such instruments.
We are subject to anti-corruption, anti-bribery and similar laws, and non-compliance with such laws can subject us to criminal penalties or significant fines and harm our business and reputation.
We are subject to anti-corruption and anti-bribery and similar laws, such as the U.S. Foreign Corrupt Practices Act of 1977, as amended (“FCPA”), the U.S. domestic bribery statute contained in 18 U.S.C. § 201, U.S. Travel Act, the USA PATRIOT Act, the U.K. Bribery Act 2010 and other anti-corruption, anti-bribery and anti-money laundering laws in countries in which we conduct activities. Anti-corruption and anti-bribery laws have been enforced aggressively in recent years and are interpreted broadly and prohibit companies and their employees and agents from promising, authorizing, making or offering improper payments or other benefits to government officials and others in the private sector. As we increase our international sales and business, our risks under these laws may increase.
In addition, we use channel partners to sell our products and conduct business on our behalf abroad. We or such partners may have direct or indirect interactions with officials and employees of government agencies or state-owned or affiliated entities and under certain circumstances we could be held liable for the corrupt or other illegal activities of such partners, and our employees, representatives, contractors, partners, and agents, even if we do not explicitly authorize such activities. We have implemented an anti-corruption compliance program but cannot ensure that all our employees and agents, as well as those companies to which we outsource certain of our business operations, will not take actions in violation of our policies and applicable law, for which we may be ultimately held responsible.
39

Noncompliance with the FCPA, other applicable anti-corruption laws, or anti-money laundering laws could subject us to investigations, whistleblower complaints, sanctions, settlements, prosecution, and other enforcement actions. Any violation of these laws could result in disgorgement of profits, significant fines, damages, other civil and criminal penalties or injunctions, adverse media coverage, loss of export privileges, severe criminal or civil sanctions, suspension or debarment from U.S. government contracts and other consequences, any of which could have a material adverse effect on our reputation, business, results of operations, and financial condition.
We are subject to governmental export controls and economic sanctions laws that could impair our ability to compete in international markets and subject us to liability if we are not in full compliance with applicable laws.
Our business activities are subject to various restrictions under U.S. export controls and trade and economic sanctions laws, including the U.S. Commerce Department’s Export Administration Regulations and economic and trade sanctions regulations maintained by the U.S. Treasury Department’s Office of Foreign Assets Control. The U.S. export control laws and U.S. economic sanctions laws include prohibitions on the sale or supply of certain products and services to U.S. embargoed or sanctioned countries, governments, persons and entities and also require authorization for the export of encryption items. In addition, various countries regulate the import of certain encryption technology, including through import and licensing requirements, and have enacted laws that could limit our ability to distribute our service or could limit our customers’ ability to implement our service in those countries. If we fail to comply with these laws and regulations, we and certain of our employees could be subject to civil or criminal penalties, including the possible loss of export privileges and monetary penalties. Obtaining the necessary authorizations, including any required license, for a particular transaction may be time-consuming, is not guaranteed, and may result in the delay or loss of sales opportunities. Although we take precautions to prevent our products from being provided in violation of such laws, our products may have been in the past, and could in the future be, provided inadvertently in violation of such laws, despite the precautions we take. This could result in negative consequences to us, including government investigations, penalties and harm to our reputation.
Our international operations may give rise to potentially adverse tax consequences.
We are expanding our international operations and staff to better support our growth into certain international markets. Our corporate structure and associated transfer pricing policies anticipate future growth into certain international markets. The amount of taxes we pay in different jurisdictions may depend on the application of the tax laws of the various jurisdictions, including the United States, to our international business activities, changes in tax rates, new or revised tax laws or interpretations of existing tax laws and policies and our ability to operate our business in a manner consistent with our corporate structure and intercompany arrangements. The taxing authorities of the jurisdictions in which we operate may challenge our methodologies for pricing intercompany transactions, which are generally required to be computed on an arm’s-length basis pursuant to intercompany arrangements or disagree with our determinations as to the income and expenses attributable to specific jurisdictions. If such a challenge or disagreement were to occur, and our position was not sustained, we could be required to pay additional taxes, interest and penalties, which could result in one-time tax charges, higher effective tax rates, reduced cash flows and lower overall profitability of our operations. Our financial statements could fail to reflect adequate reserves to cover such a contingency.
Changes in tax laws or regulations in the various tax jurisdictions we are subject to that are applied adversely to us or our customers could increase the costs of our products and harm our business.
New income, sales, use, value-added or other taxes, tax laws, statutes, rules, regulations or ordinances could be enacted at any time. Those enactments could harm our domestic and international business operations, and our business and financial performance. Further, existing tax laws, statutes, rules, regulations or ordinances could be interpreted, changed, modified or applied adversely to us. These events could require us or our customers to pay additional tax amounts on a prospective or retroactive basis, as well as require us or our customers to pay fines and/or penalties and interest for past amounts deemed to be due. If we raise our prices to offset the costs of these additional taxes, existing and potential future customers may elect not to purchase our products in the future. Additionally, new, changed, modified or newly interpreted or applied tax laws could increase our customers’ and our compliance, operating and other costs, as well as the costs of our products. Further, these events could decrease the capital we have available to operate our business. Any or all of these events could harm our business and financial performance. For example, various legislative and regulatory actions and proposals, such as in the United States, the Organisation for Economic Co-operation and Development and the EU, have increasingly focused on future tax reform and contemplate changes to long-standing tax principles, which could adversely affect our liquidity and results of operations.
40

As a multinational organization, we may be subject to taxation in certain jurisdictions around the world with increasingly complex tax laws, the application of which can be uncertain. The amount of taxes we pay in these jurisdictions could increase substantially as a result of changes in the applicable tax principles, including increased tax rates, new tax laws or revised interpretations of existing tax laws and precedents, which could harm our liquidity and results of operations. In addition, the authorities in these jurisdictions could review our tax returns and impose additional tax, interest and penalties, and the authorities could claim that various withholding requirements apply to us or our subsidiaries or assert that benefits of tax treaties are not available to us or our subsidiaries, any of which could harm us and our results of operations.
Our business may be subject to additional obligations to collect and remit sales tax and other taxes, and we may be subject to tax liability for past sales. Any successful action by state, foreign or other authorities to collect additional or past sales tax could harm our business.
State, foreign and local taxing jurisdictions have differing rules and regulations governing sales, use and other indirect taxes, and these rules and regulations are subject to varying interpretations that may change over time. In particular, the applicability of sales and value-added taxes to our platform in various jurisdictions is unclear. It is possible that we could face tax audits and that our liability for these taxes could exceed our estimates as tax authorities could still assert that we are obligated to collect additional amounts as taxes from our customers and remit those taxes to those authorities. We could also be subject to audits in states and international jurisdictions for which we have not accrued tax liabilities. A successful assertion that we should be collecting additional sales or other taxes on our service in jurisdictions where we have not historically done so and do not accrue for such taxes could result in substantial tax liabilities for past sales, discourage customers from purchasing our products or otherwise harm our business, results of operations and financial condition.
We file sales tax returns in certain states within the United States as required by law and certain customer contracts for a portion of the products that we provide. We do not collect sales or other similar taxes in other states and many of such states do not apply sales or similar taxes to the vast majority of the products that we provide. However, one or more states or foreign authorities could seek to impose additional sales, use or other tax collection and record-keeping obligations on us or may determine that such taxes should have, but have not been, paid by us. Liability for past taxes may also include substantial interest and penalty charges. Any successful action by state, foreign or other authorities to compel us to collect and remit sales tax, use tax or other taxes, either retroactively, prospectively or both, could harm our business, results of operations and financial condition.
Our ability to use our U.S. net operating loss carry-forwards and certain other tax attributes may be limited.
Under Section 382 of the Internal Revenue Code of 1986, as amended, if a corporation undergoes an “ownership change,” generally defined as a greater than 50% change (by value) in its equity ownership over a three-year period, the corporation’s ability to use its pre-change net operating loss carry-forwards and other pre-change tax attributes, such as research tax credits and distributed interest deduction carryover, to offset its post-change income may be limited. We have experienced ownership changes in the past and any such ownership change in the future could result in increased future tax liability. In addition, we may experience ownership changes in the future as a result of subsequent shifts in our stock ownership. As a result, if we earn net taxable income, our ability to use our pre-change net operating loss carry-forwards to offset U.S. federal taxable income may be subject to limitations, which could potentially result in increased future tax liability to us.

On March 27, 2020, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which included temporary relief from the net operating loss limitations imposed by the Tax Cuts and Jobs Act for tax years beginning after December 31, 2017 and before January 1, 2021, and made certain technical corrections to applying the net operating loss utilization limitations for tax years beginning after January 1, 2021.

Our ability to use our net operating losses is conditioned upon generating future U.S. federal taxable income. Since we do not know whether or when we will generate the U.S. federal taxable income necessary to use our remaining net operating losses, these net operating loss carryforwards generated prior to our fiscal 2018 could expire unused.

41

If we fail to maintain an effective system of disclosure controls and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable regulations could be impaired.
The Sarbanes-Oxley Act requires, among other things, that we maintain effective disclosure controls and procedures and internal control over financial reporting. In order to maintain the effectiveness of our disclosure controls and procedures and internal control over financial reporting, we have expended, and anticipate that we will continue to expend, significant resources, including accounting-related costs and significant management oversight. If any of these new or improved controls and systems do not perform as expected, we may experience material weaknesses or significant deficiencies in our controls.
Our controls may become inadequate because of changes in conditions in our business. Further, weaknesses in our disclosure controls and internal control over financial reporting may be discovered in the future. Any failure to maintain effective controls could harm our results of operations or cause us to fail to meet our reporting obligations and may result in a restatement of our financial statements for prior periods. Any failure to maintain effective internal control over financial reporting also could adversely affect the results of periodic management evaluations and annual independent registered public accounting firm attestation reports regarding the effectiveness of our internal control over financial reporting that we are required to include in our periodic reports that are filed with the SEC. Ineffective disclosure controls and procedures and internal control over financial reporting could also cause investors to lose confidence in our reported financial and other information, which would likely have a negative effect on the trading price of our Class A common stock. In addition, if we are unable to continue to meet these requirements, we may not be able to remain listed on the Nasdaq. We are required to provide an annual management report on the effectiveness of our internal control over financial reporting.
Our independent registered public accounting firm is required to formally attest to the effectiveness of our internal control over financial reporting annually. Our independent registered public accounting firm may issue a report that is adverse in the event it is not satisfied with the level at which our internal control over financial reporting is documented, designed, or operating. Any failure to maintain effective disclosure controls and internal control over financial reporting could harm our business and results of operations and could cause a decline in the price of our Class A common stock.
Changes in existing financial accounting standards or practices, or taxation rules or practices, may harm our results of operations.
Changes in existing accounting or taxation rules or practices, new accounting pronouncements or taxation rules, or varying interpretations of current accounting pronouncements or taxation practice could harm our results of operations or the manner in which we conduct our business. Further, such changes could potentially affect our reporting of transactions completed before such changes are effective.
GAAP are subject to interpretation by the Financial Accounting Standards Board (“FASB”), the SEC and various bodies formed to promulgate and interpret appropriate accounting principles. A change in these principles or interpretations could have a significant effect on our reported financial results, and could affect the reporting of transactions completed before the announcement of a change. Adoption of such new standards and any difficulties in implementation of changes in accounting principles, including the ability to modify our accounting systems, could cause us to fail to meet our financial reporting obligations, which could result in regulatory discipline and harm investors’ confidence in us.
If our estimates or judgments relating to our critical accounting policies prove to be incorrect, our results of operations could be adversely affected.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, as provided in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” The results of these estimates form the basis for making judgments about the carrying values of assets, liabilities and equity, and the amount of revenue and expenses that are not readily apparent from other sources. Significant assumptions and estimates used in preparing our consolidated financial statements include, but are not limited to those referenced in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Our results of operations may be adversely affected if our assumptions change or if actual circumstances differ from those in our assumptions, which could cause our
42

results of operations to fall below the expectations of securities analysts and investors, resulting in a decline in the trading price of our Class A common stock.
Risks Related to Ownership of Our Class A Common Stock
The stock price of our Class A common stock may be volatile or may decline.
The trading price of our Class A common stock has been, and in the future, may be, subject to substantial volatility and wide fluctuations. For example, from February 1, 2022 through January 31, 2023, the trading price of our Class A common stock has ranged from $44.12 per share to $203.79 per share. The market price of our Class A common stock may fluctuate significantly in response to numerous factors, many of which are beyond our control, including, but not limited to:
•overall performance of the equity markets and/or publicly-listed technology companies;
•volatility in the market prices and trading volumes of technology and high-growth companies generally, or those in our industry in particular;
•actual or anticipated fluctuations in our revenue or other financial or operating metrics;
•our ability to meet or exceed forward-looking guidance we have given, our ability to give forward-looking guidance consistent with past practices, and changes to or withdrawal of previous guidance or long-range targets;
•failure of securities analysts to initiate or maintain coverage of us, changes in financial estimates and/or recommendations by any securities analysts who follow our company;
•our failure to meet the estimates or the expectations of securities analysts or investors;
•actions and investment positions taken by institutional and other stockholders, including activist investors;

•recruitment or departure of key personnel;
•significant security breaches, technical difficulties or interruptions of our service;
•the economy as a whole, the inflation and interest rate environment and market and industry conditions;
•rumors and market speculation involving us or other companies in our industry;
•announcements by us or our competitors of significant innovations, acquisitions, strategic partnerships, joint ventures, or capital commitments;
•new laws or regulations or new interpretations of existing laws or regulations applicable to our business;
•lawsuits threatened or filed against us;
•other events or factors, including those resulting from war, incidents of terrorism, or responses to these events; and
•sales of additional shares of our Class A common stock by us, our directors, our officers or our stockholders.
In addition, stock markets have experienced extreme price and volume fluctuations that have affected and continue to affect the market prices of equity securities of many companies. Stock prices of many companies, including technology companies and high-growth, unprofitable companies in particular, have fluctuated in a manner unrelated or disproportionate to the operating performance of those companies. In the past, stockholders have instituted securities class action litigation following periods of market volatility. Our involvement in securities litigation could subject us to substantial costs, divert resources and the attention of management from our business, and harm our business.
43

The dual class structure of our common stock has the effect of concentrating voting control with those stockholders who held our capital stock prior to the completion of our IPO, including our directors, executive officers, and their affiliates, who held in the aggregate 41.7% of the voting power of our capital stock as of January 31, 2023. This will limit or preclude your ability to influence corporate matters, including the election of directors, amendments of our organizational documents, and any merger, consolidation, sale of all or substantially all of our assets, or other major corporate transaction requiring stockholder approval.
Our Class B common stock has ten votes per share and our Class A common stock has one vote per share. As of January 31, 2023, our directors, executive officers and their affiliates held in the aggregate 41.7% of the voting power of our capital stock. Because of the ten-to-one voting ratio between our Class B and Class A common stock, the holders of our Class B common stock collectively could continue to control nearly a majority of the combined voting power of our common stock and be able to effectively control all matters submitted to our stockholders for approval until April 12, 2027, the date that is the ten-year anniversary of the closing of our IPO. This concentrated control may limit or preclude your ability to influence corporate matters for the foreseeable future, including the election of directors, amendments of our organizational documents, and any merger, consolidation, sale of all or substantially all of our assets, or other major corporate transaction requiring stockholder approval. In addition, this may prevent or discourage unsolicited acquisition proposals or offers for our capital stock that you may feel are in your best interest as one of our stockholders.
Future transfers by holders of Class B common stock will generally result in those shares converting to Class A common stock, subject to limited exceptions, such as certain transfers effected for estate planning purposes. The conversion of Class B common stock to Class A common stock will have the effect, over time, of increasing the relative voting power of those holders of Class B common stock who have retained their shares.
Sales of a substantial number of shares of our Class A common stock in the public markets, or the perception that sales might occur, could cause the market price of our Class A common stock to decline.
Sales of a substantial number of shares of our Class A common stock into the public market, particularly sales by our directors, executive officers, and principal stockholders, or the perception that these sales might occur, could cause the market price of our Class A common stock to decline.
In addition, we have options outstanding that, if fully exercised, would result in the issuance of shares of our Class A and Class B common stock. We also have restricted stock units (“RSUs”) outstanding that, if vested and settled, would result in the issuance of shares of Class A common stock. All of the shares of Class A and Class B common stock issuable upon the exercise of stock options and vesting of RSUs and the shares reserved for future issuance under our equity incentive plans, are registered for public resale under the Securities Act of 1933, as amended (“Securities Act”). Accordingly, these shares will be able to be freely sold in the public market upon issuance, subject to applicable vesting requirements.
Furthermore, a substantial number of shares of our Class A common stock is reserved for issuance upon the exercise of the Notes (as defined below) and the Warrants (as defined below). If we elect to satisfy our conversion obligation on the Notes solely in shares of our Class A common stock upon conversion of the Notes, we will be required to deliver the shares of our Class A common stock, together with cash for any fractional share, on the second business day following the relevant conversion date.
If securities or industry analysts do not publish or cease publishing research, or publish inaccurate or unfavorable research, about our business, the price of our Class A common stock and trading volume could decline.
The trading market for our Class A common stock will depend in part on the research and reports that securities or industry analysts publish about us or our business. If industry analysts do not publish or cease publishing research on our company, the trading price for our Class A common stock would be negatively affected. If one or more of the analysts who cover us downgrade our Class A common stock or publish inaccurate or unfavorable research about our business, our Class A common stock price would likely decline. If one or more of these analysts cease coverage of us or fail to publish reports on us on a regular basis, demand for our Class A common stock could decrease, which might cause our Class A common stock price and trading volume to decline.
44

We do not intend to pay dividends for the foreseeable future.
We have never declared or paid any cash dividends on our common stock and do not intend to pay any cash dividends in the foreseeable future. We anticipate that we will retain all of our future earnings for use in the operation of our business and for general corporate purposes. Any determination to pay dividends in the future will be at the discretion of our board of directors. Accordingly, investors must rely on sales of their Class A common stock after price appreciation, which may never occur, as the only way to realize any future gains on their investments.
Provisions in our charter documents and under Delaware law could make an acquisition of our company more difficult, limit attempts by our stockholders to replace or remove our current board of directors, and limit the market price of our Class A common stock.
Provisions in our amended and restated certificate of incorporation and amended and restated bylaws may have the effect of delaying or preventing a change of control or changes in our management. Our amended and restated certificate of incorporation and amended and restated bylaws include provisions that:
•provide that our board of directors is classified into three classes of directors with staggered three-year terms;
•permit the board of directors to establish the number of directors and fill any vacancies and newly-created directorships;
•require super-majority voting to amend some provisions in our amended and restated certificate of incorporation and amended and restated bylaws;
•authorize the issuance of “blank check” preferred stock that our board of directors could use to implement a stockholder rights plan;
•provide that only the Chairperson of our board of directors, our Chief Executive Officer, or a majority of our board of directors are authorized to call a special meeting of stockholders;
•provide for a dual class common stock structure in which holders of our Class B common stock have the ability to effectively control the outcome of matters requiring stockholder approval, even if they own significantly less than a majority of the outstanding shares of our Class A and Class B common stock, including the election of directors and significant corporate transactions, such as a merger or other sale of our company or its assets;
•prohibit stockholder action by written consent, which requires all stockholder actions to be taken at a meeting of our stockholders;
•provide that the board of directors is expressly authorized to make, alter or repeal our bylaws; and
•advance notice requirements for nominations for election to our board of directors or for proposing matters that can be acted upon by stockholders at annual stockholder meetings.
Moreover, Section 203 of the Delaware General Corporation Law may discourage, delay, or prevent a change in control of our company. Section 203 imposes certain restrictions on mergers, business combinations, and other transactions between us and holders of 15% or more of our common stock.
Our amended and restated bylaws designate a state or federal court located within the State of Delaware as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit stockholders’ ability to obtain a favorable judicial forum for disputes with us.
Our amended and restated bylaws provide that the Court of Chancery of the State of Delaware will be the exclusive forum for:
•any derivative action or proceeding brought on our behalf;
•any action asserting a breach of fiduciary duty;
•any action asserting a claim against us arising pursuant to the Delaware General Corporation Law, our amended and restated certificate of incorporation, or our amended and restated bylaws; or
45

•any action asserting a claim against us that is governed by the internal affairs doctrine.
This choice of forum provision may limit a stockholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or any of our directors, officers, or other employees, which may discourage lawsuits with respect to such claims. Alternatively, if a court were to find the choice of forum provision contained in our amended and restated certificate of incorporation to be inapplicable or unenforceable in an action, we may incur additional costs associated with resolving such action in other jurisdictions, which could harm our business, results of operations and financial condition.
Risks Related to our Outstanding Convertible Notes

Servicing our debt may require a significant amount of cash. We may not have sufficient cash flow from our business to pay our indebtedness.
Since February 2018, we have issued convertible notes due in 2023 (“2023 Notes”), 2025 (“2025 Notes”) and 2026 (“2026 Notes” and together with the 2023 Notes and 2025 Notes, the “Notes”). Our ability to make scheduled payments of the principal of, to pay interest on or to refinance our indebtedness, including the Notes, depends on our future performance, which is subject to economic, financial, competitive and other factors beyond our control. Our business may not generate cash flow from operations in the future sufficient to service our debt and make necessary capital expenditures. If we are unable to generate such cash flow, we may be required to adopt one or more alternatives, such as selling assets, restructuring debt or obtaining additional debt financing or equity capital on terms that may be onerous or highly dilutive. Our ability to refinance or raise any future indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on our debt obligations. In addition, any of our future debt agreements may contain restrictive covenants that may prohibit us from adopting any of these alternatives. Our failure to comply with these covenants could result in an event of default which, if not cured or waived, could result in the acceleration of our debt.

We may not have the ability to raise the funds necessary for cash settlement upon conversion of the Notes or to repurchase the Notes for cash upon a fundamental change, and our future debt may contain limitations on our ability to pay cash upon conversion of the Notes or to repurchase the Notes.
Holders of the Notes have the right to require us to repurchase their Notes upon the occurrence of a fundamental change (as defined in the indentures governing their respective Notes) at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any. Upon conversion of the Notes, unless we elect to deliver solely shares of our Class A common stock to settle such conversion (other than paying cash in lieu of delivering any fractional share), we will be required to make cash payments in respect of the Notes being converted. We may not have enough available cash or be able to obtain financing at the time we are required to make repurchases of Notes surrendered or Notes being converted. In addition, our ability to repurchase the Notes or to pay cash upon conversions of the Notes may be limited by law, by regulatory authority or by agreements governing our future indebtedness. Our failure to repurchase Notes at a time when the repurchase is required by the indenture governing such notes or to pay any cash payable on future conversions of the Notes as required by such indenture would constitute a default under such indenture. A default under the indenture governing the Notes or the fundamental change itself could also lead to a default under agreements governing our future indebtedness. If the repayment of the related indebtedness were to be accelerated after any applicable notice or grace periods, we may not have sufficient funds to repay the indebtedness and repurchase the Notes or make cash payments upon conversions.
In addition, our indebtedness, combined with our other financial obligations and contractual commitments, could have other important consequences. For example, it could:
•make us more vulnerable to adverse changes in general U.S. and worldwide economic, industry and competitive conditions and adverse changes in government regulation;
•limit our flexibility in planning for, or reacting to, changes in our business and our industry;
•place us at a disadvantage compared to our competitors who have less debt;
•limit our ability to borrow additional amounts to fund acquisitions, for working capital and for other general corporate purposes; and
46

•make an acquisition of our company less attractive or more difficult.
Any of these factors could harm our business, results of operations and financial condition. In addition, if we incur additional indebtedness, the risks related to our business and our ability to service or repay our indebtedness would increase.
The conversion features of the Notes, if triggered, may adversely affect our financial condition and results of operations.
In the event the conditional conversion features of the 2025 Notes and the 2026 Notes are triggered, holders of the Notes will be entitled to convert the Notes, as applicable, at any time during specified periods at their option. If one or more holders elect to convert their Notes, unless we elect to satisfy our conversion obligation by delivering solely shares of our Class A common stock (other than paying cash in lieu of delivering any fractional share), we would be required to settle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity. The conditional conversion features of the 2025 Notes were triggered as of January 31, 2021 and the 2025 Notes were convertible at the option of the holders between February 1, 2021 and April 30, 2021; however, as of January 31, 2023, the conditions allowing holders of the 2025 Notes to convert were not met. From the date of issuance through January 31, 2023, the conditions allowing holders of the 2026 Notes to convert were not met.
In addition, even if holders do not elect to convert their Notes, we could be required under applicable accounting rules to reclassify all or a portion of the outstanding principal of the Notes as a current rather than long-term liability, which would result in a material reduction of our net working capital and could limit our ability to raise future capital.
Transactions relating to our Notes may affect the value of our Class A common stock.
The conversion of some or all of the Notes would dilute the ownership interests of existing stockholders to the extent we satisfy our conversion obligation by delivering shares of our Class A common stock upon any conversion of such Notes. Our 2025 Notes and 2026 Notes may become in the future convertible at the option of their holders under certain circumstances. If holders of our Notes elect to convert their notes, we may settle our conversion obligation by delivering to them a significant number of shares of our Class A common stock, which would cause dilution to our existing stockholders.
In addition, in connection with the issuance of the 2023 Notes, we entered into warrant transactions with certain financial institutions (the “2023 Notes Option Counterparties”) pursuant to which we sold warrants for the purchase of our Class A common stock (“Warrants”). The Warrant transactions could separately have a dilutive effect to the extent that the market price per share of our Class A common stock exceeds the strike price of any Warrants unless, subject to the terms of the Warrant transactions, we elect to cash settle the Warrants. Through January 31, 2023, we have terminated Warrants corresponding to approximately 6 million shares. As of January 31, 2023, Warrants to acquire up to approximately 1 million shares (subject to adjustment) remained outstanding.

In addition, in connection with the issuance of the 2025 Notes and 2026 Notes, we entered into capped call transactions (“Capped Calls”) with certain financial institutions (the 2025 Notes and 2026 Notes Capped Call Counterparties and together with the 2023 Notes Option Counterparties, the “Option Counterparties”). The Capped Calls are generally expected to reduce potential dilution to our Class A common stock upon any conversion or settlement of the 2025 Notes and 2026 Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted 2025 Notes and 2026 Notes, as the case may be, with such reduction and/or offset subject to a cap.

From time to time, the Option Counterparties or their respective affiliates may modify their hedge positions by entering into or unwinding various derivative transactions with respect to our Class A common stock and/or purchasing or selling our Class A common stock or other securities of ours in secondary market transactions prior to the maturity of the Notes. This activity could cause a decrease in the market price of our Class A common stock.
47


General Risk Factors
We depend on our executive officers and other key employees, and the loss of one or more of these employees or an inability to attract and retain other highly skilled employees could harm our business.
Our success depends largely upon the continued services of our executive officers and other key employees. We rely on our leadership team in the areas of research and development, operations, security, marketing, sales, customer support, general and administrative functions, and on individual contributors in our research and development and operations functions. From time to time, there may be changes in our executive management team resulting from the hiring or departure of executives. For example, our President, Worldwide Field Operations retired at the end of our fiscal year and our Executive Vice Chairman and co-founder is on sabbatical through October 2023. Such changes in our executive management team may be disruptive to our business. We do not have employment agreements with our executive officers or other key personnel that require them to continue to work for us for any specified period and they could terminate their employment with us at any time. The loss of one or more of our executive officers or key employees, and any failure to have in place and execute an effective succession plan for key executives, could harm our business. Changes in our executive management team may also cause disruptions in, and harm to, our business.
In addition, to execute our growth plan, we must attract and retain highly qualified personnel. Competition for these personnel in the San Francisco Bay Area, where our headquarters is located, and in other locations where we maintain offices, is intense, especially for engineers experienced in designing and developing software and SaaS applications and experienced sales professionals. We have from time to time experienced, and we expect to continue to experience, difficulty in hiring and retaining employees with appropriate qualifications, and may not be able to fill positions in the desired regions, or at all. Our efforts to attract new personnel may be compounded by intensified restriction on travel (including during the COVID-19 pandemic), changes to immigration policy or the availability of work visas. Many of the companies with which we compete for experienced personnel have greater resources than we have. If we hire employees from competitors or other companies, their former employers may attempt to assert that these employees or we have breached their legal obligations, resulting in a diversion of our time and resources. In addition, job candidates and existing employees often consider the value of the equity awards they receive in connection with their employment. If the perceived value of our equity awards declines, it may harm our ability to recruit and retain highly skilled employees. If we fail to attract new personnel or fail to retain and motivate our current personnel, our business and future growth prospects could be harmed.
Catastrophic events may disrupt our business.
Natural disasters or other catastrophic events may cause damage or disruption to our operations, international commerce and the global economy, and thus could harm our business. We have a large employee presence in San Francisco, California and the west coast of the United States contains active earthquake and wildfire zones which have the potential to disrupt our business. For example, in the fall of 2019 and 2020, PG&E shut off power to certain cities in the San Francisco Bay Area in order to reduce the risk of wildfires and this resulted in many of our employees being unable to work remotely. In the event of a major earthquake, hurricane or catastrophic event such as fire, power loss, telecommunications failure, vandalism, cyber-attack, war, terrorist attack or health epidemic (including COVID-19), we may be unable to continue our operations and may endure system interruptions, reputational harm, delays in our application development, lengthy interruptions in our products, breaches of data security and loss of critical data, all of which could harm our business, results of operations and financial condition. In addition, the insurance we maintain may be insufficient to cover our losses resulting from disasters, cyber-attacks or other business interruptions, and any incidents may result in loss of, or increased costs of, such insurance.
Item 1B. Unresolved Staff Comments
None.
Item 2. Properties
Our corporate headquarters is located in San Francisco, California, where we currently lease approximately 285,996 square feet under a lease, as amended, that expires in October 2028. We are entitled to two five-year options to extend this lease, subject to certain requirements.
We also lease space in various locations in the Americas, Europe and Asia-Pacific.
48

We believe that our facilities are suitable to meet our current needs. We intend to add new facilities, as necessary, as we add employees and enter new geographic markets, and we believe that suitable additional or alternative space will be available as needed to accommodate any such growth.
Item 3. Legal Proceedings
On May 20, 2022, a purported shareholder filed a putative class action lawsuit in the United States District Court for the Northern District of California against the Company and certain of its executive officers, captioned In re Okta, Inc. Securities Litigation, No. 3:22-cv-02990. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, alleging that the defendants made false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuit seeks an order certifying the lawsuit as a class action and unspecified damages.
Additionally, two purported shareholders filed derivative lawsuits on behalf of the Company in the United States District Court for the Northern District of California against certain of its current and former executive officers and directors, captioned O’Dell v. McKinnon et al., No. 3:22-cv-07480 (filed Nov. 28, 2022), and LR Trust v. McKinnon et al., No. 3:22-cv-08627 (filed Dec. 13, 2022). The lawsuits allege, among other things, that the defendants breached their fiduciary duties by making false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuits seek orders permitting the plaintiffs to maintain this action derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants, and requiring the Company to make certain reforms to its corporate governance and controls.
The Company intends to defend these lawsuits vigorously.
See Note 11 to our consolidated financial statements "Commitments and Contingencies" for information related to legal proceedings.
Item 4. Mine Safety Disclosures
Not Applicable.

49

Part II
Item 5.    Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information and Holders
Our Class A common stock has been listed on the Nasdaq Global Select Market under the symbol "OKTA" since April 7, 2017. Prior to that date, there was no public trading market for our Class A common stock. Our Class B common stock is not listed or traded on any stock exchange.
As of February 27, 2023, we had 104 holders of record of our Class A common stock and 17 holders of record of our Class B common stock. The actual number of Class A beneficial stockholders is substantially greater than the number of holders of record because a large portion of our Class A common stock is held in street name by brokers and other nominees.
Dividend Policy
We have never declared or paid cash dividends on our capital stock. We currently intend to retain any future earnings for use in the operation of our business and do not intend to declare or pay any cash dividends in the foreseeable future. Any further determination to pay dividends on our capital stock will be at the discretion of our board of directors, subject to applicable laws, and will depend on our financial condition, results of operations, capital requirements, general business conditions and other factors that our board of directors considers relevant.
50

Stock Performance Graph
This performance graph shall not be deemed "soliciting material" or to be "filed" with the Securities and Exchange Commission ("SEC") for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of Okta, Inc. under the Securities Act of 1933, as amended ("Securities Act") or the Exchange Act.
The following graph shows a five-year comparison of cumulative total return (equal to dividends plus stock appreciation) for our Class A common stock, the Standard & Poor’s 500 Stock Index ("S&P 500 Index") and Standard & Poor's Information Technology Index ("S&P 500 Information Technology Index"). All values assume a $100 initial investment, and data for the S&P 500 Index and S&P 500 Information Technology Index assume reinvestment of dividends. The comparisons are based on historical data and are not indicative of, nor intended to forecast, the future performance of our Class A common stock.
okta-20230131_g1.jpg
Company/Index1/31/20181/31/20191/31/20201/31/20211/31/20221/31/2023
Okta$100 $280 $435 $879 $672 $250 
S&P 500 Index 100 98 119 139 172 158 
S&P 500 Information Technology Index 100 99 145 199 251 212 
51

Securities Authorized for Issuance under Equity Compensation Plans
The information required by this item with respect to our equity compensation plans is incorporated by reference to our Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission within 120 days of the fiscal year ended January 31, 2023.
Unregistered Sales of Equity Securities
In connection with conversions of certain convertible notes due in 2023 ("2023 Notes") during the fiscal year ended January 31, 2023, we issued 355,932 shares of our Class A common stock. These issuances were made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act. We relied on this exemption from registration based in part on representations made by the holders of the 2023 Notes in the exchange agreements pursuant to which the shares of Class A Common Stock were issued.
Issuer Purchases of Equity Securities
None.



52
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes appearing elsewhere in this Annual Report on Form 10-K. Amounts reported in millions are rounded based on the amounts in thousands. As a result, the sum of the components reported in millions may not equal the total amount reported in millions due to rounding. In addition, percentages presented may not add to their respective totals or recalculate due to rounding. In addition to historical financial information, the following discussion contains forward-looking statements that are based upon current plans, expectations and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under the section titled “Risk Factors” under Part I, Item 1A in this Annual Report on Form 10-K. Our fiscal year ends January 31. References to fiscal 2023, for example, refer to the fiscal year ended January 31, 2023.
Overview
Okta is the leading independent identity provider. Our Workforce Identity and Customer Identity Clouds are powered by our category-defining Okta Identity Platform that enables our customers to securely connect the right people to the right technologies and services at the right time. Every day, thousands of organizations and millions of people use Okta to securely access a wide range of cloud, mobile, web and Software-as-a-Service ("SaaS") applications, on-premises servers, application programming interfaces, IT infrastructure providers and services from a multitude of devices. Employees and contractors sign into the Workforce Identity Cloud to seamlessly and securely access the applications they need to do their most important work. Developers leverage our Customer Identity and Workforce Identity Clouds to securely and efficiently embed identity into the software they build, allowing them to innovate and focus on their core mission. Given the growth trends in the number of applications and cloud adoption, and the movement to remote workforces, identity is becoming the most critical layer of an organization’s security. As workforces have transitioned to fully remote and hybrid work models, Zero Trust has become an increasingly important security model and identity an increasingly critical service. Our approach to identity allows our customers to simplify and efficiently scale their security infrastructures across internal IT systems and external customer facing applications.
As of January 31, 2023, more than 17,600 customers across nearly every industry used Okta to secure and manage identities around the world. Our customers consist of leading global organizations ranging from the largest enterprises, to small and medium-sized businesses, universities, non-profits and government agencies. We also partner with leading application, IT infrastructure and security vendors through our Okta Integration Network. As of January 31, 2023, we had over 7,000 integrations with these cloud, mobile and web applications and IT infrastructure and security vendors.
We employ a SaaS business model and generate revenue primarily by selling multi-year subscriptions to our cloud-based offerings. We focus on acquiring and retaining our customers and increasing their spending with us through expanding the number of users who access our Workforce Identity and Customer Identity Clouds and up-selling additional products. We sell our products directly through our field and inside sales teams, as well as indirectly through our network of channel partners, including resellers, system integrators and other distribution partners. Our subscription fees include the use of our service and our technical support and management of our platform. We base subscription fees primarily on the products used and the number of users on our platform. We typically invoice customers in advance in annual installments for subscriptions to our platform.
Our revenue is relatively predictable as a result of our subscription-based business model, which constituted approximately 97% of total revenue for fiscal 2023. Future growth may be impacted by longer sales cycles, which we have experienced, which in turn, could result in delays in deals closing, creating near-term headwinds for cash flow, remaining performance obligations (“RPO”) and billings growth as well as potential future impacts on revenue growth and other key metrics on a trailing basis.
Acquisition of Auth0
On May 3, 2021, we completed the acquisition of Auth0, Inc. ("Auth0"). The acquisition date fair value, net of acquired cash, was approximately $5,671 million, including shares of our Class A common stock, cash, and assumed equity awards. In addition, we issued unvested restricted stock and assumed unvested equity and
53
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
restricted cash awards, which are subject to future vesting and will be recorded as expense over the period the services are provided. A portion of the total consideration was held back by us to secure the indemnification obligations of the Auth0 securityholders and was paid in full during fiscal 2023.
Financial Information and Segments
We operate our business as one reportable segment. For fiscal 2023, 2022 and 2021, our revenue was $1,858 million, $1,300 million and $835 million, respectively, representing a growth rate of 43% and 56%, respectively. For fiscal 2023, 2022 and 2021, we generated net losses of $815 million, $848 million and $266 million, respectively. Our accumulated deficit as of January 31, 2023 was $2,475 million.
Key Business Metrics 
We review a number of operating and financial metrics, including the following key metrics, to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions.
 As of January 31,
202320222021
 (dollars in millions)
Number of customers17,600 15,000 10,000 
Customers with annual contract value ("ACV") above $100,000 3,930 3,100 1,950 
Dollar-based net retention rate for the trailing 12 months ended120 %124 %121 %
Current remaining performance obligations$1,684 $1,351 $842 
Remaining performance obligations$3,007 $2,694 $1,797 
Calculated billings$2,123 $1,718 $976 
Total Customers and Number of Customers with Annual Contract Value Above $100,000
As of January 31, 2023, we had over 17,600 customers on our platform. We believe that our ability to increase the number of customers on our platform is an indicator of our market penetration, the growth of our business, and our potential future business opportunities. Increasing awareness of our platform and capabilities, coupled with the mainstream adoption of cloud technology, has expanded the diversity of our customer base to include organizations of all sizes across all industries. The number of customers who have greater than $100,000 in ACV with us was 3,930, 3,100 and 1,950 as of January 31, 2023, 2022 and 2021, respectively. We expect this trend to continue as larger enterprises recognize the value of our platform and replace their legacy identity access management infrastructure. We define a customer as a separate and distinct buying entity, such as a company, an educational or government institution, or a distinct business unit of a large company that has an active contract with us or one of our partners to access our platform. For purposes of determining our customer count, we do not include customers that use our platform under self-service arrangements only.
Dollar-Based Net Retention Rate
Our ability to generate revenue is dependent upon our ability to maintain our relationships with our customers and to increase their utilization of our platform. We believe we can achieve these goals by focusing on delivering value and functionality that enables us to both retain our existing customers and expand the number of users and products used within an existing customer. We assess our performance in this area by measuring our Dollar-Based Net Retention Rate. Our Dollar-Based Net Retention Rate measures our ability to increase revenue across our existing customer base through expansion of users and products associated with a customer as offset by churn and contraction in the number of users and/or products associated with a customer.
Our Dollar-Based Net Retention Rate is based upon our ACV which is calculated based on the terms of that customer’s contract and represents the total contracted annual subscription amount as of that period end. We calculate our Dollar-Based Net Retention Rate as of a period end by starting with the ACV from all customers as of twelve months prior to such period end ("Prior Period ACV"). We then calculate the ACV from these same customers as of the current period end ("Current Period ACV"). Current Period ACV includes any upsells and is net of contraction or churn over the trailing twelve months but excludes ACV from new customers in the current period.
54
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
We then divide the Current Period ACV by the Prior Period ACV to arrive at our Dollar-Based Net Retention Rate. Our Dollar-Based Net Retention Rate is inclusive of ACV from self-service customers.
Our strong Dollar-Based Net Retention Rate is primarily attributable to gross retention, an expansion of users and upselling additional products within our existing customers. Larger enterprises often implement a limited initial deployment of our platform before increasing their deployment on a broader scale.
Remaining Performance Obligations ("RPO")
RPO represent all future, non-cancelable, contracted revenue under our subscription contracts with customers that has not yet been recognized, inclusive of deferred revenue that has been invoiced and non-cancelable amounts that will be invoiced and recognized as revenue in future periods. Current RPO represents the portion of RPO expected to be recognized during the next 12 months. RPO fluctuates due to a number of factors, including the timing, duration and dollar amount of customer contracts and fluctuations in foreign currency exchange rates.
Calculated Billings
Calculated Billings represent our total revenue plus the change in deferred revenue, net of acquired deferred revenue, and less the change in unbilled receivables, net of acquired unbilled receivables, in the period. Calculated Billings in any particular period reflect sales to new customers plus subscription renewals and upsells to existing customers, and represent amounts invoiced for subscription, support and professional services. We typically invoice customers in advance in annual installments for subscriptions to our platform.
Calculated Billings increased 24% in fiscal 2023 over fiscal 2022. See the section titled “Non-GAAP Financial Measures” for additional information and a reconciliation of Calculated Billings to total revenue.
Components of Results of Operations
Revenue
Subscription Revenue. Subscription revenue primarily consists of fees for access to and usage of our cloud-based platform and related support. Subscription revenue is driven primarily by the number of customers, the number of users per customer and the products used. We typically invoice customers in advance in annual installments for subscriptions to our platform.
Professional Services and Other. Professional services revenue includes fees from assisting customers in implementing and optimizing the use of our products. These services include application configuration, system integration and training services.
We generally invoice customers as the work is performed for time-and-materials arrangements, and up front for fixed fee arrangements. All professional services revenue is recognized as the services are performed.
Overhead Allocation and Employee Compensation Costs
We allocate shared costs, such as facilities costs (including rent, utilities and depreciation on assets shared by all departments), certain information technology costs and recruiting costs to all departments based on headcount. As such, allocated shared costs are reflected in each of the cost of revenue and operating expense categories. Employee compensation costs reflected in each of the cost of revenue and operating expense categories include salaries, bonuses, compensation related taxes, benefits and stock-based compensation. Additionally included in the sales and marketing expense category are sales commissions and related taxes.
Cost of Revenue and Gross Margin
Cost of Subscription. Cost of subscription primarily consists of expenses related to hosting our services and providing support. These expenses include employee-related costs associated with our cloud-based infrastructure and our customer support organization, third-party hosting fees, software and maintenance costs, outside services associated with the delivery of our subscription services, amortization expense associated with capitalized internal-use software and acquired developed technology and allocated overhead.
55
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
We intend to continue to invest additional resources in our platform infrastructure and our platform support organizations. We will continue to invest in technology innovation and we anticipate that costs qualifying for capitalization of internal-use software costs and related amortization may fluctuate over time. We expect our investment in technology to expand the capability of our platform enabling us to improve our gross margin over time. The level and timing of investment in these areas could affect our cost of subscription revenue in the future.
Cost of Professional Services and Other. Cost of professional services consists primarily of employee-related costs for our professional services delivery team, travel-related costs, allocated overhead and costs of outside services associated with supplementing our professional services delivery team. The cost of providing professional services has historically been higher than the associated revenue we generate.
Gross Margin. Gross margin is gross profit expressed as a percentage of total revenue. Our gross margin may fluctuate from period to period as a result of the timing and amount of investments to expand our hosting capacity, our continued efforts to build platform support and professional services teams, increased stock-based compensation expenses, as well as the amortization of costs associated with capitalized internal-use software and acquired intangible assets.
Operating Expenses
Research and Development. Research and development expenses consist primarily of employee compensation costs and allocated overhead. We believe that continued investment in our platform is important for our growth.
Sales and Marketing. Sales and marketing expenses consist primarily of employee compensation costs, costs of general marketing and promotional activities, travel-related expenses, amortization expense associated with acquired customer relationships (including unbilled and unrecognized contracts yet to be fulfilled) and trade names and allocated overhead. Commissions earned by our sales force that are considered incremental and recoverable costs of obtaining a contract with a customer are deferred and then amortized on a straight-line basis over a period of benefit that we have determined to be generally five years.
General and Administrative. General and administrative expenses consist primarily of employee compensation costs for finance, accounting, legal, information technology and human resources personnel. In addition, general and administrative expenses include acquisition and integration-related costs, non-personnel costs, such as legal, accounting and other professional fees, charitable contributions, and all other supporting corporate expenses, such as information technology, not allocated to other departments.
Restructuring and Other Charges. Restructuring and other charges consist primarily of personnel costs, such as notice period, employee severance payments and termination benefits. In addition, restructuring and other charges include certain lease impairment charges.
Interest and Other, Net
Interest and other, net consists of interest expense, which primarily includes amortization of debt discount (in comparative periods prior to the adoption of Accounting Standards Update ("ASU") No. 2020-06, Accounting for Convertible Instruments and Contracts in an Entity's Own Equity ("ASU 2020-06")), amortization of debt issuance costs, contractual interest expense for our 2023 Notes, convertible notes due in 2025 ("2025 Notes") and convertible notes due in 2026 ("2026 Notes", together with the 2023 Notes and 2025 Notes, the "Notes"), interest income from our investment holdings, and gains and losses from our strategic investments.
Provision for (Benefit from) Income Taxes
Our provision for (benefit from) income taxes consists of federal and state income taxes in the United States and income taxes in certain foreign jurisdictions where we operate. The primary difference between our effective tax rate and the federal statutory rate relates to the net operating losses in jurisdictions with a valuation allowance against related deferred tax assets.
56
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Results of Operations
The following table sets forth our results of operations for the periods presented:
 Year Ended January 31,
 202320222021
 (dollars in millions)
Revenue
Subscription$1,794 $1,249 $797 
Professional services and other64 51 38 
Total revenue1,858 1,300 835 
Cost of revenue
Subscription(1)
464 329 170 
Professional services and other(1)
82 67 48 
Total cost of revenue546 396 218 
Gross profit1,312 904 617 
Operating expenses
Research and development(1)
620 469 223 
Sales and marketing(1)
1,066 771 427 
General and administrative(1)
409 432 171 
Restructuring and other charges29 — — 
Total operating expenses2,124 1,672 821 
Operating loss(812)(768)(204)
Interest expense(11)(91)(73)
Interest income and other, net22 9 13 
Loss on early extinguishment and conversion of debt— — (2)
Interest and other, net11 (82)(62)
Loss before provision for (benefit from) income taxes(801)(850)(266)
Provision for (benefit from) income taxes14 (2)— 
Net loss$(815)$(848)$(266)
(1) Includes stock-based compensation expense as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Cost of subscription revenue$69 $49 $21 
Cost of professional services and other revenue14 12 9 
Research and development275 193 63 
Sales and marketing159 136 53 
General and administrative160 176 49 
Total stock-based compensation expense$677 $566 $195 
57
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

The following table sets forth our results of operations for the periods presented as a percentage of our total revenue:
 Year Ended January 31,
 202320222021
Revenue 
Subscription97 %96 %95 %
Professional services and other3 4 5 
Total revenue100 100 100 
Cost of revenue
Subscription25 25 20 
Professional services and other4 5 6 
Total cost of revenue29 30 26 
Gross profit71 70 74 
Operating expenses
Research and development33 36 27 
Sales and marketing58 59 51 
General and administrative22 34 20 
Restructuring and other charges2 — — 
Total operating expenses115 129 98 
Operating loss(44)(59)(24)
Interest expense(1)(7)(9)
Interest income and other, net2 1 1 
Loss on early extinguishment and conversion of debt— — — 
Interest and other, net1 (6)(8)
Loss before provision for (benefit from) income taxes(43)(65)(32)
Provision for (benefit from) income taxes1 — — 
Net loss(44)%(65)%(32)%
58
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
A discussion regarding our financial condition and results of operations for fiscal 2023 compared to fiscal 2022 is presented below. A discussion regarding our financial condition and results of operations for fiscal 2022 compared to fiscal 2021 can be found under Item 7 in our Annual Report on Form 10-K for fiscal 2022, filed with the SEC on March 7, 2022, which is available free of charge on the SEC’s website at www.sec.gov and our Investor Relations website at investor.okta.com.
Comparison of the Years Ended January 31, 2023 and 2022
Revenue
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
Revenue:   
Subscription$1,794 $1,249 $545 44 %
Professional services and other64 51 13 27 
Total revenue$1,858 $1,300 $558 43 %
Percentage of revenue:   
Subscription97 %96 %  
Professional services and other3 4   
Total100 %100 %  
For fiscal 2023, subscription revenue increased primarily due to the addition of new customers, an increase in users and sales of additional products to existing customers. The increase in revenue was attributable to a 17% increase in total customers, from over 15,000 as of January 31, 2022, to over 17,600 as of January 31, 2023, and revenue from existing customers as reflected in our Dollar-Based Net Retention Rate of 120% as of January 31, 2023. Additionally, as our acquisition of Auth0 was completed on May 3, 2021, subscription revenue during fiscal 2023 includes twelve months of Auth0 revenue while subscription revenue during fiscal 2022 includes approximately nine months of Auth0 revenue.
For fiscal 2023, professional services revenue increased primarily due to an increase in implementation and other services associated with growth in the number of new customers purchasing our subscription services.
Cost of Revenue, Gross Profit and Gross Margin
 Year Ended January 31,
 20232022$ Change
% Change
 (dollars in millions)
Cost of revenue:   
Subscription$464 $329 $135 41 %
Professional services and other82 67 15 22 
Total cost of revenue$546 $396 $150 38 %
Gross profit$1,312 $904 $408 45 %
Gross margin:   
Subscription74 %74 %  
Professional services and other(27)(32)  
Total gross margin71 %70 %  
For fiscal 2023, cost of subscription revenue increased primarily due to an increase of $69 million in employee compensation costs related to higher headcount to support the growth in our subscription services, an increase of $26 million in third-party hosting costs as we expanded capacity to support our growth, an increase of $17 million in software costs and an increase in amortization of acquired developed technology of $11 million.
59
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Our gross margin for subscription revenue remained consistent at 74% during fiscal 2023. While our gross margins for subscription revenue may fluctuate in the near-term as we invest in our growth, we expect our subscription revenue gross margin to improve over the long-term as we achieve additional economies of scale.
For fiscal 2023, cost of professional services and other revenue increased primarily due to an increase of $11 million in employee compensation costs related to higher headcount.
Our gross margin for professional services and other revenue improved to (27)% during fiscal 2023 from (32)% during fiscal 2022 primarily due to increases in professional services and other revenue at a faster rate than increases in associated costs.
Operating Expenses
Research and Development Expenses
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
Research and development$620 $469 $151 32 %
Percentage of revenue33 %36 %  
For fiscal 2023, research and development expenses increased primarily due to an increase of $139 million in employee compensation costs related to higher headcount. We expect our research and development expenses will increase in absolute dollars as our business grows.
Sales and Marketing Expenses
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
Sales and marketing$1,066 $771 $295 38 %
Percentage of revenue58 %59 %  
For fiscal 2023, sales and marketing expenses increased primarily due to an increase of $217 million in employee compensation costs related to headcount growth, an increase in travel expenses of $19 million, an increase in marketing and event costs of $16 million primarily due to increases in demand generation programs, advertising and brand awareness efforts aimed at acquiring new customers and an increase in amortization expense of $10 million for acquired customer relationships and trade names. We expect our sales and marketing expenses will continue to be our largest operating expense category for the foreseeable future as we expand our sales and marketing efforts. In the short-term, our sales and marketing expenses may increase as a percentage of our total revenue, however, over time, we expect this percentage to decrease as our total revenue grows.
General and Administrative Expenses
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
General and administrative$409 $432 $(23)(5)%
Percentage of revenue22 %34 %  
For fiscal 2023, general and administrative expenses decreased primarily due to a decrease in acquisition and integration-related costs of $46 million, partially offset by increases in employee compensation and related costs associated with headcount growth. We expect our general and administrative expenses will increase in absolute dollars as our business grows.
60
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Restructuring and Other Charges
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
Restructuring and other charges$29 $— $29 — %
Percentage of revenue2 %— %  
For fiscal 2023, restructuring and other charges relate to severance and termination benefit costs of $15 million and lease impairment charges of $14 million. See Note 16 to our consolidated financial statements "Restructuring and Other Charges" for additional information.
Interest and Other, Net
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
Interest expense$(11)$(91)$80 (88)%
Interest income and other, net22 9 13 126 
Interest and other, net$11 $(82)
For fiscal 2023, the change in interest and other, net was primarily due to a decrease in interest expense resulting from the adoption of ASU 2020-06 and an increase in interest income from our short-term investments. We expected interest income from our short-term investments to continue to increase as a result of increasing interest rates.
Provision for (Benefit from) Income Taxes
 Year Ended January 31,
 20232022$ Change
% Change  
 (dollars in millions)
Provision for (benefit from) income taxes$14 $(2)$16 (1,158)%
For fiscal 2023, income tax expense resulted primarily from income from profitable foreign jurisdictions, the tax impact of shortfalls from stock-based compensation in the United Kingdom, and state taxes.
For fiscal 2022, the income tax benefit resulted from the release of valuation allowance in the United States in connection with acquisitions and excess tax benefits from stock-based compensation in the United Kingdom, offset by income tax expense related to profitable foreign jurisdictions.
Non-GAAP Financial Measures
In addition to our results determined in accordance with accounting principles generally accepted in the United States (“GAAP”), we believe the following non-GAAP measures are useful in evaluating our operating performance. We use the below referenced non-GAAP financial information, collectively, to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that 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 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 our financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by our management about which expenses are excluded or included in determining these non-GAAP financial measures. A reconciliation is provided below for
61
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures, and not to rely on any single financial measure to evaluate our business.
We periodically reassess the components of our Non-GAAP adjustments for changes in how we evaluate our performance, changes in how we make financial and operational decisions, and consider the use of these measures by our competitors and peers to ensure the adjustments remain relevant and meaningful.
Non-GAAP Gross Profit and Non-GAAP Gross Margin
We define Non-GAAP gross profit and Non-GAAP gross margin as GAAP gross profit and GAAP gross margin, adjusted for stock-based compensation expense included in cost of revenue, amortization of acquired intangibles and acquisition and integration-related expenses. Acquisition and integration-related expenses include transaction costs and other non-recurring incremental costs incurred through the one-year anniversary of the transaction close.
Year Ended January 31,
202320222021
(dollars in millions)
Gross profit$1,312 $904 $617 
Add:
Stock-based compensation expense included in cost of revenue83 61 30 
Amortization of acquired intangibles46 34 7 
Acquisition and integration-related expenses1 2 — 
Non-GAAP gross profit$1,442 $1,001 $654 
Gross margin71 %70 %74 %
Non-GAAP gross margin78 %77 %78 %
Non-GAAP Operating Income (Loss) and Non-GAAP Operating Margin
We define Non-GAAP operating income (loss) and Non-GAAP operating margin as GAAP operating loss and GAAP operating margin, adjusted for stock-based compensation expense, non-cash charitable contributions, amortization of acquired intangibles, acquisition and integration-related expenses and restructuring costs related to severance and termination benefits and lease impairments in connection with the closing of certain leased facilities. Acquisition and integration-related expenses include transaction costs and other non-recurring incremental costs incurred through the one-year anniversary of the transaction close.
62
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
In fiscal 2023, we updated our definition of Non-GAAP operating income (loss) and Non-GAAP operating margin to include restructuring costs as defined in the preceding paragraph.

Year Ended January 31,
202320222021
(dollars in millions)
Operating loss$(812)$(768)$(204)
Add:
Stock-based compensation expense677 566 195 
Non-cash charitable contributions4 8 9 
Amortization of acquired intangibles85 64 7 
Acquisition and integration-related expenses7 56 — 
Restructuring costs29 — — 
Non-GAAP operating income (loss)$(10)$(74)$7 
Operating margin(44)%(59)%(24)%
Non-GAAP operating margin(1)%(6)%1 %
Non-GAAP Net Income (Loss), Non-GAAP Net Margin and Non-GAAP Net Income (Loss) Per Share, Basic and Diluted
We define Non-GAAP net income (loss) and Non-GAAP net margin as GAAP net loss and GAAP net margin, adjusted for stock-based compensation expense, non-cash charitable contributions, amortization of acquired intangibles, acquisition and integration-related expenses, amortization of debt discount, amortization of debt issuance costs, loss on early extinguishment and conversion of debt and restructuring costs related to severance and termination benefits and lease impairments in connection with the closing of certain leased facilities. Acquisition and integration-related expenses include transaction costs and other non-recurring incremental costs incurred through the one-year anniversary of the transaction close.
In fiscal 2023, we updated our definition of Non-GAAP net income (loss) and Non-GAAP net margin to include restructuring costs as defined in the preceding paragraph.
We define Non-GAAP net income (loss) per share, basic, as Non-GAAP net income (loss) divided by GAAP weighted-average shares used to compute net loss per share, basic and diluted.
We define Non-GAAP net income (loss) per share, diluted, as Non-GAAP net income (loss) divided by GAAP weighted-average shares used to compute net loss per share, basic and diluted adjusted for the potentially dilutive effect of (i) employee equity incentive plans, excluding the impact of unrecognized stock-based compensation expense, and (ii) convertible senior notes outstanding and related warrants. In addition, Non-GAAP net income (loss) per share, diluted, includes the impact of our note hedge and capped call agreements on convertible senior notes outstanding, as applicable. The note hedge and capped call agreements are intended to offset potential dilution to our Class A common stock upon any conversion or settlement of the convertible senior notes under certain circumstances. Accordingly, we did not record any adjustments for the potential impact of the convertible senior notes outstanding under the if-converted method.
63
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)

Year Ended January 31,
202320222021
(dollars in millions, shares in thousands, except per share data)
Net loss$(815)$(848)$(266)
Add:
Stock-based compensation expense677 566 195 
Non-cash charitable contributions4 8 9 
Amortization of acquired intangibles85 64 7 
Acquisition and integration-related expenses7 56 — 
Amortization of debt discount and debt issuance costs6 86 69 
Loss on early extinguishment and conversion of debt— — 2 
Restructuring costs29 — — 
Non-GAAP net income (loss)$(7)$(68)$16 
Net margin(44)%(65)%(32)%
Non-GAAP net margin— %(5)%2 %
Weighted-average shares used to compute net loss per share, basic and diluted158,023 148,036 127,212 
Non-GAAP weighted-average effect of potentially dilutive securities— — 15,171 
Non-GAAP weighted-average shares used to compute non-GAAP net income (loss) per share, diluted158,023 148,036 142,383 
Net loss per share, basic and diluted$(5.16)$(5.73)$(2.09)
Non-GAAP net income (loss) per share, basic$(0.04)$(0.46)$0.13 
Non-GAAP net income (loss) per share, diluted$(0.04)$(0.46)$0.11 
Free Cash Flow and Free Cash Flow Margin
We define Free cash flow as net cash provided by operating activities, less cash used for purchases of property and equipment, net of sales proceeds, and capitalized internal-use software costs. Free cash flow margin is calculated as Free cash flow divided by total revenue.
Year Ended January 31,
202320222021
(dollars in millions)
Net cash provided by operating activities$86 $104 $128 
Less:
Purchases of property and equipment(12)(13)(13)
Capitalization of internal-use software costs(9)(4)(4)
Free cash flow$65 $87 $111 
Net cash used in investing activities$(130)$(367)$(1,305)
Net cash provided by financing activities$48 $89 $1,092 
Free cash flow margin3 %7 %13 %
64
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Calculated Billings
We define Calculated Billings as total revenue plus the change in deferred revenue, net of acquired deferred revenue, and less the change in unbilled receivables, net of acquired unbilled receivables, in the period.
Year Ended January 31,
202320222021
(dollars in millions)
Total revenue$1,858 $1,300 $835 
Add:
Deferred revenue (end of period)1,260 996 514 
Unbilled receivables (beginning of period)3 3 1 
Acquired unbilled receivables— 2 — 
Less:
Deferred revenue (beginning of period)(996)(514)(371)
Unbilled receivables (end of period)(2)(3)(3)
Acquired deferred revenue— (66)— 
Calculated Billings$2,123 $1,718 $976 
Liquidity and Capital Resources
As of January 31, 2023, our principal sources of liquidity were cash, cash equivalents and short-term investments totaling $2,580 million, which were held for working capital and general corporate purposes, including potential future acquisition activity. Our cash equivalents and investments consisted primarily of U.S. treasury securities, corporate debt securities and money market funds. Historically, we have generated significant operating losses and both positive and negative cash flows from operations as reflected in our accumulated deficit and consolidated statements of cash flows. We expect to continue to incur operating losses and cash flows from operations that may fluctuate between positive and negative amounts for the foreseeable future.
In February 2018, we completed our private offering of the 2023 Notes due on February 15, 2023 and received aggregate proceeds of $345 million. Nearly all of the 2023 Notes have been repurchased or converted as of January 31, 2023. The interest rate on the 2023 Notes is fixed at 0.25% per annum and is payable semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2018. In connection with the issuance of the 2023 Notes, we used a portion of the proceeds to enter into convertible note hedges ("Note Hedges") with respect to our Class A common stock. The cost of the Note Hedges was partially offset by proceeds from the sale of warrants to purchase shares of our Class A common stock ("Warrants") in connection with the issuance of the 2023 Notes.
In September 2019, we completed our private offering of the 2025 Notes due on September 1, 2025 and received aggregate gross proceeds of $1,060 million The interest rate on the 2025 Notes is fixed at 0.125% per annum and is payable semi-annually in arrears on March 1 and September 1 of each year, beginning on March 1, 2020. In connection with the 2025 Notes, we used a portion of the proceeds to enter into capped call transactions ("2025 Capped Calls") with respect to our Class A common stock. Concurrent with the private offering of the 2025 Notes, we repurchased a portion of the 2023 Notes and terminated a portion of our existing Note Hedges and Warrants.
In June 2020, we completed our private offering of the 2026 Notes due on June 15, 2026 and received aggregate proceeds of $1,150 million. The interest rate on the 2026 Notes is fixed at 0.375% per year and is payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. In connection with the 2026 Notes, we used a portion of the proceeds to enter into capped call transactions ("2026 Capped Calls") with respect to our Class A common stock. Concurrent with the private offering of the 2026 Notes, we repurchased a portion of the 2023 Notes and terminated a portion of our existing Note Hedges and Warrants.
65
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
On May 3, 2021, we completed the acquisition of Auth0. In connection with this acquisition, consideration included cash of $150 million, net of cash acquired of $107 million, and approximately 19 million shares of our common stock with an estimated fair value of $5,176 million. In addition, we assumed outstanding employee equity awards with vested fair value of $238 million.
On August 2, 2021, we completed the acquisition of Townsend Street Labs, Inc. ("atSpoke"), providing total cash consideration, net of cash acquired of $79 million. Of this amount, $13 million of consideration was held back as partial security for any adjustments and indemnification obligations and will be paid within 18 months of the closing date.
We believe our existing cash and cash equivalents, our investments and cash provided by sales of our products and services will be sufficient to meet our short-term and long-term projected working capital and capital expenditure needs for the foreseeable future. Our future capital requirements will depend on many factors, including our subscription growth rate, subscription renewal activity, billing frequency, the timing and extent of spending to support development efforts, the expansion of sales and marketing activities, the expansion of our international operations, the introduction of new and enhanced product offerings, and the continuing market adoption of our platform. We continue to assess our capital structure and evaluate the merits of deploying available cash. We may in the future enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property rights. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in new technologies this could reduce our ability to compete successfully and harm our results of operations.
A significant majority of our customers pay in advance for annual subscriptions. Therefore, a substantial source of our cash is from our deferred revenue, which is included on our consolidated balance sheet as a liability. Deferred revenue consists of the unearned portion of billed fees for our subscriptions, which is recognized as revenue in accordance with our revenue recognition policy. As of January 31, 2023, we had deferred revenue of $1,260 million, of which $1,242 million was recorded as a current liability and is expected to be recorded as revenue in the next 12 months, provided all other revenue recognition criteria have been met.
Cash Flows
The following table summarizes our cash flows for the periods indicated:
 Year Ended January 31,
 202320222021
 (dollars in millions)
Net cash provided by operating activities$86 $104 $128 
Net cash used in investing activities(130)(367)(1,305)
Net cash provided by financing activities48 89 1,092 
Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash(6)(2)2 
Net decrease in cash, cash equivalents and restricted cash$(2)$(176)$(83)
Operating Activities
Our largest source of operating cash is cash collections from our customers for subscription and professional services. Our primary uses of cash from operating activities are for employee-related expenditures, marketing expenses and third-party hosting costs. In recent periods, we have supplemented working capital requirements through net proceeds from the issuance of the 2023, 2025 and 2026 Notes in February 2018, September 2019 and June 2020, respectively.
During fiscal 2023, cash provided by operating activities was $86 million, decreasing by $18 million compared to fiscal 2022. The decrease was primarily attributable to an increase in cash paid to employees and vendors, partially offset by an increase in cash received from customers.
66
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Investing Activities
During fiscal 2023, cash used in investing activities was $130 million, decreasing by $237 million compared to fiscal 2022. The decrease was primarily attributable to a decrease in payments for business acquisitions, net of cash acquired, and a decrease in cash used from net investment purchases, sales, and maturities.
Financing Activities
During fiscal 2023, cash provided by financing activities was $48 million, decreasing by $41 million compared to fiscal 2022. The decrease was primarily attributable to a decrease in proceeds from the exercise of stock options and a decrease in proceeds from employee purchases under our employee stock purchase plan ("ESPP").
Material Cash Requirements
Contractual Obligations
The following table represents the Company’s known short-term (i.e., the next twelve months) and long-term (i.e., beyond the next twelve months) obligations as of January 31, 2023:
Short-termLong-termTotal
(dollars in millions)
Convertible Senior Notes:(1)
    Principal payments$— $2,210 $2,210 
    Interest payments6 13 19 
Operating leases(2)
43 160 203 
Purchase obligations(3)
237 361 598 
Total contractual obligations$286 $2,744 $3,030 
(1) See Note 9 to our consolidated financial statements "Convertible Senior Notes, Net" for additional information.
(2) See Note 10 to our consolidated financial statements "Leases" for additional information.
(3) Purchase obligations primarily relate to data center hosting facilities, and other sales and marketing obligations.
Indemnification Agreements
In the ordinary course of business, we enter into agreements of varying scope and terms pursuant to which we agree to indemnify customers, vendors, lessors, business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, services to be provided by us or from intellectual property infringement claims made by third parties. In addition, we have entered into indemnification agreements with our directors and certain officers and employees that will require us, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No material demands have been made upon us to provide indemnification under such agreements and there are no claims that we are aware of that could have a material effect on our consolidated balance sheets, consolidated statements of operations and comprehensive loss, or consolidated statements of cash flows.
Critical Accounting Estimates
We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America. In the preparation of these consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, costs and expenses, and related disclosures. To the extent that there are material differences between these estimates and actual results, our financial condition or results of operations would be affected. We base our estimates on past experience and other assumptions that we believe are reasonable under the circumstances, and we evaluate these estimates on an ongoing basis. We refer to accounting estimates of this type as critical accounting estimates, which we discuss below.
67
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
Income Taxes
Income taxes are accounted for in accordance with the liability method. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled.
Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized based on the weighting of positive and negative evidence. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character, within the carry-back or carry-forward periods available under the applicable tax law. In assessing the need for a valuation allowance, we consider available evidence, including past operating results, estimates of future taxable income, and the feasibility of tax planning strategies. Our judgment regarding future estimates may change due to many factors, including future market conditions and the ability to successfully execute our business plans and tax planning strategies. Should there be a change in the ability to recover deferred tax assets, our provision for income taxes would increase or decrease in the period in which the assessment is changed.
Our tax positions are subject to income tax audits by multiple tax jurisdictions throughout the world. We recognize the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, based on the technical merits. Significant judgment is required in determining the technical merits of an uncertain tax position, such as taking into account current tax laws, our interpretation of current tax laws and possible outcomes of current and future audits conducted by foreign and domestic tax authorities. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent the final tax outcome of these matters is different than the amounts recorded, such differences may impact the provision for income taxes in the period in which such determination is made.
Business Combinations
When we acquire a business, the purchase price is allocated to the acquired assets, including separately identifiable intangible assets, and assumed liabilities at their respective estimated fair values. Any residual purchase price is recorded as goodwill. The allocation of the purchase price requires management to make significant estimates in determining the fair values of assets acquired and liabilities assumed, especially with respect to intangible assets. These estimates can include, but are not limited to:
•future expected cash flows from subscription contracts, professional services contracts, other customer contracts and acquired developed technologies;
•person hours required in recreating certain acquired technologies;
•historical and expected customer attrition rates and anticipated growth in revenue from acquired customers;
•royalty rates applied to acquired developed technology platforms and other intangible assets;
•obsolescence curves and other useful life assumptions, such as the period of time and intended use of acquired intangible assets in our product offerings;
•discount rates;
•uncertain tax positions and tax-related valuation allowances; and
•fair value of assumed equity awards.
These estimates are inherently uncertain and unpredictable, and unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed may be recorded, with the corresponding offset to
68
OKTA, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued)
goodwill. We continue to collect information and reevaluate these estimates and assumptions quarterly and record any adjustments to our preliminary estimates to goodwill provided that we are within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the consolidated statements of operations.
Loss Contingencies
We evaluate contingent liabilities, including threatened or pending litigation, and make provisions for such liabilities when it is both probable that a loss has been incurred and its amount can be reasonably estimated. Because of uncertainties inherent in litigation, we base our estimate and accrue the liabilities, if any, on the information available at the time of our assessment. Significant judgment is required to determine both the probability and the estimated amount of loss given such legal proceedings are inherently unpredictable and subject to significant uncertainties, some of which are beyond our control. Developments in these matters could affect the amount of any liability we may accrue. As additional information becomes available, we may revise our estimates. Any revisions in the estimates of potential liabilities could have a material impact on our operating results and financial position. Further, until the final resolution of any such matter, there may be a loss exposure in excess of the liability recognized and such amount could be significant.
Revenue Recognition
We derive our revenues primarily from subscription fees and professional services fees. A description of our revenue recognition policies is included in Note 2 to our consolidated financial statements "Summary of Significant Accounting Policies."
Our contracts with customers often contain multiple performance obligations. For these contracts, we account for individual performance obligations separately if they are distinct. The transaction price of the contract is allocated to the separate performance obligations on a relative standalone selling price basis. Evaluating customer contracts with multiple performance obligations and complex terms may require significant judgment in identifying the distinct performance obligations.
Recent Accounting Pronouncements
See Note 2 to our consolidated financial statements “Summary of Significant Accounting Policies — Recently Adopted Accounting Pronouncements" for more information.
69

Item 7A. Quantitative and Qualitative Disclosures about Market Risk
Foreign Currency Exchange Risk
The functional currencies of our foreign subsidiaries are the respective local currencies. Most of our sales are denominated in U.S. dollars, and therefore our revenue is not currently subject to significant foreign currency risk. Our operating expenses are denominated in the currencies of the countries in which our operations are located, which are primarily in the United States, the United Kingdom, Canada and Australia. Our consolidated results of operations and cash flows are, therefore, subject to fluctuations due to changes in foreign currency exchange rates and may be adversely affected in the future due to changes in foreign exchange rates. To date, we have not entered into any hedging arrangements with respect to foreign currency risk or other derivative financial instruments. During fiscal 2023, 2022 and 2021, a hypothetical 10% change in foreign currency exchange rates applicable to our business would not have had a material impact on our consolidated financial statements.
Interest Rate Risk
We had cash, cash equivalents and short-term investments totaling $2,580 million as of January 31, 2023, of which $2,449 million was invested in U.S. treasury securities, corporate debt securities and money market funds. Our cash and cash equivalents are held for working capital and general corporate purposes, including potential future acquisition activity. Our short-term investments are made for capital preservation purposes. We do not enter into investments for trading or speculative purposes.
Our cash equivalents and our investment portfolio are subject to market risk due to changes in interest rates. Fixed rate securities may have their market value adversely affected due to a rise in interest rates. Due in part to these factors, our future investment income may fall short of our expectations due to changes in interest rates or we may suffer losses in principal if we are forced to sell securities that decline in market value due to changes in interest rates. However, because we classify our short-term investments as “available for sale,” no gains are recognized due to changes in interest rates. As losses due to changes in interest rates are generally not considered to be credit related changes, no losses in such securities are recognized due to changes in interest rates unless we intend to sell, it is more likely than not that we will be required to sell, we sell prior to maturity, or we otherwise determine that all or a portion of the decline in fair value are due to credit related factors.
As of January 31, 2023, a hypothetical 10% relative change in interest rates would not have had a material impact on the value of our cash equivalents or investment portfolio. Fluctuations in the value of our cash equivalents and investment portfolio caused by a change in interest rates (gains or losses on the carrying value) are recorded in other comprehensive income (loss), and are realized only if we sell the underlying securities prior to maturity.
Convertible Senior Notes
In February 2018, we issued the 2023 Notes due February 15, 2023 with a principal amount of $345 million, of which $224 million and $70 million were repurchased in September 2019 and June 2020, respectively. Concurrently with the issuance of the 2023 Notes, we entered into separate Note Hedges and Warrant transactions, a portion of which were terminated in September 2019 and June 2020 in connection with the partial repurchases of the 2023 Notes. The Note Hedges were completed to reduce the potential dilution from the conversion of the 2023 Notes. Additionally, through January 31, 2023, we received and completed requests to convert approximately $51 million principal amount of 2023 Notes (not in connection with the partial repurchases of the 2023 Notes) and exercised and net-share-settled Note Hedges corresponding to approximately $45 million principal amount of 2023 Notes.
In September 2019, we issued the 2025 Notes due September 1, 2025 with a principal amount of $1,060 million. Concurrently with the issuance of the 2025 Notes, we entered into separate capped call transactions. The 2025 Capped Calls were completed to reduce the potential dilution from the conversion of the 2025 Notes.
In June 2020, we issued the 2026 Notes due June 15, 2026 with a principal amount of $1,150 million. Concurrently with the issuance of the 2026 Notes, we entered into separate capped call transactions. The 2026 Capped Calls were completed to reduce the potential dilution from the conversion of the 2026 Notes.
The 2023 Notes, 2025 Notes and 2026 Notes have a fixed annual interest rate of 0.25%, 0.125% and 0.375%, respectively; accordingly, we do not have economic interest rate exposure on the Notes. However, the fair value of the Notes is exposed to interest rate risk. Generally, the fair market value of the fixed interest rate of the Notes will increase as interest rates fall and decrease as interest rates rise. In addition, the fair value of the Notes fluctuates when the market price of our common stock fluctuates. The fair value was determined based on the
70

quoted bid price of the Notes in an over-the-counter market on the last trading day of the reporting period. See Note 5 to our consolidated financial statements for more information. Changes in the interest rate environment upon maturity of this fixed rate debt could have an effect on our future cash flows and earnings, depending on whether the debt is replaced with other fixed rate debt, variable rate debt or equity.

71

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


72

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Okta, Inc.

Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Okta, Inc. (the Company) as of January 31, 2023 and 2022, the related consolidated statements of operations, comprehensive loss, stockholders' equity, and cash flows for each of the three years in the period ended January 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at January 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended January 31, 2023, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of January 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated March 3, 2023 expressed an unqualified opinion thereon.

Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

73


Revenue recognition – Identifying and evaluating terms and conditions in contracts
Description of the Matter
As explained in Note 2 to the consolidated financial statements, the Company derives revenue from subscription fees and professional services fees. The Company’s arrangements are generally non-cancelable and non-refundable. In addition, the arrangements do not provide customers with the right to take possession of the software and, as a result, are accounted for as service arrangements. Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancelable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer. Revenue for the Company’s professional services is recognized as services are performed in proportion to their pattern of transfer.

Auditing the Company’s accounting for revenue recognition was challenging, specifically related to the appropriate identification and evaluation of non-standard terms and conditions. For example, certain non-standard terms and conditions required judgment to identify the distinct performance obligations and determine the timing of revenue recognition.

How We Addressed the Matter in Our Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company’s internal controls over the identification and evaluation of terms and conditions in contracts that impact revenue recognition, including the identification of performance obligations and the determination of the timing of revenue recognition. This included testing relevant controls over the information systems that are used in the initiation, billing and recording of revenue transactions.

Among other procedures, on a sample basis, we tested the completeness and accuracy of management’s identification and evaluation of the non-standard terms and conditions in contracts. We also tested amounts recognized pursuant to contractual terms and conditions by examining the relationship between revenue recognized and accounts receivable and related cash collections. Further, we selected a sample of contractual arrangements to test that management had properly assessed the impact of any non-standard terms on the identified performance obligations and timing of revenue recognition. Additionally, to verify completeness of non-standard terms and conditions, we obtained confirmations of terms and conditions for a sample of arrangements with customers.

/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2013.
San Jose, California
March 3, 2023
74

Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Okta, Inc.
Opinion on Internal Control Over Financial Reporting
We have audited Okta, Inc.’s internal control over financial reporting as of January 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Okta, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of January 31, 2023, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of January 31, 2023 and 2022, the related consolidated statements of operations, comprehensive loss, stockholders' equity, and cash flows for each of the three years in the period ended January 31, 2023, and the related notes and our report dated March 3, 2023 expressed an unqualified opinion thereon.

Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
San Jose, California
March 3, 2023
75

OKTA, INC.
CONSOLIDATED BALANCE SHEETS
(dollars in millions, shares in thousands, except per share data)
 As of January 31,
 20232022
Assets 
Current assets: 
Cash and cash equivalents$264 $260 
Short-term investments2,316 2,242 
Accounts receivable, net of allowances of $8 and $4
481 398 
Deferred commissions92 75 
Prepaid expenses and other current assets76 66 
Total current assets3,229 3,041 
Property and equipment, net59 65 
Operating lease right-of-use assets122 148 
Deferred commissions, noncurrent210 191 
Intangible assets, net241 317 
Goodwill5,400 5,401 
Other assets46 43 
Total assets$9,307 $9,206 
Liabilities and stockholders’ equity 
Current liabilities: 
Accounts payable$12 $20 
Accrued expenses and other current liabilities112 90 
Accrued compensation99 144 
Convertible senior notes, net— 16 
Deferred revenue1,242 973 
Total current liabilities1,465 1,243 
Convertible senior notes, net, noncurrent2,193 1,816 
Operating lease liabilities, noncurrent142 171 
Deferred revenue, noncurrent18 23 
Other liabilities, noncurrent23 31 
Total liabilities3,841 3,284 
Commitments and contingencies (Note 11)
Stockholders’ equity: 
Preferred stock, par value $0.0001 per share; 100,000 shares authorized, no shares issued and outstanding as of January 31, 2023 and 2022.
— — 
Class A Common stock, par value $0.0001 per share; 1,000,000 shares authorized; 154,009 and 149,624 shares issued and outstanding as of January 31, 2023 and 2022, respectively.
— — 
Class B Common stock, par value $0.0001 per share; 120,000 shares authorized; 7,300 and 6,978 shares issued and outstanding as of January 31, 2023 and 2022, respectively.
— — 
Additional paid-in capital7,974 7,750 
Accumulated other comprehensive loss(33)(12)
Accumulated deficit(2,475)(1,816)
Total stockholders’ equity5,466 5,922 
Total liabilities and stockholders’ equity $9,307 $9,206 

See Notes to Consolidated Financial Statements.
76

OKTA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in millions, shares in thousands, except per share data)
 Year Ended January 31,
 202320222021
Revenue 
Subscription$1,794 $1,249 $797 
Professional services and other64 51 38 
Total revenue1,858 1,300 835 
Cost of revenue
Subscription464 329 170 
Professional services and other82 67 48 
Total cost of revenue546 396 218 
Gross profit1,312 904 617 
Operating expenses 
Research and development620 469 223 
Sales and marketing1,066 771 427 
General and administrative409 432 171 
Restructuring and other charges29 — — 
Total operating expenses2,124 1,672 821 
Operating loss(812)(768)(204)
Interest expense(11)(91)(73)
Interest income and other, net22 9 13 
Loss on early extinguishment and conversion of debt— — (2)
Interest and other, net11 (82)(62)
Loss before provision for (benefit from) income taxes(801)(850)(266)
Provision for (benefit from) income taxes14 (2)— 
Net loss$(815)$(848)$(266)
 
Net loss per share, basic and diluted$(5.16)$(5.73)$(2.09)
 
Weighted-average shares used to compute net loss per share, basic and diluted158,023 148,036 127,212 

See Notes to Consolidated Financial Statements.

77

OKTA, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(in millions)
 
 Year Ended January 31,
 202320222021
Net loss$(815)$(848)$(266)
Other comprehensive income (loss):
Net change in unrealized gains or losses on available-for-sale securities(12)(14)1 
Foreign currency translation adjustments(9)(3)3 
Other comprehensive income (loss)(21)(17)4 
Comprehensive loss$(836)$(865)$(262)

See Notes to Consolidated Financial Statements.

78

OKTA, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(dollars in millions, shares in thousands)
 
Class A Common Stock 
Class B Common Stock 
Additional
Paid-in
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Accumulated
Deficit
Total
Stockholders’
Equity
 
Shares 
Amount 
Shares 
Amount 
Balances as of January 31, 2020113,990 $— 8,648 $— $1,106 $1 $(702)$405 
Issuance of common stock upon exercise of stock options and other activity, net4,114 — 254 — 46 — — 46 
Issuance of common stock under employee stock purchase plan, net of cancellations247 — — — 26 — — 26 
Issuance of common stock for settlement of restricted stock units2,109 — — — — — — — 
Issuance of common stock for bonus settlement86 — — — 10 — — 10 
Issuance of common stock pursuant to charitable donation43 — — — 9 — — 9 
Conversion of Class B common stock to Class A common stock743 — (743)— — — — — 
Exercise of hedges related to convertible senior notes(168)— — — — — — — 
Equity component of convertible senior notes, net of issuance costs— — — — 306 — — 306 
Equity component of early extinguishment and conversion of convertible senior notes1,660 — — — 70 — — 70 
Proceeds from hedges related to convertible senior notes— — — — 195 — — 195 
Payments for warrants related to convertible senior notes— — — — (175)— — (175)
Purchases of capped calls related to convertible senior notes— — — — (134)— — (134)
Stock-based compensation— — — — 197 — — 197 
Other comprehensive income— — — — — 4 — 4 
Net loss— — — — — — (266)(266)
Balances as of January 31, 2021122,824 $— 8,159 $— $1,656 $5 $(968)$693 
Issuance of common stock in connection with business combinations19,190 — — — 5,409 — — 5,409 
Issuance of common stock in connection with business combinations subject to future vesting1,269 — — — — — — — 
Issuance of common stock upon exercise of stock options and other activity, net2,552 — 2 — 54 — — 54 
Issuance of common stock under employee stock purchase plan, net of cancellations186 — — — 36 — — 36 
Issuance of common stock for settlement of restricted stock units2,294 — — — — — — — 
Issuance of common stock pursuant to charitable donation30 — — — 7 — — 7 
Conversion of Class B common stock to Class A common stock1,183 — (1,183)— — — — — 
Equity component of early extinguishment and conversion of convertible senior notes476 — — — 21 — — 21 
Proceeds from hedges related to convertible senior notes(380)— — — — — — — 
Stock-based compensation— — — — 567 — — 567 
Other comprehensive loss— — — — — (17)— (17)
Net loss— — — — — — (848)(848)
Balances as of January 31, 2022149,624 $— 6,978 $— $7,750 $(12)$(1,816)$5,922 
79

 
Class A Common Stock 
Class B Common Stock 
Additional
Paid-in
Capital
Accumulated
Other
Comprehensive
Income (Loss)
Accumulated
Deficit
Total
Stockholders’
Equity
 
Shares 
Amount 
Shares 
Amount 
Adjustments from adoption of ASU 2020-06— — — — (528)— 156 (372)
Forfeiture of unvested common stock issued in connection with business combinations(14)— — — — — — — 
Issuance of common stock upon exercise of stock options and other activity, net965 — 451 — 17 — — 17 
Issuance of common stock under employee stock purchase plan, net of cancellations492 — — — 31 — — 31 
Issuance of common stock for settlement of restricted stock units2,555 — — — — — — — 
Issuance of common stock pursuant to charitable donation42 — — — 4 — — 4 
Conversion of Class B common stock to Class A common stock129 — (129)— — — — — 
Settlement of convertible senior notes356 — — — 17 — — 17 
Proceeds from hedges related to convertible senior notes(140)— — — — — — — 
Stock-based compensation— — — — 683 — — 683 
Other comprehensive loss— — — — — (21)— (21)
Net loss— — — — — — (815)(815)
Balances as of January 31, 2023154,009 $— 7,300 $— $7,974 $(33)$(2,475)$5,466 
See Notes to Consolidated Financial Statements.
80

OKTA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
 Year Ended January 31,
 202320222021
Cash flows from operating activities: 
Net loss$(815)$(848)$(266)
Adjustments to reconcile net loss to net cash provided by operating activities:
Stock-based compensation677 566 195 
Depreciation, amortization and accretion114 108 37 
Amortization of debt discount and issuance costs6 86 68 
Amortization of deferred commissions84 57 40 
Deferred income taxes7 (6)(1)
Non-cash charitable contributions4 7 9 
Lease impairment charges14 — 3 
Loss on early extinguishment and conversion of debt— — 2 
(Gain) loss on strategic investments(1)(8)1 
Other, net3 2 2 
Changes in operating assets and liabilities:
Accounts receivable(87)(175)(66)
Deferred commissions(122)(171)(81)
Prepaid expenses and other assets(13)(7)(13)
Operating lease right-of-use assets27 23 19 
Accounts payable(6)7 4 
Accrued compensation(44)50 44 
Accrued expenses and other liabilities8 21 6 
Operating lease liabilities(34)(24)(17)
Deferred revenue264 416 142 
Net cash provided by operating activities86 104 128 
Cash flows from investing activities: 
Capitalization of internal-use software costs(9)(4)(4)
Purchases of property and equipment(12)(13)(13)
Purchases of securities available for sale and other(1,411)(1,847)(2,029)
Proceeds from maturities and redemption of securities available for sale1,308 1,482 535 
Proceeds from sales of securities available for sale and other— 230 206 
Payments for business acquisitions, net of cash acquired(4)(215)— 
Purchase of intangible assets(2)— — 
Net cash used in investing activities(130)(367)(1,305)
Cash flows from financing activities: 
Proceeds from issuance of convertible senior notes, net of issuance costs— — 1,135 
Proceeds from hedges related to convertible senior notes— — 195 
Payments for warrants related to convertible senior notes— — (175)
Purchases of capped calls related to convertible senior notes— — (134)
Proceeds from stock option exercises, net of repurchases17 53 45 
Proceeds from shares issued in connection with employee stock purchase plan31 36 26 
Net cash provided by financing activities48 89 1,092 
Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash(6)(2)2 
Net decrease in cash, cash equivalents and restricted cash(2)(176)(83)
Cash, cash equivalents and restricted cash at beginning of year273 449 532 
Cash, cash equivalents and restricted cash at end of year$271 $273 $449 
81

 Year Ended January 31,
 202320222021
Supplementary cash flow disclosure:  
Cash paid during the period for:
Interest$6 $6 $4 
Income taxes8 3 1 
Non-cash investing and financing activities:
Issuance of common stock and value of equity awards assumed in connection with business combination— 5,409 — 
Issuance of common stock for repurchases and conversions of convertible senior notes47 126 308 
Benefit from exercise of hedges related to convertible senior notes18 92 37 
Operating lease right-of-use assets exchanged for lease liabilities11 22 46 
Issuance of common stock for bonus settlement— — 10 
Reconciliation of cash, cash equivalents, and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above:
Cash and cash equivalents$264 $260 $435 
Restricted cash, current included in prepaid expenses and other current assets— 5 5 
Restricted cash, noncurrent included in other assets7 8 9 
Total cash, cash equivalents and restricted cash$271 $273 $449 
See Notes to Consolidated Financial Statements.

82
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Overview and Basis of Presentation
Description of Business
Okta, Inc. (the “Company”) is the leading independent identity provider. The Company's Workforce Identity and Customer Identity Clouds are powered by the Company's Identity Platform enabling customers to securely connect the right people to the right technologies and services at the right time, and developers to securely and efficiently embed identity into the software they build, allowing them to innovate and focus on their core mission. The Company was incorporated in January 2009 as Saasure Inc., a California corporation, and was later reincorporated in April 2010 under the name Okta, Inc. as a Delaware corporation. The Company is headquartered in San Francisco, California.
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America. All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As result, the Company operates in one reportable segment.
The Company’s fiscal year ends on January 31. References to fiscal 2023, for example, refer to the fiscal year ended January 31, 2023.
Certain reclassifications of components of prior period operating cash flows have been made in the consolidated statements of cash flows to conform to the current period presentation. These reclassifications had no impact on the aggregate cash flow classifications as previously reported.
In fiscal 2023, the Company elected to change its presentation of dollars from thousands to millions. As a result, the sum of the components reported in millions may not equal the total amount reported in millions due to rounding. In addition, percentages presented may not add to their respective totals or recalculate due to rounding.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation.
Foreign Currency
The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2023, 2022 or 2021. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.
2. Summary of Significant Accounting Policies
Revenue Recognition
Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platform through arrangements that are generally one to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted
83
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.
Revenue recognition is determined through the following steps:
•Identification of the contract, or contracts, with a customer;
•Identification of the performance obligations in the contract;
•Determination of the transaction price;
•Allocation of the transaction price to the performance obligations in the contract; and
•Recognition of revenue when, or as, the performance obligations are satisfied.
The Company recognizes revenue net of any applicable value added or sales tax.
Subscription Revenue
Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.
Professional Services Revenue
Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.
Contracts with Multiple Performance Obligations
Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price ("SSP") basis.
The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.
Deferred Revenue
Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.
Deferred Commissions
Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology and other factors.
84
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Sales commissions for renewal contracts (which are not considered commensurate with sales commissions for new revenue contracts and incremental sales to existing customers) are deferred and then amortized on a straight-line basis over the related period of benefit, which is generally two years, as determined by considering the average contractual term for renewal contracts.
Sales commissions capitalized as contract costs totaled $121 million and $171 million in fiscal 2023 and 2022, respectively. Amortization of contract costs was $84 million, $57 million and $40 million in fiscal 2023, 2022 and 2021, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.
Cost of Revenue
Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.
Research and Development
Research and development expense incurred in the normal course of business is expensed as incurred.
Software Development Costs
Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.
Advertising Expenses
Advertising costs are expensed as incurred. Advertising expense was $77 million, $79 million, and $33 million in fiscal 2023, 2022 and 2021, respectively.
Restructuring and Other Charges
Restructuring generally includes significant actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.

Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.
Stock-Based Compensation
The Company's equity incentive plans provide for granting stock options, restricted stock units ("RSUs"), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.
Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period.
The fair value of each option and ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield
85
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the requisite service period for options, and over the offering period for ESPP awards. The expected term of the Company’s stock options granted to employees has been determined utilizing the simplified method due to lack of historical exercise data. The expected volatility has been determined using a weighted-average of the historical volatility measures of a group of guideline companies and the Company's own historical volatility. The risk-free interest rate used is based on the U.S. Treasury yield in effect at the time of grant for a period consistent with the expected term of the award. The expected dividend is assumed to be zero as the Company has never declared or paid any cash dividends and do not currently intend to declare dividends in the foreseeable future.
The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally four years.
The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.
The assumptions used to determine the fair value of the stock awards represent management's best estimates. These estimates involve inherent uncertainties and the application of management's judgment. Forfeitures are accounted for as they occur.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.
The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.
The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2023 and 2022.
86
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
As of January 31, 2023 and 2022, the Company's long-term restricted cash balance was $7 million and $8 million, respectively, primarily related to letters of credit for its facility lease agreements. 
Short-Term Investments
The Company’s short-term investments comprise of U.S. treasury securities and corporate debt securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets.
Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors.
The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest income and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest income and other, net in the consolidated statements of operations.
Strategic Investments
The Company's strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires significant Company judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.
Accounts Receivable and Allowances
Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.
87
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Property and Equipment
Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.
The useful lives of property and equipment are as follows:
Useful lives
Computers and equipment3 years
Furniture and fixtures7 years
Leasehold improvementsShorter of estimated useful life or remaining lease term
Business Combinations
Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill.

The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s product portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.
Goodwill and Other Long-Lived Assets
Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.
Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company is less than the carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of the Company is less than the carrying amount, a quantitative assessment is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. The Company also has the option to bypass the qualitative assessment, and perform the quantitative assessment. No goodwill impairments were recorded during the years presented.
Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.
88
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Operating Leases and Incremental Borrowing Rate
The Company leases office space under operating leases with expiration dates through 2029. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. The estimation of the incremental borrowing rate is based on an estimate of the Company's unsecured borrowing rate for its Notes, adjusted for tenor and collateralized security features. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.
For leases with a lease term of 12 months or less ("short-term leases"), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.
Loss Contingencies
The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.

Concentrations of Risk
Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company's policy is designed to limit exposure from any particular issuer or institution.
Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company's accounts receivable balance or total revenue.
The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company's service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.
Net Loss per Share
Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period without consideration for potentially dilutive securities as they do not share in losses. The diluted net loss per share attributable to common
89
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
stockholders is computed giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, unvested RSUs, unvested common stock and restricted stock issued in connection with certain business combinations, convertible senior notes and warrants are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights. See Note 15 for additional details.
Recently Adopted Accounting Pronouncements
ASU No. 2020-06
The Company adopted ASU 2020-06, effective February 1, 2022, using the modified retrospective method. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods.
The new guidance simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, the guidance removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, no longer requires separately presenting in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature is no longer amortized into income as interest expense over the life of the instrument. Instead, the convertible debt instrument is accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative, or (2) a convertible debt instrument was issued at a substantial premium. Additionally, the guidance requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share, which is consistent with the Company’s accounting treatment prior to the adoption of the new guidance.
The Company recognized a cumulative effect of initially applying the guidance as an adjustment to the February 1, 2022 opening balance of accumulated deficit. Due to the elimination of the equity conversion component of the Company’s convertible senior notes outstanding as of February 1, 2022, additional paid-in capital was reduced. The elimination of the equity conversion component had the effect of increasing the Company’s net debt balance. The reduction of other liabilities is related to changes to the Company’s deferred tax liabilities.
The adoption of the new guidance resulted in the following changes to the Company’s consolidated balance sheet as of February 1, 2022:
Balance at
January 31, 2022		Adjustments from Adoption of ASU 2020-06Balance at
February 1, 2022
(dollars in millions)
Liabilities
Convertible senior notes, net$16 $1 $17 
Convertible senior notes, net, noncurrent1,816 372 2,188 
Other liabilities, noncurrent31 (1)30 
Stockholders’ equity
Additional paid-in capital7,750 (528)7,222 
Accumulated deficit(1,816)156 (1,660)
In addition, the adoption of the new guidance resulted in a decrease in reported net interest expense of approximately $85 million and a decrease in basic and diluted net loss per share of $0.54 in fiscal 2023.
ASU No. 2021-08
The Company adopted the Financial Accounting Standards Board ("FASB") issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), effective February 1, 2022, on a prospective basis. The update requires contract assets and contract liabilities acquired in a business combination be recognized and measured in accordance with the latest revenue guidance. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.
90
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
ASU No. 2021-04
The Company adopted the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”), effective February 1, 2022, on a prospective basis. The new guidance addresses specific guidance related to modifications or exchanges of freestanding equity-classified written call options (such as warrants) by specifying the accounting for various modification scenarios. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.
3. Business Combinations
Acquisition of Auth0
On May 3, 2021, the Company acquired all outstanding shares of privately-held Auth0, an Identity-as-a-Service company. Total consideration transferred for Auth0 was $5,671 million, including approximately 19 million shares of common stock valued at $5,176 million, cash of $257 million, and assumed outstanding equity awards with vested fair value of $238 million. Cash consideration of $4 million and approximately 1 million shares valued at $295 million were held back as partial security for post-closing true-up adjustments as well as any indemnification claims made within one year of the acquisition date. The consideration held back was paid in full during fiscal 2023. The Company incurred $29 million of acquisition-related costs, which were recorded as general and administrative expenses in its consolidated statement of operations in fiscal 2022.
The transaction was accounted for as a business combination. The total purchase price of $5,671 million was allocated to the tangible and identifiable intangible assets and liabilities based on their estimated fair values. The excess of purchase consideration over the fair value of the assets acquired and liabilities assumed was $5,290 million and was recorded as goodwill.
Acquisition of atSpoke
On August 2, 2021, the Company acquired all issued and outstanding capital stock of privately-held atSpoke, a modern workplace operations platform. The acquisition date cash consideration for atSpoke was approximately $79 million, of which $13 million of consideration was held back as partial security for any adjustments and indemnification obligations and was paid within 18 months of the closing date.
The Company recorded $18 million for developed technology intangible assets with an estimated useful life of 3 years and recorded $62 million of goodwill. The Company incurred $1 million of acquisition-related costs, which were recorded as general and administrative expenses in its consolidated statement of operations in fiscal 2022.

4. Cash Equivalents and Investments
Cash Equivalents and Short-term Investments
The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:
 As of January 31, 2023
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(dollars in millions)
Cash equivalents:    
Money market funds$133 $— $— $133 
Total cash equivalents133 — — 133 
Short-term investments:    
U.S. treasury securities2,207 — (22)2,185 
Corporate debt securities133 — (2)131 
Total short-term investments2,340 — (24)2,316 
Total$2,473 $— $(24)$2,449 
91
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

 As of January 31, 2022
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(dollars in millions)
Cash equivalents:    
Money market funds$152 $— $— $152 
Total cash equivalents152 — — 152 
Short-term investments:   
U.S. treasury securities1,922 — (9)1,913 
Corporate debt securities331 — (2)329 
Total short-term investments2,253 — (11)2,242 
Total$2,405 $— $(11)$2,394 
All short-term investments were designated as available-for-sale securities as of January 31, 2023 and 2022.
The following table presents the contractual maturities of the Company's short-term investments:
 As of January 31, 2023
 
Amortized
Cost
Estimated
Fair Value
(dollars in millions)
Due within one year$2,097 $2,076 
Due between one to five years243 240 
Total$2,340 $2,316 
Interest receivable of $10 million and $6 million is included in Prepaid expenses and other current assets on the consolidated balance sheets as of January 31, 2023 and 2022, respectively.
The following table presents the fair values and unrealized losses related to the Company's investments in available-for-sale debt securities classified by length of time that the securities have been in a continuous unrealized loss position as of January 31, 2023:
 Less Than 12 MonthsMore Than 12 MonthsTotal
 
Estimated Fair Value
Unrealized
Losses
Estimated Fair Value
Unrealized
Losses
Estimated Fair Value
Unrealized
Losses
(dollars in millions)
U.S. treasury securities$1,204 $(9)$846 $(13)$2,050 $(22)
Corporate debt securities13 — 114 (2)127 (2)
Total$1,217 $(9)$960 $(15)$2,177 $(24)
The Company had 159 and 193 short-term investments in unrealized loss positions as of January 31, 2023 and 2022, respectively.
For available-for-sale debt securities that have unrealized losses, the Company evaluates whether (i) the Company has the intention to sell any of these investments, (ii) it is not more likely than not that the Company will be required to sell any of these available-for-sale debt securities before recovery of the entire amortized cost basis and (iii) the decline in the fair value of the investment is due to credit or non-credit related factors. There were no material credit or non-credit related impairments for short-term investments as of January 31, 2023 and 2022.
Strategic Investments
Strategic investments primarily include equity investments in privately held companies, which do not have a readily determinable fair value. As of January 31, 2023 and 2022, the balance of strategic investments was $25 million and $15 million, respectively.
92
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
5. Fair Value Measurements
Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
 Three levels of inputs may be used to measure as follows:
Level 1—Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in
active markets.
Level 2—Valuations based on other inputs that are directly or indirectly observable in the marketplace.
Level 3—Valuations based on unobservable inputs that are supported by little or no market activity.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables present information about financial assets that were measured at fair value on a recurring basis using the above input categories:
 As of January 31, 2023
 Level 1
Level 2 
Level 3Total
(dollars in millions)
Assets:    
Cash equivalents:    
Money market funds$133 $— $— $133 
Total cash equivalents133 — — 133 
Short-term investments:
U.S. treasury securities— 2,185 — 2,185 
Corporate debt securities— 131 — 131 
Total short-term investments— 2,316 — 2,316 
Total cash equivalents and short-term investments$133 $2,316 $— $2,449 

 As of January 31, 2022
 Level 1
Level 2 
Level 3Total
(dollars in millions)
Assets:    
Cash equivalents:    
Money market funds$152 $— $— $152 
Total cash equivalents152 — — 152 
Short-term investments:
U.S. treasury securities— 1,913 — 1,913 
Corporate debt securities— 329 — 329 
Total short-term investments— 2,242 — 2,242 
Total cash equivalents and short-term investments$152 $2,242 $— $2,394 
The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable and accounts payable approximate fair value due to their short-term maturities and are excluded from the fair value tables above.
93
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Fair Value Measurements of Other Financial Instruments
The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:
As of January 31, 2023
Principal Amount
Estimated
Fair Value 
(dollars in millions)
2025 convertible senior notes$1,060 $933 
2026 convertible senior notes$1,150 $981 
The Notes are recorded at face value less unamortized debt issuance costs (See Note 9 for additional details). The estimated fair values of the Notes, which are Level 2 financial instruments, were determined based on the quoted bid prices of the Notes in an over-the-counter market on the last trading day of the reporting period.
6. Goodwill and Intangible Assets, net
Goodwill
As of January 31, 2023 and 2022, goodwill was $5,400 million and $5,401 million, respectively. No goodwill impairments were recorded during fiscal 2023, 2022 and 2021.
Intangible Assets, net
Intangible assets consisted of the following:
 As of January 31, 2023
GrossAccumulated AmortizationNet
(dollars in millions)
Capitalized internal-use software costs$48 $(28)$20 
Purchased developed technology220 (93)127 
Customer relationships141 (62)79 
Trade name21 (7)14 
Software licenses1 — 1 
 $431 $(190)$241 

 As of January 31, 2022
GrossAccumulated AmortizationNet
(dollars in millions)
Capitalized internal-use software costs$36 $(24)$12 
Purchased developed technology220 (48)172 
Customer relationships141 (26)115 
Trade name21 (3)18 
 $418 $(101)$317 
94
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
As of January 31,
20232022
Purchased developed technology3.0 years4.0 years
Customer relationships3.4 years4.0 years
Trade name3.3 years4.3 years
As of January 31, 2023, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:
Remaining Amortization
(dollars in millions)
2024$84 
202572 
202663 
202720 
20282 
Thereafter— 
Total$241 
Amortization expense of intangible assets was $93 million, $69 million and $11 million in fiscal 2023, 2022 and 2021, respectively.
7. Balance Sheet Components
Property and Equipment, net
Property and equipment consisted of the following:  
 As of January 31,
 20232022
(dollars in millions)
Computers and equipment$— $1 
Furniture and fixtures19 17 
Leasehold improvements88 82 
Property and equipment, gross107 100 
Less accumulated depreciation(48)(35)
Property and equipment, net$59 $65 
Depreciation expense was $12 million in fiscal 2023 and 2022, and $9 million in fiscal 2021.
95
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
 As of January 31,
 20232022
(dollars in millions)
Accrued expenses$67 $48 
Accrued taxes payable5 7 
Operating lease liabilities32 27 
Other8 8 
Accrued expenses and other current liabilities$112 $90 
Other Liabilities, Noncurrent
Other liabilities, noncurrent consisted of the following:
 As of January 31,
 20232022
(dollars in millions)
Deferred tax liabilities$12 $9 
Other11 22 
Other liabilities, noncurrent$23 $31 
8. Deferred Revenue and Performance Obligations
Deferred Revenue
Deferred revenue, which is a contract liability, consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s contracts with customers and is recognized as the revenue recognition criteria are met.
Subscription revenue recognized during fiscal 2023 and 2022 included $952 million and $495 million, respectively, from deferred revenue balances at the beginning of the respective periods. Professional services and other revenue recognized in fiscal 2023 and 2022 from deferred revenue balances at the beginning of the respective periods was $14 million and $7 million, respectively.
Transaction Price Allocated to the Remaining Performance Obligations
Transaction price allocated to the remaining performance obligations represents all future, non-cancelable contracted revenue that has not yet been recognized, inclusive of deferred revenue that has been invoiced and non-cancelable amounts that will be invoiced and recognized as revenue in future periods.
Total remaining non-cancelable performance obligations under subscription contracts with customers was approximately $3,007 million as of January 31, 2023. Of this amount, the Company expects to recognize revenue of approximately $1,684 million, or 56%, over the next 12 months, with the balance to be recognized as revenue thereafter. Remaining performance obligations for professional services and other contracts as of January 31, 2023 were not material.
9. Convertible Senior Notes, Net
2023 Convertible Senior Notes
The 2023 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.25% per year. Interest is payable in cash semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2018. The outstanding 2023 Notes matured on February 15, 2023.
The terms of the 2023 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2023 Indenture"). Upon conversion, the 2023 Notes may be settled in
96
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2023 Notes are convertible at an initial conversion rate of 20.6795 shares of Class A common stock per $1,000 principal amount of the 2023 Notes, which is equal to an initial conversion price of approximately $48.36 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2023 Indenture. As of January 31, 2023, an immaterial amount of 2023 Notes remained outstanding.
During fiscal 2023, the Company issued approximately 0.4 million shares of Class A common stock and paid an immaterial amount in cash to settle approximately $17 million principal amount of 2023 Notes.
As of January 31, 2023, the effective interest rate on the 2023 Notes was 0.85%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2023 Notes was 5.68%. Interest expense recognized related to the 2023 Notes was immaterial during fiscal 2023, 2022 and 2021.
The net carrying amount of the 2023 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$— $17 
Less: unamortized debt issuance costs and debt discount(1)
— (1)
Net carrying amount$— $16 
Equity component:(1)
2023 Notes$— $4 
Less: issuance costs— — 
Carrying amount of the equity component(2)
$— $4 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
Note Hedges
In connection with the pricing of the 2023 Notes, the Company entered into convertible note hedges with respect to its Class A common stock. The Note Hedges are purchased call options that give the Company the option to purchase shares, subject to anti-dilution adjustments substantially identical to those in the 2023 Notes, of its Class A common stock for approximately $48.36 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2023 Notes, exercisable upon conversion of the 2023 Notes. The Note Hedges will expire in 2023, if not exercised earlier. The Note Hedges are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2023 Notes under certain circumstances. The Note Hedges are separate transactions and are not part of the terms of the 2023 Notes. The Note Hedges meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
During fiscal 2023, the Company exercised and net-share-settled Note Hedges corresponding to approximately $12 million principal amount of 2023 Notes and received approximately 0.1 million shares of Class A common stock and an immaterial cash payment.
As of January 31, 2023, Note Hedges giving the Company the option to purchase approximately 0.1 million shares (subject to adjustment) remained outstanding.
97
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Warrants
In connection with the issuance of the 2023 Notes, the Company entered into separate warrant transactions pursuant to which it sold net-share-settled (or, at the Company’s election subject to certain conditions, cash-settled) warrants to acquire shares, subject to anti-dilution adjustments, over 80 scheduled trading days beginning in May 2023 of the Company’s Class A common stock at an initial exercise price of approximately $68.06 per share (subject to adjustment). If the Warrants are not exercised on their exercise dates, they will expire. If the market value per share of the Company’s Class A common stock exceeds the applicable exercise price of the Warrants, the Warrants could have a dilutive effect on the Company’s Class A common stock unless, subject to the terms of the Warrants, the Company elects to cash settle the Warrants. The Warrants are separate transactions and are not part of the terms of the 2023 Notes or the Note Hedges. The Warrants meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
As of January 31, 2023, Warrants to acquire up to approximately 1 million shares (subject to adjustment) remained outstanding.
2025 Convertible Senior Notes
The 2025 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.125% per year. Interest is payable in cash semi-annually in arrears on March 1 and September 1 of each year, beginning on March 1, 2020. The 2025 Notes mature on September 1, 2025 unless earlier redeemed, repurchased or converted.
The terms of the 2025 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2025 Indenture"). Upon conversion, the 2025 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2025 Notes are convertible at an initial conversion rate of 5.2991 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equal to an initial conversion price of approximately $188.71 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2025 Indenture. Prior to the close of business on the business day immediately preceding June 1, 2025, holders of the 2025 Notes may convert all or a portion of their 2025 Notes only in multiples of $1,000 principal amount, under the following circumstances:
•during any fiscal quarter commencing after the fiscal quarter ending on January 31, 2020 (and only during such fiscal quarter), if the last reported sale price of Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2025 Notes on each applicable trading day;
•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2025 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of Class A common stock and the conversion rate on such trading day;
•if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
•upon the occurrence of specified corporate events, as described in the 2025 Indenture.
On or after June 1, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2025 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2023, the conditions allowing holders of the 2025 Notes to convert during the three months ending April 30, 2023 were not met, and as a result, the 2025 Notes were classified as noncurrent liabilities as of January 31, 2023.
The Company may redeem for cash all or any portion of the 2025 Notes, at its option, on or after September 6, 2022, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on and including the trading day preceding
98
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.
Holders of the 2025 Notes who convert their 2025 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2025 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2025 Indenture), holders of the 2025 Notes may require the Company to repurchase all or a portion of their 2025 Notes at a price equal to 100% of the principal amount of the 2025 Notes being repurchased, plus any accrued and unpaid interest.
As of January 31, 2023, the effective interest rate on the 2025 Notes was 0.43%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2025 Notes was 4.10%. The following table sets forth total interest expense recognized related to the 2025 Notes:
Year Ended January 31,
202320222021
(dollars in millions)
Contractual interest expense$1 $1 $1 
Amortization of debt issuance costs3 2 2 
Amortization of debt discount(1)
— 36 34 
Total$4 $39 $37 
(1) Not applicable subsequent to the adoption of ASU 2020-06.
The net carrying amount of the 2025 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$1,060 $1,060 
Less: unamortized debt issuance costs and debt discount(1)
(8)(149)
Net carrying amount$1,052 $911 
Equity component:(1)
2025 Notes$— $221 
Less: issuance costs— (4)
Carrying amount of the equity component(2)
$— $217 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
2025 Capped Calls
In connection with the pricing of the 2025 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2025 Capped Calls are purchased call options that give the Company the option to purchase approximately 6 million shares, subject to anti-dilution adjustments substantially identical to those in the 2025 Notes, of its Class A common stock for approximately $188.71 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2025 Notes, exercisable upon conversion of the 2025 Notes. The 2025 Capped Calls have initial cap prices of $255.88 per share (subject to adjustment) and will expire in 2025, if not exercised earlier. The 2025 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2025 Notes under certain circumstances. The 2025 Capped Calls are separate transactions and are not part of the terms of the 2025 Notes. The 2025 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
99
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
2026 Convertible Senior Notes
The 2026 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.375% per year. Interest is payable in cash semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The 2026 Notes mature on June 15, 2026 unless earlier redeemed, repurchased or converted.
The terms of the 2026 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2026 Indenture"). Upon conversion, the 2026 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2026 Notes are convertible at an initial conversion rate of 4.1912 shares of Class A common stock per $1,000 principal amount of the 2026 Notes, which is equal to an initial conversion price of approximately $238.60 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2026 Indenture. Prior to the close of business on the business day immediately preceding March 15, 2026, holders of the 2026 Notes may convert all or a portion of their 2026 Notes only in multiples of $1,000 principal amount, under the following circumstances:
•during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2026 Notes on each applicable trading day;
•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2026 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on such trading day;
•if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
•upon the occurrence of specified corporate events, as described in the 2026 Indenture.
On or after March 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2023, the conditions allowing holders of the 2026 Notes to convert during the three months ending April 30, 2023 were not met, and as a result, the 2026 Notes were classified as noncurrent liabilities as of January 31, 2023.
The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after June 20, 2023, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which the Company provides notice of redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.
Holders of the 2026 Notes who convert their 2026 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2026 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2026 Indenture), holders of the 2026 Notes may require the Company to repurchase all or a portion of their 2026 Notes at a price equal to 100% of the principal amount of the 2026 Notes being repurchased, plus any accrued and unpaid interest.
100
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
As of January 31, 2023, the effective interest rate on the 2026 Notes was 0.60%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2026 Notes was 5.75%. The following table sets forth total interest expense recognized related to the 2026 Notes:
Year Ended January 31,
202320222021
(dollars in millions)
Contractual interest expense$4 $4 $3 
Amortization of debt issuance costs3 1 1 
Amortization of debt discount(1)
— 46 27 
Total$7 $51 $31 
(1) Not applicable subsequent to the adoption of ASU 2020-06.
The net carrying amount of the 2026 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$1,150 $1,150 
Less: unamortized debt issuance costs and debt discount(1)
(9)(245)
Net carrying amount$1,141 $905 
Equity component:(1)
2026 Notes$— $310 
Less: issuance costs— (4)
Carrying amount of the equity component(2)
$— $306 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
2026 Capped Calls
In connection with the pricing of the 2026 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2026 Capped Calls are purchased call options that give the Company the option to purchase approximately 5 million shares, subject to anti-dilution adjustments substantially identical to those in the 2026 Notes, of its Class A common stock for approximately $238.60 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2026 Notes, exercisable upon conversion of the 2026 Notes. The 2026 Capped Calls have initial cap prices of $360.14 per share (subject to adjustment) and will expire in 2026, if not exercised earlier. The 2026 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2026 Notes under certain circumstances. The 2026 Capped Calls are separate transactions and are not part of the terms of the 2026 Notes. The 2026 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
10. Leases
The Company has entered into various non-cancelable office space operating leases with original lease periods expiring between 2023 and 2029. These leases do not contain material variable rent payments, residual value guarantees, financial covenants or other restrictions. The Company's corporate headquarters lease in San Francisco has a 10 year term, which expires in October 2028. The Company is entitled to two five-year options to extend this lease, subject to certain requirements.
101
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Operating lease costs were as follows:
Year Ended January 31,
202320222021
(dollars in millions)
Operating lease costs(1)
$40 $38 $33 
(1)    Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
The weighted-average remaining term of operating leases was 5.1 years and 5.9 years as of January 31, 2023 and January 31, 2022, respectively, and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.3% and 5.5% as of January 31, 2023 and January 31, 2022, respectively.
Maturities of operating lease liabilities, which do not include short-term leases, were as follows:
As of January 31, 2023
Fiscal Year Ending January 31:(dollars in millions)
2024$43 
202542 
202632 
202731 
202831 
Thereafter24 
Total lease payments203 
Less imputed interest(26)
Less tenant improvement allowances not yet incurred(2)
Total operating lease liabilities$175 
Cash payments made related to operating lease liabilities were $44 million and $40 million in fiscal 2023 and 2022, respectively.
11. Commitments and Contingencies
Letters of Credit
In conjunction with the execution of certain office space operating leases, letters of credit in the aggregate amount of $6 million and $9 million were issued and outstanding as of January 31, 2023 and January 31, 2022, respectively. No draws have been made under such letters of credit. Noncurrent restricted cash of $6 million associated with these letters of credit is included in Other assets on the consolidated balance sheets as of January 31, 2023 and January 31, 2022.
Legal Matters
From time to time in the normal course of business, the Company may be subject to various legal matters such as threatened or pending claims or proceedings.
On May 20, 2022, a purported shareholder filed a putative class action lawsuit in the United States District Court for the Northern District of California against the Company and certain of its executive officers, captioned In re Okta, Inc. Securities Litigation, No. 3:22-cv-02990. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, alleging that the defendants made false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuit seeks an order certifying the lawsuit as a class action and unspecified damages.
Additionally, two purported shareholders filed derivative lawsuits on behalf of the Company in the United States District Court for the Northern District of California against certain of its current and former executive officers and directors, captioned O’Dell v. McKinnon et al., No. 3:22-cv-07480 (filed Nov. 28, 2022), and LR Trust v. McKinnon et al., No. 3:22-cv-08627 (filed Dec. 13, 2022). The lawsuits allege, among other things, that the defendants breached their fiduciary duties by making false or misleading statements or omissions concerning the
102
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuits seek orders permitting the plaintiffs to maintain this action derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants, and requiring the Company to make certain reforms to its corporate governance and controls.
The Company intends to defend these lawsuits vigorously. At this time, the Company is unable to predict the outcome or estimate the amount of loss or range of losses that could potentially result from these lawsuits.
Warranties and Indemnification
The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these obligations.
 The Company has entered into service-level agreements with a majority of its customers defining levels of uptime reliability and performance and permitting certain customers to receive credits for paid amounts related to subscription services when the Company fails to meet the defined levels of uptime. In very limited instances, the Company allows customers to early terminate their agreements in the event that the Company fails to meet those levels as they may constitute a breach of contract. If the customer did terminate, they would receive a refund of prepaid unused subscription fees. To date, the Company has not experienced any significant failures to meet defined levels of uptime reliability and performance as a result of those agreements and, as a result, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these warranties.
Agreements with customers and other third parties may include indemnification or other provisions under which the Company agrees to indemnify or otherwise be liable to them for losses suffered or incurred as a result of claims of intellectual property infringement, damages caused by us to property or persons, or other liabilities relating to or arising from the use of the Company’s platform or other acts or omissions. The Company cannot reasonably estimate potential payment obligations as a result of indemnification claims because it cannot predict when and under what circumstances they may be incurred. As a result, no material liabilities have been recognized in the accompanying consolidated financial statements related to these indemnification obligations.
12. Common Stock and Stockholders' Equity
Common Stock
Holders of Class A and Class B common stock are entitled to one vote per share and 10 votes per share, respectively, and the shares of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder on a one-for-one basis, and are automatically converted into Class A common stock upon sale or transfer, subject to certain limited exceptions. Shares of Class A common stock are not convertible.
As of January 31, 2023, shares of common stock reserved for future issuance were as follows:
As of January 31, 2023
(shares in thousands)
Options and unvested RSUs outstanding15,728 
Available for future stock option and RSU grants25,228 
Available for ESPP6,831 
 47,787 
103
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Awards Issued as Charitable Contributions
During fiscal 2023, 2022 and 2021, the Company issued 41,250, 30,000 and 42,500 shares, respectively, of Class A common stock as charitable contributions and recognized $4 million, $7 million and $9 million, respectively, as general and administrative expense in the consolidated statements of operations.
13. Employee Incentive Plans
Equity Incentive Plans
The Company has two equity incentive plans: the 2009 Stock Plan (“2009 Plan”) and the 2017 Equity Incentive Plan (“2017 Plan”). All shares that remain available for future grants are under the 2017 Plan. As of January 31, 2023, options to purchase 1,758,264 shares of Class A common stock and 4,594,675 shares of Class B common stock remained outstanding.
The Company’s equity incentive plans provide for granting stock options, RSUs, restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.
Stock-based compensation expense by award type was as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Stock options$82 $132 $21 
RSUs 464 335 164 
ESPP 19 15 10 
Restricted stock awards112 84 — 
Total $677 $566 $195 
Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:
 Year Ended January 31,
 202320222021
(dollars in millions)
Cost of revenue: 
Subscription$69 $49 $21 
Professional services and other14 12 9 
Research and development275 193 63 
Sales and marketing159 136 53 
General and administrative160 176 49 
Total$677 $566 $195 
Stock Options
Options issued under the Plan generally are exercisable for periods not to exceed ten years and generally vest over four years with 25% vesting after one year and with the remainder vesting monthly thereafter in equal installments. Shares offered under the Plan may be: (i) authorized but unissued shares or (ii) treasury shares. 
104
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
A summary of stock option activity and related information was as follows:
 
Number of
Options 
(in thousands)
Weighted-
Average
Exercise
Price 
Weighted-
Average
Remaining
Contractual
Term
(Years)
Aggregate
Intrinsic Value
(in millions)
Outstanding as of January 31, 20227,984 $39.59 5.2$1,314 
Exercised (1,416)11.92 
Expired(26)189.80 
Forfeited(189)80.67 
Outstanding as of January 31, 20236,353 $43.92 4.3$331 
As of January 31, 2023
Vested and expected to vest6,353 $43.92 4.3$331 
Vested and exercisable 5,729 $29.75 3.9$323 
No options were granted during fiscal 2023. The weighted-average grant-date fair value of options granted was $211.58 and $63.32 during fiscal 2022 and 2021, respectively. The total grant-date fair value of stock options vested was $104 million, $314 million and $20 million during fiscal 2023, 2022 and 2021, respectively. The intrinsic value of the options exercised, which represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option, was $108 million, $545 million and $772 million during fiscal 2023, 2022 and 2021, respectively.
As of January 31, 2023 and January 31, 2022, there was a total of $90 million and $210 million, respectively, of unrecognized stock-based compensation expense related to options, which is being recognized over a weighted-average period of 1.8 years.
The Company used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions:
 Year Ended January 31,
 202320222021
Expected volatility— %46 %45 %
Expected term (in years)0.06.36.3
Risk-free interest rate— %
1.03%
0.37% - 0.44%
Expected dividend yield— — — 
Restricted Stock Units
A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:
 Number of
RSUs
(in thousands)		Weighted-
Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20226,226 $207.26 
Granted7,194 111.84 
Vested(2,556)180.81 
Forfeited(1,489)191.40 
Outstanding as of January 31, 20239,375 $143.77 
The Company granted 7,194,187 RSUs with an aggregate fair value of $805 million during fiscal 2023. As of January 31, 2023 and 2022, there was a total of $1,200 million and $1,152 million, respectively, of unrecognized stock-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 3.0 years, based on vesting under the award service conditions. The total fair value of RSUs vested during fiscal 2023, 2022 and 2021 was $229 million, $531 million and $410 million, respectively.
105
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
Market-based Restricted Stock Units
In March 2022, the Company granted market-based RSUs to certain members of management. The target number of market-based RSUs granted was 58,150. One-third of these market-based RSUs vest over each of a one-, two- and three-year performance period, each starting on February 1, 2022. The number of shares that can be earned ranges from 0% to 200% of the target number of shares based on the relative performance of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the respective performance periods and subject to continuous employment through the vesting dates. The $244.73 grant date fair value per target market-based RSU was determined using a Monte Carlo simulation approach. Compensation expense for awards with market conditions is recognized over the service period using the accelerated attribution method and is not reversed if the market condition is not met.
Restricted Stock Awards Issued in Connection with Business Combinations
In fiscal 2022, the Company entered into revesting agreements with the founders of the acquired businesses pursuant to which 1,269,008 restricted shares of Okta’s Class A common stock with a weighted-average fair value per share of $268.98 issued as of the respective closing dates will vest over 3 years.

In connection with the business combinations, as of January 31, 2023, there was $141 million of unrecognized stock-based compensation expense related to unvested restricted shares, which is being recognized over a weighted-average period of 1.3 years based on vesting under the award service conditions.
Employee Stock Purchase Plan
The ESPP provides for 12-month offering periods beginning June 21 and December 21 of each year, and each offering period consists of up to two six-month purchase periods. The ESPP contains a reset provision under which the offering period resets if the fair market value of the Company’s common stock on the purchase date is less than the fair market value on the offering date.
The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
Year Ended January 31,
202320222021
Expected volatility
63% - 90%
44% - 48%
48% - 54%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
2.46% - 4.67%
0.06% - 0.29%
0.09% - 0.18%
Expected dividend yield———
During fiscal 2023, the Company's employees purchased 491,965 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $63.97 per share, with proceeds of $31 million. During fiscal 2022, the Company's employees purchased 185,707 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $191.54 per share, with proceeds of $36 million.
As of January 31, 2023 and January 31, 2022, there was $26 million and $17 million, respectively, of unrecognized stock-based compensation expense related to the ESPP which is being recognized over a weighted-average vesting period of 0.7 years.
Employee Defined Contribution Plan
The Company has a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees. A portion of employee contributions are matched up to a fixed maximum dollar amount per year per employee. The Company began matching contributions in fiscal 2023. Matching contributions to the plan were $21 million during fiscal 2023.
106
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
14. Income Taxes
The domestic and foreign components of pre-tax loss for fiscal 2023, 2022 and 2021 were as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Domestic$(834)$(904)$(282)
Foreign33 54 16 
Loss before provision for (benefit from) income taxes$(801)$(850)$(266)
The components of the provision for (benefit from) income taxes for fiscal 2023, 2022 and 2021 were as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Current: 
Federal$— $— $— 
State2 — — 
Foreign5 4 1 
Total current provision for income taxes7 4 1 
Deferred: 
Federal— (8)— 
State— (1)— 
Foreign7 3 (1)
Total deferred provision for (benefit from) income taxes7 (6)(1)
Total provision for (benefit from) income taxes$14 $(2)$— 
For fiscal 2023, the income tax expense resulted primarily from income tax expense related to profitable foreign jurisdictions, the tax impact of shortfalls from stock-based compensation in the United Kingdom, and state taxes. For fiscal 2022, the income tax benefit resulted from the release of valuation allowance in the United States in connection with acquisitions and excess tax benefits from stock-based compensation in the United Kingdom, offset by income tax expense related to profitable foreign jurisdictions. For fiscal 2021, the income tax expense from profitable jurisdictions was partially offset by excess tax benefits from stock-based compensation in the United Kingdom.
 The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2023, 2022 and 2021:
 Year Ended January 31,
 202320222021
Tax at federal statutory rate21.0 %21.0 %21.0 %
State income taxes, net of federal benefit3.6 3.9 4.1 
Change in valuation allowance(9.9)(36.1)(101.0)
Stock-based compensation(12.3)8.4 70.2 
Research and development credits2.6 3.6 6.4 
Non-deductible expenses(5.4)— — 
Other, net(1.2)(0.6)(0.8)
Effective tax rate(1.6)%0.2 %(0.1)%
The Tax Cuts and Jobs Act enacted on December 22, 2017 amended Internal Revenue Code Section 174 to require that specific research and experimental (“R&E”) expenditures be capitalized and amortized over five years (U.S. R&E) or fifteen years (non-U.S. R&E) beginning in fiscal 2023. The capitalization of R&E expenditures resulted in a deferred tax asset of $189 million. Additionally, the effective tax rate was impacted by (5.4)% due to
107
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
certain tax deductions being disavowed, which further resulted in the utilization of federal and state tax attributes to offset this impact.
The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2023 and 2022 were as follows:
 As of January 31,
 20232022
(dollars in millions)
Deferred tax assets: 
Net operating loss carryforwards$817 $955 
Capitalized research expenditures189 — 
Stock-based compensation52 48 
Operating lease liabilities43 50 
Other reserves and accruals31 40 
Research and development and other credits113 92 
Total deferred tax assets1,245 1,185 
Valuation allowance(1,078)(904)
Total deferred tax assets, net167 281 
Deferred tax liabilities:
Convertible debt— (91)
Deferred commissions(77)(68)
Other deferred tax liabilities(5)(3)
Operating lease right-of-use assets(31)(37)
Depreciation and amortization(56)(78)
Total deferred tax liabilities(169)(277)
Net deferred tax assets (liabilities)$(2)$4 
As a result of continuing losses, the Company has determined that it is not more likely than not that it will realize the benefits of the U.S. deferred tax assets and, therefore, the Company has recorded a valuation allowance to reduce the carrying value of the U.S. deferred tax assets, net of U.S. deferred tax liabilities. The U.S. valuation allowance increased by $174 million and $349 million during fiscal 2023 and 2022, respectively.
As of January 31, 2023, the Company had approximately $3,208 million of federal and $2,108 million of state net operating loss carryforwards available to offset future taxable income. If not utilized, the federal and state net operating loss carryforwards will begin to expire in 2029 and 2023, respectively. As of January 31, 2023, the Company had approximately $46 million of UK net operating losses which do not expire.
As of January 31, 2023, the Company had federal research and development tax credit carryforwards of $98 million and California research and development tax credit carryforwards of $65 million. The federal research and development credits will start to expire in 2030 while the California research and development credits do not expire.
The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of future ownership changes as defined in Section 382 of the Internal Revenue Code and similar state tax laws.
Accounting guidance for income taxes requires a deferred tax liability to be established for the U.S. tax impact of undistributed earnings of foreign subsidiaries unless it can be shown that these earnings will be permanently reinvested outside the U.S. If the Company repatriated its accumulated foreign earnings, any deferred income taxes for the estimated U.S. income tax, foreign income tax, and applicable withholding taxes on earnings of subsidiaries is insignificant.
108
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year$37 $22 $16 
Additions based on tax positions related to a prior year1 5 — 
Additions based on tax positions related to current year7 10 7 
Reductions based on tax positions taken in a prior year (2)— (1)
Gross amount of unrecognized tax benefits as of the end of the year$43 $37 $22 
The Company is subject to taxation in the U.S. and various other state and foreign jurisdictions. As the Company has net operating loss carryforwards for the U.S. federal and state jurisdictions, the statute of limitations is open for all years. For material foreign jurisdictions, the tax years open to examination include the tax years 2017 and forward.
As of January 31, 2023 and 2022, the Company has an immaterial amount of unrecognized tax benefits that if recognized would impact the effective tax rate. As of January 31, 2021, the Company had no unrecognized tax benefits that if recognized would impact the effective tax rate. The Company's policy is to include interest and penalties related to unrecognized tax benefits within the provision for income taxes. As of January 31, 2023, 2022 and 2021, the Company has not accrued a material amount in interest and penalties related to unrecognized tax benefits. The Company does not have any significant uncertain tax positions as of January 31, 2023 for which it is reasonably possible that the positions will increase or decrease within the next twelve months.
15. Net Loss Per Share
The Company computes net loss per share of common stock in conformity with the two-class method required for participating securities. The following table presents the calculation of basic and diluted net loss per share:
Year Ended January 31,
 202320222021
Class AClass BClass AClass B
Class A
Class B
(dollars in millions, shares in thousands, except per share data)
Numerator:  
Net loss$(778)$(37)$(806)$(42)$(249)$(17)
Denominator:  
Weighted-average shares outstanding, basic and diluted150,891 7,132 140,684 7,352 118,882 8,330 
Net loss per share, basic and diluted$(5.16)$(5.16)$(5.73)$(5.73)$(2.09)$(2.09)
109
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
As the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows:
Year Ended January 31,
 202320222021
(shares in thousands)
Issued and outstanding stock options6,353 7,984 8,250 
Unvested RSUs issued and outstanding9,317 6,226 4,452 
Unvested market-based RSUs issued and outstanding116 — — 
Unvested restricted stock awards issued and outstanding627 1,269 — 
Shares committed under the ESPP921 253 137 
Shares related to the 2023 Notes— 356 832 
Shares subject to warrants related to the issuance of the 2023 Notes1,048 1,048 1,048 
Shares related to the 2025 Notes5,617 5,617 5,617 
Shares related to the 2026 Notes4,820 4,820 4,820 
 28,819 27,573 25,156 
The Company uses the if-converted method for calculating any potential dilutive effect of the conversion options embedded in the Notes on diluted net income per share, if applicable. The conversion options of the 2023 Notes, 2025 Notes and 2026 Notes are dilutive in periods of net income on a weighted-average basis using an assumed conversion date equal to the later of the beginning of the reporting period and the date of issuance of the respective Notes. The exercise rights of the Warrants will have a dilutive impact on net income per share of common stock under the treasury-stock method when the average market price per share of the Company’s Class A common stock for a given period exceeds the conversion price of $68.06 per share.
16. Restructuring and Other Charges
During the third quarter of fiscal 2023, the Company announced a real estate optimization plan which provided for closing duplicative sites and decommissioning underutilized offices and floors. As a result, the Company recognized non-cash lease impairment charges. The non-cash lease impairment charges represent the amount that the carrying value of the asset groups exceeded their estimated fair values. The asset groups primarily include operating lease right-of-use assets, leasehold improvements, and related property and equipment. To estimate the fair value of the asset group, the Company utilized a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate.
During the fourth quarter of fiscal 2023, the Company approved a restructuring plan (the “Restructuring Plan”) intended to reduce operating expenses and improve profitability. The Restructuring Plan involves a reduction of the Company’s workforce by approximately 300 full-time employees.
The Restructuring Plan is expected to be substantially complete by the first quarter of fiscal 2024. Aggregate restructuring costs associated with the Restructuring Plan are estimated to be approximately $15 million. The charges that the Company expects to incur throughout the completion of its Restructuring Plan are subject to a number of assumptions, including local law requirements in various jurisdictions, and the actual remaining expenses may differ from the original estimates.
The following table summarizes the Company’s restructuring and other charges during the period:
Year Ended January 31,
2023
(dollars in millions)
Severance and termination benefit costs$15 
Lease impairment charges14
Total$29 
110
OKTA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
The following table summarizes the Company’s restructuring liability that is included in accrued expenses and other current liabilities on the consolidated balance sheet:
Severance and termination benefit costs
(dollars in millions)
Balance as of January 31, 2022$— 
Restructuring charges15
Cash payments— 
Balance as of January 31, 2023$15 
17. Geographical Information
Revenue by location is determined by the billing address of the customer. The following table sets forth revenue by geographic area:
 Year Ended January 31,
 202320222021
(dollars in millions)
United States$1,456 $1,036 $702 
International402 264 133 
Total$1,858 $1,300 $835 
Other than the United States, no individual country exceeded 10% of total revenue for fiscal 2023, 2022 and 2021.
Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of January 31, 2023 and 2022, substantially all of the Company’s property and equipment was located in the United States.
111

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Annual Report on Form 10-K.
Based on this evaluation, our management concluded that, as of January 31, 2023, our disclosure controls and procedures are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
Management's Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) of the Exchange Act. Our management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("2013 framework"). Our internal control over financial reporting includes policies and procedures that provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles. Based on this evaluation, management concluded that our internal control over financial reporting was effective as of January 31, 2023. Our independent registered public accounting firm, Ernst & Young LLP, has issued an audit report with respect to our internal control over financial reporting, which appears in Part II, Item 8 of this Annual Report on Form 10-K, and is incorporated herein by reference.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended January 31, 2023 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Inherent Limitations on Effectiveness of Controls
In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures and internal control over financial reporting must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Item 9B. Other Information
Not Applicable.
112

Part III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item is incorporated by reference to our Proxy Statement relating to our 2023 Annual Meeting of Stockholders. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the fiscal year ended January 31, 2023.
Code of Conduct
Our board of directors has adopted a code of conduct that applies to all of our employees, officers and directors. The full text of our code of conduct is available on our investor relations website at investor.okta.com under "Corporate Governance." We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding amendments to, or waiver from, a provision of our code of conduct by posting such information on the website address and location specified above.
Item 11. Executive Compensation
The information required by this item is incorporated by reference to our Proxy Statement relating to our 2023 Annual Meeting of Stockholders. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the fiscal year ended January 31, 2023.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by this item is incorporated by reference to our Proxy Statement relating to our 2023 Annual Meeting of Stockholders. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the fiscal year ended January 31, 2023.
Item 13. Certain Relationships and Related Party Transactions, and Director Independence
The information required by this item is incorporated by reference to our Proxy Statement relating to our 2023 Annual Meeting of Stockholders. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the fiscal year ended January 31, 2023.
Item 14. Principal Accountant Fees and Services
The information required by this item is incorporated by reference to our Proxy Statement relating to our 2023 Annual Meeting of Stockholders. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the fiscal year ended January 31, 2023.
Part IV
Item 15. Exhibits, Financial Statement Schedules
(a) The following documents are filed as part of this report: 
1.Financial Statements
       See Index to Financial Statements under Part II, Item 8 of this Annual Report on Form 10-K.
2.Financial Statement Schedules
Schedules not listed above have been omitted because they are not required, not applicable, or the required information is otherwise included.
3.Exhibits
       See the Exhibit Index immediately following the signature page of this Annual Report on Form 10-K.
Item 16. Form 10-K Summary
None.
113

SIGNATURES 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
OKTA, INC.
March 3, 2023 /s/ Brett Tighe
 
Brett Tighe
Chief Financial Officer
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Todd McKinnon and Brett Tighe, and each of them, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any amendments to this Annual Report on Form 10-K and to file the same, with Exhibits thereto and other documents in connection therewith with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or substitute or substitutes may do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:
 
SignatureTitle Date
/s/ Todd McKinnon
Todd McKinnon
  
Chief Executive Officer and Director
(Principal Executive Officer)
 March 3, 2023
/s/ Brett Tighe
Brett Tighe
  Chief Financial Officer
(Principal Financial Officer)		 March 3, 2023
/s/ Shibu Ninan
Shibu Ninan
Chief Accounting Officer
(Principal Accounting Officer)
March 3, 2023
/s/ J. Frederic Kerrest
J. Frederic Kerrest
  Executive Vice Chairperson and Director March 3, 2023
/s/ Shellye Archambeau
Shellye Archambeau
  Director March 3, 2023
/s/ Emilie Choi
Emilie Choi
DirectorMarch 3, 2023
/s/ Robert L. Dixon, Jr.
Robert L. Dixon, Jr.
DirectorMarch 3, 2023
/s/ Jeff Epstein
Jeff Epstein
DirectorMarch 3, 2023
/s/ Patrick Grady
Patrick Grady
  Director March 3, 2023
/s/ Benjamin Horowitz
Benjamin Horowitz
  Director March 3, 2023
/s/ Rebecca Saeger
Rebecca Saeger
  Director March 3, 2023
/s/ Michael Stankey
Michael Stankey
  Director March 3, 2023
114

EXHIBIT INDEX
Exhibit NumberExhibit Description Incorporated by Reference from Form
2.1Exhibit 2.1 to Form 8-K filed on May 10, 2021
3.1Exhibit 3.2 to Form S-1 filed on March 13, 2017
3.2Exhibit 3.4 to Form S-1 filed on March 13, 2017
4.1Exhibit 4.1 to Form S-1 filed on March 13, 2017
4.2Exhibit 4.1 to Form 8-K filed on February 27, 2018
4.3Exhibit 4.1 to Form 8-K filed on February 27, 2018
4.4Exhibit 4.1 to Form 8-K filed on September 10, 2019
4.5

Exhibit 4.1 to Form 8-K filed on September 10, 2019
4.6Exhibit 4.1 to Form 8-K filed on June 15, 2020
4.7Exhibit 4.1 to Form 8-K filed on June 15, 2020
4.8

Exhibit 4.6 to Form 10-K filed on March 6, 2020
10.1#Exhibit 10.1 to Form S-1 filed on March 13, 2017
10.2#Exhibit 10.2 to Form S-1 filed on March 13, 2017
10.3#Exhibit 10.3 to Form S-1A filed on March 27, 2017
10.4#Exhibit 10.4 to Form S-1A filed on March 27, 2017
10.5#Exhibit 99.2 to Form 8-K filed on March 7, 2019
10.6#Exhibit 10.8 to Form S-1 filed on March 13, 2017
10.7#Exhibit 10.9 to Form S-1 filed on March 13, 2017
115

Exhibit NumberExhibit Description Incorporated by Reference from Form
10.8#Exhibit 10.10 to Form S-1 filed on March 13, 2017
10.9#Exhibit 99.1 to Form S-8 filed on May 10, 2021
10.10#Exhibit 99.2 to Form S-8 filed on May 10, 2021
10.11Exhibit 10.1 to Form 8-K filed on December 6, 2017
10.11.1Exhibit 10.2 to Form 10-Q filed on December 6, 2019
10.11.2Exhibit 10.9.2 to Form 10-K filed on March 4, 2021
10.11.3Exhibit 10.1 to Form 10-Q filed on December 2, 2021
Exhibit 10.1 to Form 8-K filed on February 27, 2018
Exhibit 10.2 to Form 8-K filed on February 27, 2018
10.14Exhibit 10.1 to Form 8-K filed on September 10, 2019
10.15Exhibit 10.1 to Form 8-K filed on June 15, 2020
10.16#Filed herewith
21.1Filed herewith
23.1Filed herewith
31.1Filed herewith
31.2Filed herewith
32.1*Furnished herewith
101.INSXBRL Instance DocumentFiled herewith
101.SCHXBRL Taxonomy Extension Schema DocumentFiled herewith
101.CALXBRL Taxonomy Extension Calculation Linkbase DocumentFiled herewith
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentFiled herewith
101.LABXBRL Taxonomy Extension Label Linkbase DocumentFiled herewith
101.PREXBRL Taxonomy Extension Presentation Linkbase DocumentFiled herewith
104
Cover Page Interactive Data File (formatted as inline XBRL with applicable
taxonomy extension information contained in Exhibits 101.*)
Filed herewith

116

* The certifications furnished in Exhibit 32.1 hereto are deemed to accompany this Annual Report on Form 10-K and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.
# Indicates management contract or compensatory plan, contract or agreement.
117
 EX-10.16 2 exhibit1016-transitionagre.htm EX-10.16 Document
Exhibit 10.16
TRANSITION AGREEMENT AND RELEASE

This Separation Agreement and Release (“Agreement”) is made by and between Susan St. Ledger (“Employee”) and Okta, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”) as of the Effective Date (as defined below).

RECITALS

WHEREAS, Employee is employed by the Company;

WHEREAS, Employee and the Company entered into a Proprietary Information and Inventions Agreement dated January 19, 2021 (the “Confidentiality Agreement”);

WHEREAS, Employee was provided with an offer letter dated September 13, 2020 (the “Offer Letter”);

WHEREAS, Employee participates in the Company’s executive severance plan (the “Executive Severance Plan”) which provides for certain severance benefits that supersede all promises of severance to participating executives including, but not limited to, the terms and provisions in Employee’s Offer Letter;

WHEREAS, the parties acknowledge and agree that effective as of the earlier of the
Termination Date (as defined below) and January 31, 2023 (the “Transition Date”), Employee shall cease being an officer of the Company;

WHEREAS, during any period between the Transition Date and the Termination Date
Employee will transition Employee’s duties and responsibilities and provide such other services within Employee’s experience and expertise as requested by the Company (the “Transition Period”);

WHEREAS, Employee’s employment with the Company will terminate on the earlier of (i) October 31, 2023 (the “Planned Termination Date”), (ii) the date Employee accepts an offer and starts working for another employer; (iii) the date Employee resigns Employee’s employment for any reason, or (iv) the date Employee takes any action that constitutes Cause as defined in Section 2(d) of the Executive Severance Plan (the earliest such date, the “Termination Date”);

WHEREAS, during any Transition Period, Employee will continue to be paid base salary at the rate in effect immediately prior to the Effective Date (which, for the avoidance of doubt, shall not be reduced), continue to be eligible for benefit plans made available to senior executives of the Company and continue to vest in any outstanding equity that Employee holds pursuant to the Company’s stock plans (the “Equity”) according to the terms of the agreements pursuant to which such Employee equity was issued, subject to any waivers of vesting acceleration contained in this Agreement;

WHEREAS, the Parties wish to resolve any and all disputes, claims, complaints, grievances, charges, actions, petitions, and demands that the Employee may have against the Company and any of the Releasees as defined below, including, but not limited to, any and all claims arising out of or in any way related to Employee’s employment with or separation from the Company;

NOW, THEREFORE, in consideration of the mutual promises made herein, the Company and Employee hereby agree as follows:



COVENANTS

1.Recitals. The Recitals set forth above are expressly incorporated into this Agreement.

2.Consideration.



a.Transition Period and Termination Date. During the Transition Period, Employee will work on an as-needed basis at the request of the Company and will be available to assist with any transition-related questions. Employee agrees not to represent or purport to represent the Company during the Transition Period in any manner whatsoever to any third party or enter into any contract or commitment on behalf of the Company during the Transition Period. The Transition Period will end on the Termination Date.

b.Executive Bonus. Subject to Employee remaining an employee of the Company as of the date of payment of the Executive Bonus under the Amended and Restated Senior Executive Incentive Bonus Plan, Employee will be paid any portion of Employee’s Fiscal Year 2023 Executive Bonus that is earned, as determined solely by the Compensation Committee based on the achievement of applicable corporate goals.
c.Additional Consideration and Supplemental Release. Subject to Employee remaining employed with the Company through the Planned Termination Date and compliant with the terms and conditions of this Agreement and the Confidentiality Agreement, and further, subject Employee timely returning
Employee’s executed Supplemental Release (attached hereto as Exhibit A) that becomes effective and irrevocable within twenty-eight (28) days following the Termination Date, the Company agrees to provide additional separation benefits as described below in this subsection (the “Additional
Consideration”). However, Employee acknowledges that the opportunity to continue employment through the Planned Termination Date and other mutual promises herein, including the conditional opportunity to receive Additional Consideration (subject to meeting applicable conditions), serve as good, valid and binding consideration for the terms and conditions in this Agreement.

i.Separation Payment. The Company agrees to pay Employee the lump sum total of ninety-one thousand eight hundred and seventy-five dollars ($91,875) less applicable withholdings (such payment being the “Separation Payment”), which is equivalent to two months of Employee’s base pay. The Company shall pay the Separation Payment to Employee within fifteen (15) business days of the effective date of
the Supplemental Release by direct deposit to Employee’s bank account on record with the Company.

ii.COBRA. If and to the extent Employee is and remains eligible for continued coverage under Company health plans under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended and applicable similar state law (“COBRA”) and timely elects to continue such benefits through COBRA, the Company will pay 100% of the monthly COBRA premium for such continued coverage for two months following the Termination Date. Okta will arrange for premiums to be made directly to the carrier.

3. Notification of New Employment. Employee acknowledges and agrees that Employee may not provide services to any other third parties during the Transition Period without the written approval of the General Counsel of the Company. Employee will notify the Company within five (5) business days upon Employee’s acceptance of a new offer of employment or contract services with another company. Employee acknowledges and agrees that failure to notify the Company within five (5) business days of acceptance of a new offer of employment or contract services is a material breach of this Agreement and entitles the Company to stop providing, and to seek repayment of, the consideration set forth in Section 2.

4.Waiver of Rights and Benefits under Prior Agreements. In consideration for
Employee’s continued employment and the receipt of the consideration set forth in Section 2 hereof, Employee hereby waives any and all benefits and rights under the Offer Letter and the Executive


Severance Plan, except that Employee shall remain eligible for the benefits set forth in Section 7(a) of the Executive Severance Plan subject to the terms and conditions of the Severance Plan but with a termination of employment on the Planned Termination Date being deemed a termination of
Employee’s employment without Cause (as defined in the Executive Severance Plan) for the purposes thereof.

5.Equity. Subject to any accelerated vesting provided under Section 7(a) of the
Executive Severance Plan, all options that Employee holds to purchase shares of the Company’s common stock pursuant to the Company’s 2017 Equity Incentive Plan (“2017 Plan”) or in each case any predecessor plans, that are not vested as of the Termination Date shall lapse on that date and will not be exercisable. The exercise of any vested stock options shall be subject to the terms of the 2017 Plan and the agreement(s) evidencing such stock options, including, without limitation, the time limits on exercise. Subject to any accelerated vesting provided under Section 7(a) of the Executive Severance Plan, pursuant to the terms of the 2017 Plan and the agreement(s) evidencing any restricted stock units (“RSUs”) held by Employee as of the Termination Date, all RSUs (time-based and performance-based) held by Employee that are not vested as of the Termination Date shall be automatically canceled as of such date. This section is not intended to modify in any respect the rights to which Employee would otherwise be entitled if Employee were not to agree to this Agreement or the terms governing stock options and RSUs.

EMPLOYEE UNDERSTANDS THAT NEITHER THIS AGREEMENT NOR THE COURSE OF EMPLOYEE’S EMPLOYMENT WITH THE COMPANY, OR ANY OTHER SERVICE TO THE
COMPANY, GIVES OR GAVE EMPLOYEE ANY RIGHT, CONTINUING OR OTHERWISE, TO THE REVENUES AND/OR PROFITS OF THE COMPANY AND/OR ANY OTHER RELEASEE (AS DEFINED BELOW) OR ANY OTHER INTEREST, ECONOMIC OR OTHERWISE, IN THE COMPANY AND/OR ANY OTHER RELEASEE (AS DEFINED BELOW).

6. Benefits. Employee agrees that Employee’s participation in all benefits and incidents of employment, including, but not limited to, vesting in stock options and RSUs, and the accrual of bonuses, vacation, and paid time off, ceases as of the Termination Date. Employee’s health and dental insurance benefits, if any, shall continue for a period of two months after the Termination
Date, subject to Employee signing the Supplemental Release and subject to Employee’s right to continue Employee’s coverage under COBRA.

7. Payment of Salary and Receipt of All Benefits. Employee acknowledges and represents that, other than the consideration set forth in this Agreement, the Company has paid or provided all salary, wages, bonuses, accrued vacation/paid time off, premiums, leaves, housing allowances, relocation costs, interest, severance, outplacement costs, fees, reimbursable expenses, commissions, stock, stock options, vesting, and any and all other benefits and compensation due to Employee. Employee specifically represents that Employee is not due to receive any commissions or other incentive compensation from the Company other than as set forth in this Agreement.

8. Release of Claims. Employee agrees that the foregoing consideration represents settlement in full of all outstanding obligations owed to Employee by the Company and its current and former officers, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Employee, on Employee’s own behalf and on behalf of Employee’s respective heirs, family members, executors,
agents, and assigns, hereby and forever releases the Releasees from, and agrees not to sue concerning, or in any manner to institute, prosecute, or pursue, any claim, complaint, charge, duty, obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Employee may possess against any of the Releasees arising from any omissions, acts, facts, or damages that have occurred up until and including the Effective Date of this Agreement, including, without limitation:

a. any and all claims relating to or arising from Employee’s employment relationship with the Company and the termination of that relationship;



b. any and all claims relating to, or arising from, Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law;

c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of covenant of good faith and fair dealing, both express and implied; commission payments; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and disability benefits;

d. any and all claims for violation of any federal, state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967 (“ADEA”); the Employee Retirement Income Security Act of 1974; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act; the Sarbanes-Oxley Act of 2002; the Immigration Control and Reform Act; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; the California Fair Employment and Housing Act; and any other similar statutes, regulations or laws;

e.any and all claims for violation of the federal or any state constitution;

f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination;

g. any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any of the proceeds received by Employee as a result of this Agreement; and

h.any and all claims for attorneys’ fees and costs.

Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to any obligations incurred under this Agreement. Employee represents that Employee has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this section.

9. Acknowledgment of Waiver of Claims under ADEA. Employee acknowledges that Employee is waiving and releasing any rights Employee may have under the ADEA, and that this waiver and release is knowing and voluntary. Employee agrees that this waiver and release does not apply to any rights or claims that may arise under the ADEA after the Effective Date of this Agreement. Employee acknowledges that the consideration given for this waiver and release is in addition to anything of value to which Employee was already entitled. Employee further acknowledges that Employee has been advised by this writing that: (a) Employee should consult with an attorney prior to executing this Agreement; (b) Employee has twenty-one (21) days within which
to consider this Agreement; (c) Employee has seven (7) days following Employee’s execution of this Agreement to revoke this Agreement; (d) this Agreement shall not be effective until after the revocation period has expired; and (e) nothing in this Agreement prevents or precludes Employee from challenging or seeking a determination in good faith of the validity of this waiver under the ADEA, nor does it impose any condition precedent, penalties, or costs for doing so, unless specifically authorized by federal law. In the event Employee signs this Agreement and returns it to the Company in less than the 21-day period identified above, Employee hereby acknowledges that Employee has freely and voluntarily chosen to waive the time period allotted for considering this Agreement. Employee acknowledges and understands that revocation must be accomplished by a written notification to the person executing this Agreement on the Company’s behalf that is received


prior to the eighth day after Employee signs this Agreement. The parties agree that changes, whether material or immaterial, do not restart the running of the 21-day period.

10.California Civil Code Section 1542. Employee acknowledges that Employee has been advised to consult with legal counsel and is familiar with the provisions of California Civil Code Section 1542, a statute that otherwise prohibits the release of unknown claims, which provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

Employee, being aware of said code section, agrees to expressly waive any rights Employee may have thereunder, as well as under any other statute or common law principles of similar effect.

11.No Pending or Future Lawsuits. Employee represents that Employee has no lawsuits, claims, or actions pending in Employee’s name, or on behalf of any other person or entity, against the Company or any of the other Releasees. Employee also represents that Employee does not intend to bring any claims on Employee’s own behalf or on behalf of any other person or entity against the Company or any of the other Releasees.

12.Protected Disclosures and Other Protected Actions. Nothing contained in this Agreement limits Employee’s ability to file a charge or complaint with any federal, state or local governmental agency or commission (a “Government Agency”). In addition, nothing contained in
this Agreement limits Employee’s ability to communicate with any Government Agency or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency,
including Employee’s ability to provide documents or other information, without notice to the Company, nor does anything contained in this Agreement apply to truthful testimony in litigation. If Employee files any charge or complaint with any Government Agency and if the Government Agency pursues any claim on Employee’s behalf, or if any other third party pursues any claim on
Employee’s behalf, Employee waives any right to monetary or other individualized relief (either individually, or as part of any collective or class action); provided that nothing in this Agreement limits any right Employee may have to receive a whistleblower award or bounty for information provided to the Securities and Exchange Commission.

13.Trade Secrets and Confidential Information/Company Property. Employee reaffirms and agrees to observe and abide by the terms of the Confidentiality Agreement, specifically including the provisions therein regarding nondisclosure of the Company’s trade secrets and confidential and proprietary information, and nonsolicitation of Company employees. Employee acknowledges that during the course of Employee’s employment with the Company Employee had access to a number of highly confidential materials and Employee specifically represents that Employee shall refrain from using any such confidential information in the future. Employee affirms that Employee will return all documents and other items provided to Employee by the Company, developed or obtained by Employee in connection with Employee’s employment with the Company, or otherwise belonging to the Company. For the avoidance of doubt, Employee understands that pursuant to the federal Defend Trade Secrets Act of 2016, Employee shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (A) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

14.No Cooperation. Employee agrees that Employee will not knowingly encourage, counsel, or assist any attorneys or their clients in the presentation or prosecution of any disputes, differences, grievances, claims, charges, or complaints by any third party against any of the Releasees, unless under a subpoena or other court order to do so or as related directly to the ADEA


waiver in this Agreement. Employee agrees both to immediately notify the Company upon receipt of any such subpoena or court order, and to furnish, within three (3) business days of its receipt, a copy of such subpoena or other court order. If approached by anyone for counsel or assistance in the presentation or prosecution of any disputes, differences, grievances, claims, charges, or complaints against any of the Releasees, Employee shall state no more than that Employee cannot provide counsel or assistance.

15.Nondisparagement. Employee agrees to refrain from any disparagement, defamation, libel, or slander of any of the Releasees, and agrees to refrain from any tortious interference with the contracts and relationships of any of the Releasees. Employee agrees to refrain from making, either directly or indirectly, any negative, damaging or otherwise disparaging communications concerning the Company or its services to any of the clients of the Company. Employee shall not use any Company information that is confidential either under applicable law or the Confidentiality
Agreement to which Employee had access during the scope of Employee’s employment with the Company in order to communicate with or solicit any of the Company’s current or prospective
clients. Employee shall direct any inquiries by potential future employers to the Company’s human resources department, which shall use its best efforts to provide only the Employee’s last position and dates of employment. The Company agrees to instruct the CEO and his direct reports to refrain from disparaging, defaming, libeling or slandering Employee.

16.Breach. In addition to the rights provided in the “Attorneys’ Fees” section below, Employee acknowledges and agrees that any material breach of this Agreement, or of any provision of the Confidentiality Agreement, shall entitle the Company to immediately cease providing the consideration provided to Employee under this Agreement and to obtain damages, except as provided by law.

17.No Admission of Liability. Employee understands and acknowledges that this Agreement constitutes a compromise and settlement of any and all actual or potential disputed claims by Employee. No action taken by the Company hereto, either previously or in connection with this Agreement, shall be deemed or construed to be (a) an admission of the truth or falsity of any actual or potential claims or (b) an acknowledgment or admission by the Company of any fault or liability whatsoever to Employee or to any third party.

18.Costs. The Parties shall each bear their own costs, attorneys’ fees, and other fees incurred in connection with the preparation of this Agreement.

19.ARBITRATION. THE PARTIES AGREE THAT ANY AND ALL DISPUTES ARISING OUT OF THE TERMS OF THIS AGREEMENT, THEIR INTERPRETATION, AND ANY OF THE MATTERS HEREIN RELEASED, SHALL BE SUBJECT TO ARBITRATION IN SAN FRANCISCO COUNTY, BEFORE JAMS (“JAMS”), PURSUANT TO ITS EMPLOYMENT ARBITRATION RULES & PROCEDURES (“JAMS RULES”), A COPY OF WHICH CAN BE
FOUND AT https://www.jamsadr.com/rules-employment-arbitration/english. THE ARBITRATOR MAY GRANT INJUNCTIONS AND OTHER RELIEF IN SUCH DISPUTES. THE ARBITRATOR SHALL ADMINISTER AND CONDUCT ANY ARBITRATION IN ACCORDANCE WITH CALIFORNIA LAW, INCLUDING THE CALIFORNIA CODE OF CIVIL PROCEDURE, AND THE ARBITRATOR SHALL APPLY SUBSTANTIVE AND PROCEDURAL CALIFORNIA LAW TO ANY DISPUTE OR CLAIM, WITHOUT REFERENCE TO ANY CONFLICT-OF-LAW PROVISIONS OF ANY JURISDICTION. TO THE EXTENT THAT THE JAMS RULES CONFLICT WITH CALIFORNIA LAW, CALIFORNIA LAW SHALL TAKE PRECEDENCE. THE DECISION OF THE ARBITRATOR SHALL BE FINAL, CONCLUSIVE, AND BINDING ON THE PARTIES TO THE ARBITRATION. THE PARTIES AGREE THAT THE PREVAILING PARTY IN ANY ARBITRATION SHALL BE ENTITLED TO INJUNCTIVE RELIEF IN ANY COURT OF COMPETENT JURISDICTION TO ENFORCE THE ARBITRATION AWARD. THE PARTIES TO THE ARBITRATION SHALL EACH PAY AN EQUAL SHARE OF THE COSTS AND EXPENSES OF SUCH ARBITRATION, AND EACH PARTY SHALL SEPARATELY PAY FOR ITS RESPECTIVE COUNSEL FEES AND EXPENSES; PROVIDED, HOWEVER, THAT THE ARBITRATOR SHALL AWARD ATTORNEYS’ FEES AND COSTS TO THE PREVAILING PARTY, EXCEPT AS PROHIBITED BY LAW. THE PARTIES HEREBY AGREE


TO WAIVE THEIR RIGHT TO HAVE ANY DISPUTE BETWEEN THEM RESOLVED IN A COURT OF LAW BY A JUDGE OR JURY. NOTWITHSTANDING THE FOREGOING, THIS SECTION WILL NOT PREVENT EITHER PARTY FROM SEEKING INJUNCTIVE RELIEF (OR ANY OTHER PROVISIONAL REMEDY) FROM ANY COURT HAVING JURISDICTION OVER THE PARTIES AND THE SUBJECT MATTER OF THEIR DISPUTE RELATING TO THIS AGREEMENT AND THE AGREEMENTS INCORPORATED HEREIN BY REFERENCE. SHOULD ANY PART OF THE ARBITRATION AGREEMENT CONTAINED IN THIS PARAGRAPH CONFLICT WITH ANY OTHER ARBITRATION AGREEMENT BETWEEN THE PARTIES, THE PARTIES AGREE THAT THIS ARBITRATION AGREEMENT SHALL GOVERN.

20.Tax Consequences. The Company makes no representations or warranties with respect to the tax consequences of the payments and any other consideration provided to Employee or made on Employee’s behalf under the terms of this Agreement. Employee agrees and understands that Employee is responsible for payment, if any, of local, state, and/or federal taxes on the payments and any other consideration provided hereunder by the Company and any penalties or assessments thereon. Employee further agrees to indemnify and hold the Company harmless from any claims, demands, deficiencies, penalties, interest, assessments, executions, judgments, or recoveries by any government agency against the Company for any amounts claimed due on account of (a) Employee’s failure to pay or delayed payment of federal or state taxes, or (b) damages sustained by the Company by reason of any such claims, including attorneys’ fees and costs.

21.Authority. The Company represents and warrants that the undersigned has the authority to act on behalf of the Company and to bind the Company and all who may claim through it to the terms and conditions of this Agreement. Employee represents and warrants that Employee has the capacity to act on Employee’s own behalf and on behalf of all who might claim through Employee to bind them to the terms and conditions of this Agreement. Each Party warrants and represents that there are no liens or claims of lien or assignments in law or equity or otherwise of or against any of the claims or causes of action released herein.

22.No Representations. Employee represents that Employee has had an opportunity to consult with an attorney, and has carefully read and understands the scope and effect of the provisions of this Agreement. Employee has not relied upon any representations or statements made by the Company that are not specifically set forth in this Agreement.

23.Severability. In the event that any provision or any portion of any provision hereof or any surviving agreement made a part hereof becomes or is declared by a court of competent jurisdiction or arbitrator to be illegal, unenforceable, or void, this Agreement shall continue in full force and effect without said provision or portion of provision.

24.Attorneys’ Fees. In the event that either Party brings an action to enforce or effect its rights under this Agreement, the prevailing Party shall be awarded its costs and expenses, including the costs of mediation, arbitration, litigation, court fees, and reasonable attorneys’ fees incurred in connection with such an action.

25.Entire Agreement. This Agreement represents the entire agreement and understanding between the Company and Employee concerning the subject matter of this Agreement and Employee’s employment with and separation from the Company and the events leading thereto and associated therewith, and supersedes and replaces any and all prior agreements and understandings concerning the subject matter of this Agreement and Employee’s relationship with the Company, with the exception of the Confidentiality Agreement (as such may have been modified herein).

26.No Oral Modification. This Agreement may only be amended in a writing signed by Employee and a duly authorized representative of the Company.

27.Governing Law. This Agreement shall be governed by the laws of the State of California, without regard for choice-of-law provisions. Employee consents to personal and exclusive jurisdiction and venue in the State of California.



28.Effective Date. Employee understands that this Agreement shall be null and void if not executed by Employee within twenty-one (21) days. In the event that Employee signs this Agreement within twenty-one days, then the Company has seven days after such date to countersign the Agreement and return a fully-executed version to Employee. This Agreement will become effective on the eighth (8th) day after Employee signed this Agreement, so long as it has been signed by the Company and has not been revoked by either Party before that date (the “Effective Date”).

29.Counterparts. This Agreement may be executed in counterparts and by facsimile, and each counterpart and facsimile shall have the same force and effect as an original and shall constitute an effective, binding agreement on the part of each of the undersigned.

30.Voluntary Execution of Agreement. Employee understands and agrees that Employee executed this Agreement voluntarily, without any duress or undue influence on the part or behalf of the Company or any third party, with the full intent of releasing all of Employee’s claims against the Company and any of the other Releasees. Employee acknowledges that:

(a)Employee has read this Agreement;

(b)Employee has been represented in the preparation, negotiation, and execution of this Agreement by legal counsel of Employee’s own choice or has elected not to retain legal counsel;

(c)Employee understands the terms and consequences of this Agreement and of the releases it contains; and

(d)Employee is fully aware of the legal and binding effect of this Agreement.




IN WITNESS WHEREOF, the Parties have executed this Agreement on the respective dates set forth below.


SUSAN ST. LEDGER, an individual

Dated: 11/28/2022                    /s/ Susan St. Ledger                
SUSAN ST. LEDGER



OKTA, INC.

Dated: 11/28/2022                    By /s/ Kristina Johnson            
Kristina Johnson
Chief People & Places Officer



Exhibit A to Transition Agreement and Release Supplemental Release


By signing this Supplemental Release where indicated below, and in exchange for the Additional Consideration set forth in paragraph 2(c) of that certain Transition Agreement and Release entered into between the undersigned (“Employee”) and Okta, Inc. (the “Company”) as of November , 2022 (the “Agreement”), Employee acknowledges and agrees that Employee is hereby extending, through and including the date signed below, the application of all of representations, obligations, acknowledgments, and other provisions reflected in the Agreement relating to Employee’s employment with the Company and separation from employment with the Company. Capitalized terms not otherwise defined herein shall have the meanings ascribed in the Agreement.

1. Release of Claims: Employee agrees that the Additional Consideration represents settlement in full of all outstanding obligations owed to Employee by the Company and its current and former officers, directors, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries, and predecessor and successor corporations and assigns (collectively, the “Releasees”). Employee, on Employee’s own behalf and on behalf of Employee’s respective heirs, family members, executors,
agents, and assigns, hereby and forever releases the Releasees from, and agrees not to sue concerning, or in any manner to institute, prosecute, or pursue, any claim, complaint, charge, duty, obligation, demand, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Employee may possess against any of the Releasees arising from any omissions, acts, facts, or damages that have occurred up until and including the Effective Date of this Supplemental Release, including, without limitation:

a. any and all claims relating to or arising from Employee’s employment relationship with the Company and the termination of that relationship;

b. any and all claims relating to, or arising from, Employee’s right to purchase, or actual purchase of shares of stock of the Company, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law;

c. any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of covenant of good faith and fair dealing, both express and implied; commission payments; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and disability benefits;

d. any and all claims for violation of any federal, state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Labor Standards Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967 (“ADEA”); the Employee Retirement Income Security Act of 1974; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act; the Sarbanes-Oxley Act of 2002; the Immigration Control and Reform Act; the California Family Rights Act; the California Labor Code; the California Workers’ Compensation Act; the California Fair Employment and Housing Act; and any other similar statutes, regulations or laws;

e.any and all claims for violation of the federal or any state constitution;



f. any and all claims arising out of any other laws and regulations relating to employment or employment discrimination;

g. any claim for any loss, cost, damage, or expense arising out of any dispute over the nonwithholding or other tax treatment of any of the proceeds received by Employee as a result of this Supplemental Release; and

h.any and all claims for attorneys’ fees and costs.

Employee agrees that the release set forth in this section shall be and remain in effect in all respects as a complete general release as to the matters released. This release does not extend to the Additional Consideration. Employee represents that Employee has made no assignment or transfer of any right, claim, complaint, charge, duty, obligation, demand, cause of action, or other matter waived or released by this section.

Acknowledgment of Waiver of Claims under ADEA. Employee acknowledges that Employee is waiving and releasing any rights Employee may have under the ADEA, and that this waiver and release is knowing and voluntary. Employee agrees that this waiver and release does not apply to any rights or claims that may arise under the ADEA after the Effective Date of this Supplemental Release. Employee acknowledges that the consideration given for this waiver and release is in addition to anything of value to which Employee was already entitled. Employee further acknowledges that Employee has been advised by this writing that: (a) Employee should consult with an attorney prior to executing this Supplemental Release; (b) Employee has twenty-one (21) days within which to consider this Supplemental Release; (c) Employee has seven (7) days following
Employee’s execution of this Supplemental Release to revoke this Supplemental Release; (d) this Supplemental Release shall not be effective until after the revocation period has expired; and (e) nothing in this Supplemental Release prevents or precludes Employee from challenging or seeking a determination in good faith of the validity of this waiver under the ADEA, nor does it impose any condition precedent, penalties, or costs for doing so, unless specifically authorized by federal law. In the event Employee signs this Supplemental Release and returns it to the Company in less than the 21-day period identified above, Employee hereby acknowledges that Employee has freely and voluntarily chosen to waive the time period allotted for considering this Supplemental Release.
Employee acknowledges and understands that revocation must be accomplished by a written notification to the person executing this Supplemental Release on the Company’s behalf that is received prior to the eighth day after Employee signs this Supplemental Release. The parties agree that changes, whether material or immaterial, do not restart the running of the 21-day period.

2. California Civil Code Section 1542. Employee acknowledges that Employee has been advised to consult with legal counsel and is familiar with the provisions of California Civil Code Section 1542, a statute that otherwise prohibits the release of unknown claims, which provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.

Employee, being aware of said code section, agrees to expressly waive any rights Employee may have thereunder, as well as under any other statute or common law principles of similar effect.

3. No Pending or Future Lawsuits. Employee represents that Employee has no lawsuits, claims, or actions pending in Employee’s name, or on behalf of any other person or entity, against the Company or any of the other Releasees. Employee also represents that Employee does not intend to bring any claims on Employee’s own behalf or on behalf of any other person or entity against the Company or any of the other Releasees.



Employee acknowledges and agrees that nothing herein shall supersede or otherwise limit Employee’s obligations under the Agreement. Employee reaffirms such obligations as of the date hereof.

If Employee timely signs and returns the Supplemental Release, then it will become effective on the 8th day after Employee has signed and returned it.

By signing below, Employee acknowledges that Employee has read, understands, and agrees to all terms of the Agreement and this Supplemental Release, and intends to be bound thereby.


*NOT TO BE SIGNED BEFORE THE TERMINATION DATE*


IN WITNESS WHEREOF, Employee executed this Supplemental Release on the date set forth below.

SUSAN ST. LEDGER, an individual




Dated:                  SUSAN ST. LEDGER

 EX-21.1 3 okta-1312023_ex211.htm EX-21.1 Document

Exhibit 21.1

List of Subsidiaries of Okta, Inc.


Okta Australia Pty Limited (Australia)
Okta France SAS (France)
Okta GmbH (Germany)
Okta Identity India Private Limited (India)
Okta Identity Ireland Limited (Ireland)
Okta Identity Korea Limited (Korea)
Okta Identity Netherlands B.V. (Netherlands)
Okta Identity Philippines Inc. (Philippines)
Okta Identity Spain, S.L. (Spain)
Okta International, LLC (Delaware)
Okta Japan K.K. (Japan)
Okta Poland sp. z o.o. (Poland)
Okta SG Pte. Ltd. (Singapore)
Okta Software Canada, Inc. (Canada)
Okta Switzerland GmbH (Switzerland)
Okta UK LTD (United Kingdom)
SaaSure Mexico, S. de R.L. de C.V. (Mexico)
SaaSure Sweden AB (Sweden)
Townsend Street Labs, Inc. (Delaware)
Auth0 Argentina S.A. (Argentina)
Auth0 Australia Pty Ltd (Australia)
Auth0, Inc. (Delaware)
Auth0 International LLC (Delaware)
Auth0 Ltd. (United Kingdom)
Auth0 Uruguay S.A. (Uruguay)


 EX-23.1 4 okta-1312023_ex231.htm EX-23.1 Document
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

(1)Registration Statement (Form S-8 No. 333-263351) pertaining to the 2017 Equity Incentive Plan and the 2017 Employee Stock Purchase Plan of Okta, Inc.
(2)Registration Statement (Form S-8 No. 333-255939) pertaining to the Auth0, Inc. 2014 Equity Incentive Plan and the Auth0, Inc. Phantom Unit Plan of Okta, Inc.
(3)Registration Statement (Form S-8 No. 333-253888) pertaining to the 2017 Equity Incentive Plan and the 2017 Employee Stock Purchase Plan of Okta, Inc.
(4)Registration Statement (Form S-8 No. 333-236931) pertaining to the 2017 Equity Incentive Plan and the 2017 Employee Stock Purchase Plan of Okta, Inc.
(5)Registration Statement (Form S-8 No. 333-230288) pertaining to the 2017 Equity Incentive Plan and the 2017 Employee Stock Purchase Plan of Okta, Inc.
(6)Registration Statement (Form S-8 No. 333-223598) pertaining to the 2017 Equity Incentive Plan and the 2017 Employee Stock Purchase Plan of Okta, Inc.
(7)Registration Statement (Form S-8 No. 333-217188) pertaining to the Amended and Restated 2009 Stock Plan, the 2017 Equity Incentive Plan, and the 2017 Employee Stock Purchase Plan of Okta, Inc.
(8)Registration Statement (Form S-3 ASR No. 333-230289) pertaining to the registration of Class A common stock, preferred stock, senior debt securities, warrants and units of Okta, Inc.;
of our reports dated March 3, 2023, with respect to the consolidated financial statements of Okta, Inc. and the effectiveness of internal control over financial reporting of Okta, Inc. included in this Annual Report (Form 10-K) of Okta, Inc. for the year ended January 31, 2023.

/s/ ERNST & YOUNG LLP
San Jose, California
March 3, 2023

 EX-31.1 5 okta-1312023_ex311.htm EX-31.1 Document

Exhibit 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

I, Todd McKinnon, certify that:

1. I have reviewed this Annual Report on Form 10-K of Okta, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: March 3, 2023


/s/ Todd McKinnon
Todd McKinnon
Chief Executive Officer
(Principal Executive Officer)


 EX-31.2 6 okta-1312023_ex312.htm EX-31.2 Document

Exhibit 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF
THE SARBANES-OXLEY ACT OF 2002

I, Brett Tighe, certify that:

1. I have reviewed this Annual Report on Form 10-K of Okta, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: March 3, 2023


/s/ Brett Tighe
Brett Tighe
Chief Financial Officer
(Principal Financial Officer)


 EX-32.1 7 okta-1312023_ex321.htm EX-32.1 Document

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350), Todd McKinnon, Chief Executive Officer of Okta, Inc. (the “Company”), and Brett Tighe, Chief Financial Officer of the Company, each hereby certifies that, to the best of his knowledge:

1.    The Company’s Annual Report on Form 10-K for the year ended January 31, 2023, to which this Certification is attached as Exhibit 32.1 (the “Periodic Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act; and

2.    The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: March 3, 2023
/s/ Todd McKinnon
Todd McKinnon
Chief Executive Officer
(Principal Executive Officer)
/s/ Brett Tighe
Brett Tighe
Chief Financial Officer
(Principal Financial Officer)


 EX-101.SCH 8 okta-20230131.xsd XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 0000001 - Document - Cover link:presentationLink link:calculationLink link:definitionLink 0000002 - Document - Audit Information link:presentationLink link:calculationLink link:definitionLink 0000003 - Statement - CONSOLIDATED BALANCE SHEETS link:presentationLink link:calculationLink link:definitionLink 0000004 - Statement - CONSOLIDATED BALANCE SHEETS (Parenthetical) link:presentationLink link:calculationLink link:definitionLink 0000005 - Statement - CONSOLIDATED STATEMENTS OF OPERATIONS link:presentationLink link:calculationLink link:definitionLink 0000006 - Statement - CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS link:presentationLink link:calculationLink link:definitionLink 0000007 - Statement - CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY link:presentationLink link:calculationLink link:definitionLink 0000008 - Statement - CONSOLIDATED STATEMENTS OF CASH FLOWS link:presentationLink link:calculationLink link:definitionLink 0000009 - Disclosure - Overview and Basis of Presentation link:presentationLink link:calculationLink link:definitionLink 0000010 - Disclosure - Summary of Significant Accounting Policies link:presentationLink link:calculationLink link:definitionLink 0000011 - Disclosure - Business Combinations link:presentationLink link:calculationLink link:definitionLink 0000012 - Disclosure - Cash Equivalents and Investments link:presentationLink link:calculationLink link:definitionLink 0000013 - Disclosure - Fair Value Measurements link:presentationLink link:calculationLink link:definitionLink 0000014 - Disclosure - Goodwill and Intangible Assets, net link:presentationLink link:calculationLink link:definitionLink 0000015 - Disclosure - Balance Sheet Components link:presentationLink link:calculationLink link:definitionLink 0000016 - Disclosure - Deferred Revenue and Performance Obligations link:presentationLink link:calculationLink link:definitionLink 0000017 - Disclosure - Convertible Senior Notes, Net link:presentationLink link:calculationLink link:definitionLink 0000018 - Disclosure - Leases link:presentationLink link:calculationLink link:definitionLink 0000019 - Disclosure - Commitments and Contingencies link:presentationLink link:calculationLink link:definitionLink 0000020 - Disclosure - Common Stock and Stockholders' Equity link:presentationLink link:calculationLink link:definitionLink 0000021 - Disclosure - Employee Incentive Plans link:presentationLink link:calculationLink link:definitionLink 0000022 - Disclosure - Income Taxes link:presentationLink link:calculationLink link:definitionLink 0000023 - Disclosure - Net Loss Per Share link:presentationLink link:calculationLink link:definitionLink 0000024 - Disclosure - Restructuring and Other Charges link:presentationLink link:calculationLink link:definitionLink 0000025 - Disclosure - Geographical Information link:presentationLink link:calculationLink link:definitionLink 0000026 - Disclosure - Summary of Significant Accounting Policies (Policies) link:presentationLink link:calculationLink link:definitionLink 0000027 - Disclosure - Summary of Significant Accounting Policies (Tables) link:presentationLink link:calculationLink link:definitionLink 0000028 - Disclosure - Cash Equivalents and Investments (Tables) link:presentationLink link:calculationLink link:definitionLink 0000029 - Disclosure - Fair Value Measurements (Tables) link:presentationLink link:calculationLink link:definitionLink 0000030 - Disclosure - Goodwill and Intangible Assets, net (Tables) link:presentationLink link:calculationLink link:definitionLink 0000031 - Disclosure - Balance Sheet Components (Tables) link:presentationLink link:calculationLink link:definitionLink 0000032 - Disclosure - Convertible Senior Notes, Net (Tables) link:presentationLink link:calculationLink link:definitionLink 0000033 - Disclosure - Leases (Tables) link:presentationLink link:calculationLink link:definitionLink 0000034 - Disclosure - Common Stock and Stockholders' Equity (Tables) link:presentationLink link:calculationLink link:definitionLink 0000035 - Disclosure - Employee Incentive Plans (Tables) link:presentationLink link:calculationLink link:definitionLink 0000036 - Disclosure - Income Taxes (Tables) link:presentationLink link:calculationLink link:definitionLink 0000037 - Disclosure - Net Loss Per Share (Tables) link:presentationLink link:calculationLink link:definitionLink 0000038 - Disclosure - Restructuring and Other Charges (Tables) link:presentationLink link:calculationLink link:definitionLink 0000039 - Disclosure - Geographical Information (Tables) link:presentationLink link:calculationLink link:definitionLink 0000040 - Disclosure - Overview and Basis of Presentation (Details) link:presentationLink link:calculationLink link:definitionLink 0000041 - Disclosure - Summary of Significant Accounting Policies - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000042 - Disclosure - Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details) link:presentationLink link:calculationLink link:definitionLink 0000043 - Disclosure - Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements (Details) link:presentationLink link:calculationLink link:definitionLink 0000044 - Disclosure - Business Combinations (Details) link:presentationLink link:calculationLink link:definitionLink 0000045 - Disclosure - Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details) link:presentationLink link:calculationLink link:definitionLink 0000046 - Disclosure - Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) link:presentationLink link:calculationLink link:definitionLink 0000047 - Disclosure - Cash Equivalents and Investments - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000048 - Disclosure - Cash Equivalents and Investments - Schedule of Unrealized Loss Position and Fair Value of Debt Securities (Details) link:presentationLink link:calculationLink link:definitionLink 0000049 - Disclosure - Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details) link:presentationLink link:calculationLink link:definitionLink 0000050 - Disclosure - Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details) link:presentationLink link:calculationLink link:definitionLink 0000051 - Disclosure - Goodwill and Intangible Assets, net - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000052 - Disclosure - Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) link:presentationLink link:calculationLink link:definitionLink 0000053 - Disclosure - Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details) link:presentationLink link:calculationLink link:definitionLink 0000054 - Disclosure - Balance Sheet Components - Property and Equipment, Net (Details) link:presentationLink link:calculationLink link:definitionLink 0000055 - Disclosure - Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) link:presentationLink link:calculationLink link:definitionLink 0000056 - Disclosure - Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details) link:presentationLink link:calculationLink link:definitionLink 0000057 - Disclosure - Deferred Revenue and Performance Obligations (Details) link:presentationLink link:calculationLink link:definitionLink 0000057 - Disclosure - Deferred Revenue and Performance Obligations (Details) link:presentationLink link:calculationLink link:definitionLink 0000058 - Disclosure - Convertible Senior Notes, Net - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000059 - Disclosure - Convertible Senior Notes, Net - Schedule of Interest Expense (Details) link:presentationLink link:calculationLink link:definitionLink 0000060 - Disclosure - Convertible Senior Notes, Net - Schedule of Convertible Debt (Details) link:presentationLink link:calculationLink link:definitionLink 0000061 - Disclosure - Leases - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000062 - Disclosure - Leases - Schedule of Operating Lease Costs (Details) link:presentationLink link:calculationLink link:definitionLink 0000063 - Disclosure - Leases - Schedule of Maturities of Operating Leases (Details) link:presentationLink link:calculationLink link:definitionLink 0000063 - Disclosure - Leases - Schedule of Maturities of Operating Leases (Details) link:presentationLink link:calculationLink link:definitionLink 0000064 - Disclosure - Commitments and Contingencies (Details) link:presentationLink link:calculationLink link:definitionLink 0000065 - Disclosure - Common Stock and Stockholders' Equity - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000066 - Disclosure - Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details) link:presentationLink link:calculationLink link:definitionLink 0000067 - Disclosure - Employee Incentive Plans - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000068 - Disclosure - Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details) link:presentationLink link:calculationLink link:definitionLink 0000069 - Disclosure - Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) link:presentationLink link:calculationLink link:definitionLink 0000070 - Disclosure - Employee Incentive Plans - Schedule of Stock Option Activity (Details) link:presentationLink link:calculationLink link:definitionLink 0000071 - Disclosure - Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details) link:presentationLink link:calculationLink link:definitionLink 0000072 - Disclosure - Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details) link:presentationLink link:calculationLink link:definitionLink 0000073 - Disclosure - Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details) link:presentationLink link:calculationLink link:definitionLink 0000074 - Disclosure - Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) link:presentationLink link:calculationLink link:definitionLink 0000075 - Disclosure - Income Taxes - Reconciliation of Effective Income Tax Rate (Details) link:presentationLink link:calculationLink link:definitionLink 0000076 - Disclosure - Income Taxes - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000077 - Disclosure - Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) link:presentationLink link:calculationLink link:definitionLink 0000078 - Disclosure - Income Taxes - Unrecognized Tax Benefits Rollforward (Details) link:presentationLink link:calculationLink link:definitionLink 0000079 - Disclosure - Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) link:presentationLink link:calculationLink link:definitionLink 0000080 - Disclosure - Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) link:presentationLink link:calculationLink link:definitionLink 0000081 - Disclosure - Net Loss Per Share - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000082 - Disclosure - Restructuring and Other Charges - Narrative (Details) link:presentationLink link:calculationLink link:definitionLink 0000083 - Disclosure - Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details) link:presentationLink link:calculationLink link:definitionLink 0000084 - Disclosure - Restructuring and Other Charges - Schedule of Restructuring Reserve (Details) link:presentationLink link:calculationLink link:definitionLink 0000085 - Disclosure - Geographical Information (Details) link:presentationLink link:calculationLink link:definitionLink EX-101.CAL 9 okta-20230131_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE DOCUMENT EX-101.DEF 10 okta-20230131_def.xml XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT EX-101.LAB 11 okta-20230131_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT Other, net Effective Income Tax Rate Reconciliation, Other Reconciling Items, Percent Due within one year Debt Securities, Available-for-Sale, Fair Value, Maturity, Allocated and Single Maturity Date, Year One Business Acquisition [Axis] Business Acquisition [Axis] Other-than-temporary impairment short term investment Other-than-temporary Impairment Loss, Debt Securities, Available-for-Sale Increase (Decrease) in Stockholders' Equity [Roll Forward] Increase (Decrease) in Stockholders' Equity [Roll Forward] Foreign Current Foreign Tax Expense (Benefit) Total lease payments Lessee, Operating Lease, Liability, to be Paid Foreign Currency Foreign Currency Transactions and Translations Policy [Policy Text Block] Principal Long-Term Debt, Gross Schedule of Unrealized Loss Position and Fair Value of Debt Securities Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value [Table Text Block] Entity Address, Postal Zip Code Entity Address, Postal Zip Code Professional services and other Technology Services Costs [Member] Technology Services Costs [Member] Deferred: Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] Preferred stock, outstanding (in shares) Preferred Stock, Shares Outstanding Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] (Gain) loss on strategic investments Gain (Loss) on Investments Total short-term investments Investments, Fair Value Disclosure Business Combinations Business Combinations Policy [Policy Text Block] Limitation on sale of common stock, sale price threshold, trading period Debt Instrument, Convertible, Threshold Consecutive Trading Days Debt Instrument [Axis] Debt Instrument [Axis] Property and equipment, gross Property, Plant and Equipment, Gross Income Tax Disclosure [Abstract] Income Tax Disclosure [Abstract] Depreciation and amortization Deferred Tax Liabilities, Property, Plant and Equipment Schedule of Amortized Costs, Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Short-term Investments Cash, Cash Equivalents and Investments [Table Text Block] Balance as of January 31, 2022 Balance as of January 31, 2023 Restructuring Reserve Changes in operating assets and liabilities: Increase (Decrease) in Other Operating Assets and Liabilities, Net [Abstract] Common stock reserved for future issuance and options and unvested RSUs outstanding (in shares) Common Stock, Capital Shares Reserved For Future Issuance And Share-Based Compensation Arrangement By Share-Based Payment Award, Outstanding, Number Common Stock, Capital Shares Reserved For Future Issuance And Share-Based Compensation Arrangement By Share-Based Payment Award, Outstanding, Number Additional paid-in capital Additional Paid in Capital Conversion of Class B common stock to Class A common stock Conversion Of Common Stock [Member] Conversion Of Common Stock Fair Value Measurement [Domain] Fair Value Measurement [Domain] Financial Instruments [Domain] Financial Instruments [Domain] Number of plaintiffs Loss Contingency, Number of Plaintiffs Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items] Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items] Statistical Measurement [Domain] Statistical Measurement [Domain] Depreciation expense Depreciation Issuance of common stock upon exercise of stock options and other activity, net (in shares) Number of options, exercised (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period Net deferred tax asset Deferred Tax Assets, Net Contractual interest expense Interest Expense, Debt, Excluding Amortization Issuance of common stock for settlement of restricted stock units (in shares) Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures Weighted average discount rate Operating Lease, Weighted Average Discount Rate, Percent Fixed interest rate Debt Instrument, Interest Rate, Stated Percentage 2023 Notes Convertible Senior Notes Due 2023 [Member] Convertible Senior Notes Due 2023 [Member] Share-based Payment Arrangement [Abstract] Share-Based Payment Arrangement [Abstract] Derivative Lawsuit Derivative Lawsuit [Member] Derivative Lawsuit Nonmonetary Transaction Type [Axis] Nonmonetary Transaction Type [Axis] Conversion of convertible securities Stock Issued During Period, Value, Conversion of Convertible Securities Issuance of common stock in connection with business combinations (in shares) Stock Issued During Period, Shares, Acquisitions Domestic Tax Authority Domestic Tax Authority [Member] Other, net Other Noncash Income (Expense) Subscription Subscription and Circulation [Member] State Current State and Local Tax Expense (Benefit) Income taxes Income Taxes Paid Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table] Net loss Net loss Net Income (Loss) Attributable to Parent Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Schedule of ESPP Black-Scholes Option Pricing Model Estimated Fair Value Assumptions Schedule of Share-Based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] Antidilutive securities excluded from computation of earnings per share (in shares) Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount Due between one to five years Debt Securities, Available-for-Sale, Fair Value, Maturity, Allocated and Single Maturity Date, after Year One Through Five Cumulative Effect, Period of Adoption [Axis] Cumulative Effect, Period of Adoption [Axis] Thereafter Lessee, Operating Lease, Liability, to be Paid, after Year Five Equity Component [Domain] Equity Component [Domain] Redemption price percentage Debt Instrument, Redemption Price, Percentage Total cash equivalents and short-term investments Assets, Fair Value Disclosure Restructuring Plan [Axis] Restructuring Plan [Axis] Additions based on tax positions related to current year Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions Vesting percentage earned by employees after each completed year of service Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage Leases Lessee, Operating Leases [Text Block] Shares subject to warrants related to the issuance of the 2023 Notes 2023 Convertible Senior Notes [Member] 2023 Convertible Senior Notes [Member] Fair Value Measurement Fair Value Measurement, Policy [Policy Text Block] Plan Name [Axis] Plan Name [Axis] Number of shares available for purchase Derivative Instrument, Number Of Shares Available For Purchase Derivative Instrument, Number Of Shares Available For Purchase Operating lease liabilities Deferred Tax Assets, Operating Lease Liabilities Deferred Tax Assets, Operating Lease Liabilities Tax Credit Carryforward, Name [Domain] Tax Credit Carryforward, Name [Domain] Operating lease liability, current, statement of financial position Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Supplementary cash flow disclosure: Supplemental Cash Flow Information [Abstract] Options forfeited, weighted average exercise price (in dollars per share) Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price Number of operating segments Number of Operating Segments Lease Contractual Term [Domain] Lease Contractual Term [Domain] Unrecognized compensation costs related to unvested restricted stock units Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount Plan Name [Domain] Plan Name [Domain] Equity component of convertible senior notes, net of issuance costs Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt Goodwill [Line Items] Goodwill [Line Items] Statement of Cash Flows [Abstract] Statement of Cash Flows [Abstract] Draws on letters of credit Long-Term Line of Credit Entity Address, State or Province Entity Address, State or Province Level 1 Fair Value, Inputs, Level 1 [Member] Schedule of Accrued Expenses and Other Current Liabilities Other Current Liabilities [Table Text Block] ESPP Shares committed under the ESPP Employee Stock [Member] Options outstanding, weighted average remaining contractual term Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term Lease impairment charges Lease Impairment Charges Lease Impairment Charges Award Type [Axis] Award Type [Axis] New Accounting Pronouncements or Change in Accounting Principle [Line Items] New Accounting Pronouncements or Change in Accounting Principle [Line Items] Net cash provided by operating activities Net Cash Provided by (Used in) Operating Activities Less tenant improvement allowances not yet incurred Lessee, Operating Lease, Liability, Tenant Improvement Allowance Lessee, Operating Lease, Liability, Tenant Improvement Allowance Operating lease liabilities Operating Lease, Liability, Current Deferred commissions Increase (Decrease) in Deferred Compensation Number of options, expired (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period Non-deductible expenses Effective Income Tax Rate Reconciliation, Nondeductible Expense, Percent Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table] Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table] Expected restructuring costs Restructuring and Related Cost, Expected Cost Number of options, forfeited (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures in Period Depreciation, amortization and accretion Depreciation, Amortization and Accretion, Excluding Amortization of Deferred Sales Commissions Depreciation, Amortization and Accretion, Excluding Amortization of Deferred Sales Commissions Document Annual Report Document Annual Report Issuance of common stock for bonus settlement Stock Issued, Executive Bonus Settlement Stock Issued, Executive Bonus Settlement Schedule of Cash and Cash Equivalents [Table] Schedule of Cash and Cash Equivalents [Table] Total liabilities Liabilities Deferred tax asset, capitalized research expenditures Capitalized research expenditures Deferred Tax Assets, Capitalized Research and Development Expense Deferred Tax Assets, Capitalized Research and Development Expense Weighted average remaining lease term Operating Lease, Weighted Average Remaining Lease Term Geographical [Axis] Geographical [Axis] Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] Cash flows from investing activities: Net Cash Provided by (Used in) Investing Activities [Abstract] Accrued expenses and other liabilities Increase (Decrease) in Accrued Liabilities and Other Operating Liabilities Fair value of units vested Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested Entity Common Stock, Shares Outstanding Entity Common Stock, Shares Outstanding Fair Value Hierarchy and NAV [Domain] Fair Value Hierarchy and NAV [Domain] Schedule of Property Plant and Equipment Estimated Useful Life Schedule of Property and Equipment, net Property, Plant and Equipment [Table Text Block] Commissions capitalized as contract costs Capitalized Contract Costs, Additions Capitalized Contract Costs, Additions Revenue Recognition, Deferred Revenue, Remaining Performance Obligations and Cost of Revenue Revenue from Contract with Customer [Policy Text Block] Current: Current Income Tax Expense (Benefit), Continuing Operations [Abstract] Preferred stock, issued (in shares) Preferred Stock, Shares Issued Document Type Document Type Weighted- Average Exercise Price  Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] Stock Conversion Description [Axis] Stock Conversion Description [Axis] Property and equipment, useful life Property, Plant and Equipment, Useful Life Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] Assets: Assets, Fair Value Disclosure [Abstract] Restructuring Type [Axis] Restructuring Type [Axis] Finite-Lived Intangible Assets, Major Class Name [Domain] Finite-Lived Intangible Assets, Major Class Name [Domain] Outstanding at beginning of period (in dollars per share) Outstanding at end of period (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value Convertible Senior Notes, Net Debt Disclosure [Text Block] Product and Service [Domain] Product and Service [Domain] Shell Company Entity Shell Company Class B Common Stock  Common Class B [Member] Total deferred provision for (benefit from) income taxes Deferred Income Tax Expense (Benefit) Proceeds from hedges related to convertible senior notes (in shares) Stock Redeemed, Shares, Exercise of Hedges Related to Convertible Senior Notes Stock Redeemed, Shares, Exercise of Hedges Related to Convertible Senior Notes Reductions based on tax positions taken in a prior year Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions 2024 Lessee, Operating Lease, Liability, to be Paid, Year One Equity consideration (in shares) Business Acquisition, Equity Interest Issued or Issuable, Number of Shares Financial Instrument [Axis] Financial Instrument [Axis] Purchased developed technology Developed Technology Rights [Member] Professional services and other Technology Service [Member] Document Period End Date Document Period End Date Vesting tranche one Share-Based Payment Arrangement, Tranche One [Member] Interest receivable Interest Receivable, Current Total assets Assets Debt Disclosure [Abstract] Debt Disclosure [Abstract] Restructuring and other charges Total Restructuring, Settlement and Impairment Provisions Earnings Per Share [Abstract] Earnings Per Share [Abstract] Amortization of deferred commissions Amortization of Deferred Sales Commissions Income Statement Location [Axis] Income Statement Location [Axis] Vesting tranche one Share-Based Payment Arrangement, Tranche Three [Member] Antidilutive Securities [Axis] Antidilutive Securities Excluded Excluded from Computation Of Earnings Per Share [Axis] Antidilutive Securities [Axis] Accrued expenses Accrued Liabilities, Current Schedule of Restructuring and Related Costs [Table] Schedule of Restructuring and Related Costs [Table] Options exercised, weighted average exercise price (in dollars per share) Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price 2028 Lessee, Operating Lease, Liability, to be Paid, Year Five Identifiable intangible assets acquired Finite-Lived Intangible Assets Acquired Net cash provided by financing activities Net Cash Provided by (Used in) Financing Activities Convertible senior notes value Long-Term Debt, Fair Value Accounting Policies [Abstract] Accounting Policies [Abstract] Interest Expense, Debt, Total Interest Expense, Debt Accrued compensation Employee-related Liabilities, Current Loss before provision for (benefit from) income taxes Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Stockholders’ equity: Stockholders' Equity Attributable to Parent [Abstract] Prepaid expenses and other current assets Prepaid Expense and Other Assets, Current Deferred income taxes Deferred Income Taxes and Tax Credits Cumulative Effect, Period of Adoption [Domain] Cumulative Effect, Period of Adoption [Domain] Restructuring Plan 2023 Restructuring Plan [Member] 2023 Restructuring Plan Schedule of Goodwill [Table] Schedule of Goodwill [Table] Amortization of debt discount and issuance costs Amortization of Debt Issuance Costs and Discounts Net Loss Per Share Earnings Per Share [Text Block] Other deferred tax liabilities Deferred Tax Liabilities, Other Due between one to five years Debt Securities, Available-for-Sale, Amortized Cost, Maturity, Allocated and Single Maturity Date, after Year One Through Five Schedule of Black-Scholes Option Pricing Model Estimated Fair Value Assumptions Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] Balance Sheet Components Supplemental Balance Sheet Disclosures [Text Block] Operating lease liabilities Increase (Decrease) in Operating Lease Liability Short-term Investments Short-Term Investments [Member] Schedule of Components of Provision for (Benefit from) Income Taxes Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] Grant date fair value of vested stock options Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value Award Type [Domain] Award Type [Domain] Change in valuation allowance Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent Weighted average stock-based compensation recognition period Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition Unrealized losses Debt Securities, Available-for-Sale, Unrealized Loss Position, Accumulated Loss Loss on early extinguishment and conversion of debt Loss on early extinguishment and conversion of debt Gain (Loss) on Extinguishment of Debt Vested and exercisable, weighted average remaining contractual term Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term Restructuring Plan [Domain] Restructuring Plan [Domain] Schedule of Intangible Assets, net Schedule of Finite-Lived Intangible Assets [Table Text Block] Accounts Receivable and Allowances Receivable [Policy Text Block] Cash consideration Payments to Acquire Businesses, Gross Computers and equipment Computer Equipment [Member] Gross profit Gross Profit Issuance of common stock pursuant to charitable donation (in shares) Stock Issued During Period, Shares, New Issues, Charitable Contribution Stock Issued During Period, Shares, New Issues, Charitable Contribution Entity Registrant Name Entity Registrant Name Weighted average price, shares issued under ESPP (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Per Share Weighted Average Price of Shares Purchased ESPP length of purchase period Share Based Compensation Arrangement By Share Based Payment Award, Purchase Period Share Based Compensation Arrangement By Share Based Payment Award, Purchase Period Cash Equivalents and Investments Cash, Cash Equivalents, and Short-Term Investments [Text Block] Expected dividend yield Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate Restructuring Reserve [Roll Forward] Restructuring Reserve [Roll Forward] Customer relationships Customer Relationships [Member] Entity Address, City or Town Entity Address, City or Town Leases [Abstract] Leases [Abstract] Operating expenses Operating Expenses [Abstract] Net operating loss carryforwards Deferred Tax Assets, Operating Loss Carryforwards Principles of Consolidation Consolidation, Policy [Policy Text Block] Minimum Minimum [Member] Initial conversion rate of common stock Debt Instrument, Convertible, Conversion Ratio Restricted cash, current included in prepaid expenses and other current assets Restricted Cash and Cash Equivalents, Current Due within one year Debt Securities, Available-for-Sale, Amortized Cost, Maturity, Allocated and Single Maturity Date, Year One Statement of Financial Position [Abstract] Statement of Financial Position [Abstract] Emerging Growth Company Entity Emerging Growth Company Common stock, par value (in dollars per share) Common Stock, Par or Stated Value Per Share Commitments and Contingencies Disclosure [Abstract] Commitments and Contingencies Disclosure [Abstract] Schedule of Segment Reporting Information, by Segment [Table] Schedule of Segment Reporting Information, by Segment [Table] Auditor Name Auditor Name Fair Value Measurements Fair Value Disclosures [Text Block] Operating loss carryforwards Operating Loss Carryforwards Trading Symbol Trading Symbol Entity File Number Entity File Number Convertible debt securities Shares related to the 2023 Notes Convertible Debt Securities [Member] Research and development credits Effective Income Tax Rate Reconciliation, Tax Credit, Research, Percent 2027 Finite-Lived Intangible Asset, Expected Amortization, Year Four Deferred revenue, noncurrent Contract with Customer, Liability, Noncurrent Research and development Research and Development Expense Liability component: Liability Component [Abstract] Liability Component [Abstract] Additions based on tax positions related to a prior year Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions Foreign Deferred Foreign Income Tax Expense (Benefit) Research Tax Credit Carryforward Research Tax Credit Carryforward [Member] Granted during period (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period RSUs Unvested RSUs issued and outstanding Restricted Stock Units (RSUs) [Member] Entity Information [Line Items] Entity Information [Line Items] Effective tax rate Effective Income Tax Rate Reconciliation, Percent Convertible debt Deferred Tax Liability, Convertible Debt Deferred Tax Liability, Convertible Debt Vested and expected to vest, number of options (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number Use of Estimates Use of Estimates, Policy [Policy Text Block] 2017 Equity Incentive Plan 2017 Equity Incentive Plan [Member] 2017 Equity Incentive Plan [Member] Total cash equivalents Cash and Cash Equivalents, Fair Value Disclosure Business Combinations Business Combination Disclosure [Text Block] Accounts payable Increase (Decrease) in Accounts Payable Amortization period for capitalized contract costs Capitalized Contract Cost, Amortization Period Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value [Table] Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value [Table] Income Taxes Income Tax Disclosure [Text Block] State Deferred State and Local Income Tax Expense (Benefit) Credit Facility [Domain] Credit Facility [Domain] Estimated fair value, more than 12 months Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer Hedge exercised, underlying debt instrument amount Derivative Instrument, Hedge Exercised, Underlying Debt Instrument Amount Derivative Instrument, Hedge Exercised, Underlying Debt Instrument Amount Amortization expense Amortization of Intangible Assets Per share value, shares issuable under warrants granted (in dollars per share) Class of warrant or right, conversion price (in dollars per share) Class of Warrant or Right, Exercise Price of Warrants or Rights Interest Interest Paid, Excluding Capitalized Interest, Operating Activities Net loss per share, basic (in dollars per share) Net loss per share, basic, decrease (in dollars per share) Earnings Per Share, Basic Convertible senior notes, net Convertible Debt, Current 2026 Lessee, Operating Lease, Liability, to be Paid, Year Three Requisite service period Share-Based Compensation Arrangement by Share-Based Payment Award, Award Requisite Service Period New Accounting Pronouncements or Change in Accounting Principle [Table] Accounting Standards Update and Change in Accounting Principle [Table] Amortized Cost Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, after Allowance for Credit Loss Sales and marketing Selling and Marketing Expense Total stockholders’ equity Beginning balance Ending balance Stockholders' Equity Attributable to Parent Tax credit carryforward Tax Credit Carryforward, Amount Market-Based RSUs Unvested market-based RSUs issued and outstanding Market-Based RSUs [Member] Market-Based RSUs Forfeited during period (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value Vesting [Domain] Vesting [Domain] Lease Contractual Term [Axis] Lease Contractual Term [Axis] Equity Interest Issued or Issuable, Type [Domain] Equity Interest Issued or Issuable, Type [Domain] Research and development and other credits Deferred Tax Assets, Tax Credit Carryforwards Purchases of capped calls related to convertible senior notes Payment for Capped Call, Convertible Debt Payment for Capped Call, Convertible Debt Entity Interactive Data Current Entity Interactive Data Current Amortization of contract costs Capitalized Contract Cost, Amortization Accumulated Amortization Finite-Lived Intangible Assets, Accumulated Amortization Property, Plant and Equipment [Table] Property, Plant and Equipment [Table] 2026 Finite-Lived Intangible Asset, Expected Amortization, Year Three Money market funds Money Market Funds [Member] Proceeds from sales of securities available for sale and other Proceeds from Sale of Debt Securities, Available-for-Sale Portion at Fair Value Measurement [Member] Portion at Fair Value Measurement [Member] Accumulated Deficit Retained Earnings [Member] Segment Reporting Information [Line Items] Segment Reporting Information [Line Items] Unrecognized stock-based compensation expense Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount Cash and Cash Equivalents [Line Items] Cash and Cash Equivalents [Line Items] Common Stock Common Stock [Member] Schedule of Stock-based Compensation Expense by Statement of Operations Location Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] Other comprehensive income Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent Number of reportable segments Number of Reportable Segments Schedule of Operating Lease Costs Lease, Cost [Table Text Block] Class of Stock [Axis] Class of Stock [Axis] Schedule of Nonvested Restricted Stock Units Activity Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] Income Taxes Income Tax, Policy [Policy Text Block] Short-Term Investments Marketable Securities, Policy [Policy Text Block] Statement [Table] Statement [Table] Vested during period (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value Effective interest rate Debt Instrument, Interest Rate, Effective Percentage Issuance of common stock in connection with business combinations Stock Issued During Period, Value, Acquisitions Subscription Cost of Services, Licenses and Services [Member] Cost of Services, Licenses and Services [Member] Operating lease renewal term Lessee, Operating Lease, Renewal Term Letter of Credit Letter of Credit [Member] Furniture and fixtures Furniture and Fixtures [Member] Current assets: Assets, Current [Abstract] Operating lease liabilities, noncurrent Operating Lease, Liability, Noncurrent Statistical Measurement [Axis] Statistical Measurement [Axis] Leasehold improvements Leasehold Improvements [Member] Schedule of Revenue by Geographic Area Revenue from External Customers by Geographic Areas [Table Text Block] Accumulated deficit Retained Earnings (Accumulated Deficit) Proceeds from issuance of convertible senior notes, net of issuance costs Proceeds from Convertible Debt Accounts receivable, net of allowances of $8 and $4 Accounts Receivable, after Allowance for Credit Loss, Current Schedule of Finite-Lived Intangible Assets [Table] Schedule of Finite-Lived Intangible Assets [Table] Equity Components [Axis] Equity Components [Axis] Recurring Fair Value, Recurring [Member] Vested and exercisable, weighted average exercise price (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price Options expired, weighted average exercise price (in dollars per share) Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price Estimated fair value, less than 12 months Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, Less than 12 Months Document Fiscal Year Focus Document Fiscal Year Focus Tax Credit Carryforward [Axis] Tax Credit Carryforward [Axis] UK UNITED KINGDOM Cash flows from operating activities: Net Cash Provided by (Used in) Operating Activities [Abstract] Statement [Line Items] Statement [Line Items] Cash consideration hold back period Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back, Period Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back, Period Outstanding at beginning of period (in shares) Outstanding at end of period (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] San Francisco - Ten Year Lease San Francisco - Ten Year Lease [Member] San Francisco - Ten Year Lease [Member] Number of renewal options Lessee, Operating Lease, Number Of Renewal Options Lessee, Operating Lease, Number Of Renewal Options Gross Finite-Lived Intangible Assets, Gross Fair Value Hierarchy and NAV [Axis] Fair Value Hierarchy and NAV [Axis] Total current provision for income taxes Current Income Tax Expense (Benefit) Unrealized Loss Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Loss, before Tax Operating lease right-of-use assets Operating Lease, Right-of-Use Asset Accumulated Other Comprehensive Income (Loss) AOCI Attributable to Parent [Member] Less: issuance costs Debt Instrument, Convertible, Equity Component, Unamortized Discount Issuance Costs Debt Instrument, Convertible, Equity Component, Unamortized Discount Issuance Costs Initial cap price (in dollars per share) Initial Cap Price per Share, Capped Calls Initial Cap Price per Share, Capped Calls Strategic Investments Equity Securities without Readily Determinable Fair Value [Policy Text Block] Number of votes per share Common Stock, Voting Rights, Number Of Votes Equivalent Common Stock, Voting Rights, Number Of Votes Equivalent Auditor Firm ID Auditor Firm ID Vested and expected to vest, weighted average exercise price (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price Type of Restructuring [Domain] Type of Restructuring [Domain] Document Transition Report Document Transition Report Local Phone Number Local Phone Number Stock-based compensation Effective Income Tax Rate Reconciliation, Tax Expense (Benefit), Share-Based Payment Arrangement, Percent Schedule of Stock Option Activity Share-Based Payment Arrangement, Option, Activity [Table Text Block] Operating loss Operating Income (Loss) Recently Adopted Accounting Pronouncements New Accounting Pronouncements, Policy [Policy Text Block] ESPP offering period Share Based Compensation Arrangement By Share Based Payment Award, Offering Period Share Based Compensation Arrangement By Share Based Payment Award, Offering Period Shares issued to settle debt Debt Conversion, Converted Instrument, Shares Issued Other Other Sundry Liabilities, Noncurrent Stock-based compensation Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-Based Compensation Cost Shares issued fair value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other Than Options, Granted in Period, Aggregate Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other Than Options, Granted in Period, Aggregate Fair Value Strategic investments without a readily determinable fair value Equity Securities without Readily Determinable Fair Value, Amount Prepaid expenses and other assets Increase (Decrease) in Prepaid Expense and Other Assets State and Local Jurisdiction State and Local Jurisdiction [Member] Common stock, outstanding (in shares) Common Stock, Shares, Outstanding Goodwill Goodwill Cash consideration held back Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back Property, Plant and Equipment, Type [Axis] Long-Lived Tangible Asset [Axis] Limit within threshold of consecutive trading days Debt Instrument, Convertible, Limit Within Threshold Of Consecutive Trading Days Debt Instrument, Convertible, Limit Within Threshold Of Consecutive Trading Days Issuance of common stock pursuant to charitable donation Stock Issued During Period, Value, New Issues, Charitable Contribution Stock Issued During Period, Value, New Issues, Charitable Contribution Adjustments to reconcile net loss to net cash provided by operating activities: Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] Goodwill and Intangible Assets, net Goodwill and Intangible Assets Disclosure [Text Block] Equity component of early extinguishment of convertible senior notes (in shares) Stock Issued During Period, Shares, Early Extinguishment of Convertible Debt Stock Issued During Period, Shares, Early Extinguishment of Convertible Debt Provision for (benefit from) income taxes Total provision for (benefit from) income taxes Income Tax Expense (Benefit) Geographical [Domain] Geographical [Domain] Valuation allowance Deferred Tax Assets, Valuation Allowance Deferred tax liabilities Deferred Income Tax Liabilities, Net Property and Equipment Property, Plant and Equipment, Policy [Policy Text Block] Purchases of capped calls related to convertible senior notes Adjustments to Additional Paid in Capital, Purchase of Capped Calls for Convertible Note Hedges Adjustments to Additional Paid in Capital, Purchase of Capped Calls for Convertible Note Hedges Preferred stock, par value (in dollars per share) Preferred Stock, Par or Stated Value Per Share 2027 Lessee, Operating Lease, Liability, to be Paid, Year Four Income Statement [Abstract] Income Statement [Abstract] Number of options, granted (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross Entity Public Float Entity Public Float Federal Deferred Federal Income Tax Expense (Benefit) Cash paid during the period for: Income Taxes Paid, Net [Abstract] Additional Paid-in Capital Additional Paid-in Capital [Member] Shares related to the 2025 Notes Shares Related to 2025 Convertible Senior Notes [Member] Shares Related to 2025 Convertible Senior Notes [Member] Software licenses Licensing Agreements [Member] Balance Sheet Location [Domain] Balance Sheet Location [Domain] Document Fiscal Period Focus Document Fiscal Period Focus Adjusted balance Cumulative Effect, Period of Adoption, Adjusted Balance [Member] Numerator: Earnings Per Share, Basic [Abstract] Noncurrent portion of restricted cash Restricted Cash, Noncurrent Intrinsic value of options exercised Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value Total cost of revenue Cost of Goods and Services Sold Contribution of nonmonetary assets to charitable organization Contribution of Nonmonetary Assets to Charitable Organization [Member] Weighted-average shares used to compute net loss per share, diluted (in shares) Weighted Average Number of Shares Outstanding, Diluted Less accumulated depreciation Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment Software Development Costs Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] Loss Contingency, Nature [Domain] Loss Contingency, Nature [Domain] Expected term (in years) Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] Schedule of Impact of New Accounting Pronouncements Accounting Standards Update and Change in Accounting Principle [Table Text Block] Convertible senior notes, net, noncurrent Convertible Debt, Noncurrent ICFR Auditor Attestation Flag ICFR Auditor Attestation Flag Common stock Common Stock, Value, Issued Net Carrying Amount Reported Value Measurement [Member] Debt conversion, original debt amount Debt Conversion, Original Debt, Amount Debt Instrument, Name [Domain] Debt Instrument, Name [Domain] Business Acquisition, Acquiree [Domain] Business Acquisition, Acquiree [Domain] Senior Notes Senior Notes [Member] Granted during period (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value Conversion price (in dollars per share) Debt Instrument, Convertible, Conversion Price Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Per Share Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] Loss Contingencies Commitments and Contingencies, Policy [Policy Text Block] Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] Vested and exercisable, aggregate intrinsic value Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Intrinsic Value Preferred stock, authorized (in shares) Preferred Stock, Shares Authorized Cash, cash equivalents and restricted cash at beginning of year Cash, cash equivalents and restricted cash at end of year Total cash, cash equivalents and restricted cash Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents Foreign currency translation adjustments Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax Foreign Income (Loss) from Continuing Operations before Income Taxes, Foreign Commitments and Contingencies Commitments and Contingencies Disclosure [Text Block] Current liabilities: Liabilities, Current [Abstract] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] Proceeds from stock option exercises, net of repurchases Proceeds from Stock Options Exercised Common stock, issued (in shares) Common Stock, Shares, Issued Auth0 and atSpoke Auth0 and atSpoke [Member] Auth0 and atSpoke Vested and expected to vest, weighted average remaining contractual term Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term Deferred revenue Contract with Customer, Liability, Current Income Statement Location [Domain] Income Statement Location [Domain] Acquisition related costs Business Combination, Acquisition Related Costs Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] Number of short-term investments in unrealized loss positions Debt Securities, Available-for-Sale, Unrealized Loss Position, Number of Positions Estimated fair value Debt Securities, Available-for-Sale, Unrealized Loss Position Amendment Flag Amendment Flag Intangible asset, useful life Finite-Lived Intangible Asset, Useful Life Net cash used in investing activities Net Cash Provided by (Used in) Investing Activities Operating lease costs Operating Lease, Cost Other comprehensive income (loss) Other Comprehensive Income (Loss), Net of Tax Issuance of common stock under employee stock purchase plan, net of cancellations Stock Issued During Period, Value, Employee Stock Purchase Plan Issuance of common stock in connection with business combinations subject to future vesting (in shares) Stock Issued During Period, Shares, Acquisitions, Subject to Future Vesting, Issued (Forfeited) Stock Issued During Period, Shares, Acquisitions, Subject to Future Vesting, Issued (Forfeited) Comprehensive loss Comprehensive Income (Loss), Net of Tax, Attributable to Parent Operating lease right-of-use assets Increase (Decrease) In Operating Lease, Right-Of-Use Assets Increase (Decrease) In Operating Lease, Right-Of-Use Assets Deferred commissions Capitalized Contract Cost, Net, Current Number of offering periods Share Based Compensation Arrangement By Share Based Payment Award, Number Of Offering Periods Share Based Compensation Arrangement By Share Based Payment Award, Number Of Offering Periods Unrealized Gain Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Gain, before Tax Entity Current Reporting Status Entity Current Reporting Status Goodwill and Intangible Assets Disclosure [Abstract] Goodwill and Intangible Assets Disclosure [Abstract] Payments for warrants related to convertible senior notes Adjustments To Additional Paid In Capital, Purchase Of Convertible Note Warrants Adjustments To Additional Paid In Capital, Purchase Of Convertible Note Warrants Accrued expenses and other current liabilities Accrued expenses and other current liabilities Other Liabilities, Current Other assets Other Assets, Noncurrent Goodwill and Other Long-Lived Assets Goodwill and Intangible Assets, Policy [Policy Text Block] Cash payments Payments for Restructuring Accrued compensation Increase (Decrease) in Employee Related Liabilities Additional Disclosures Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] Vested and exercisable, number of options (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number Estimated Fair Value  Total Debt Securities, Available-for-Sale, Excluding Accrued Interest Severance and termination benefit costs Employee Severance [Member] Tax at federal statutory rate Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent Thereafter Finite-Lived Intangible Asset, Expected Amortization, after Year Five Deferred commissions, noncurrent Capitalized Contract Cost, Net, Noncurrent Operating lease term Lessee, Operating Lease, Term of Contract Issuance of common stock under employee stock purchase plan, net of cancellations (in shares) Stock Issued During Period, Shares, Employee Stock Purchase Plans Options to purchase common stock outstanding (in shares) Number of options, outstanding beginning of period (in shares) Number of options, outstanding end of period (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number Less: unamortized debt issuance costs and debt discount Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net Cash and Cash Equivalents [Axis] Cash and Cash Equivalents [Axis] Schedule of Stock by Class [Table] Schedule of Stock by Class [Table] Entity Incorporation, State or Country Code Entity Incorporation, State or Country Code State income taxes, net of federal benefit Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent Liabilities Liabilities [Abstract] Basis of Presentation Basis of Accounting, Policy [Policy Text Block] Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations Property and equipment, net Property and equipment, net Property, Plant and Equipment, Net Cash and Cash Equivalents [Abstract] Operating lease payments Operating Lease, Payments Entities [Table] Entities [Table] Schedule of Estimated Remaining Amortization Expense for Intangible Assets Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] Options and unvested RSUs outstanding (in shares) Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments, Outstanding, Number Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments, Outstanding, Number Sales and marketing Selling and Marketing Expense [Member] Stock options Issued and outstanding stock options Share-Based Payment Arrangement, Option [Member] Expected volatility Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate Equity component: Equity Component [Abstract] Equity Component [Abstract] Allowance for accounts receivable Accounts Receivable, Allowance for Credit Loss, Current Issuance of common stock upon exercise of stock options and other activity, net Stock Issued During Period, Value, Stock Options Exercised Forfeited during period (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period Net carrying amount Long-Term Debt Interest income and other, net Other Nonoperating Income (Expense) Balance Sheet Location [Axis] Balance Sheet Location [Axis] Net change in unrealized gains or losses on available-for-sale securities OCI, Debt Securities, Available-for-Sale, Gain (Loss), after Adjustment and Tax Schedule of Common Stock Reserved for Future Issuance Schedule Of Common Stock Reserved For Future Issuance [Table Text Block] Schedule Of Common Stock Reserved For Future Issuance [Table Text Block] Restructuring and Other Charges Restructuring and Related Activities Disclosure [Text Block] Common stock, authorized (in shares) Common Stock, Shares Authorized Accrued taxes payable Accrued Income Taxes, Current Statement of Comprehensive Income [Abstract] Statement of Comprehensive Income [Abstract] Total operating expenses Operating Expenses Maximum Maximum [Member] Accumulated other comprehensive loss Accumulated Other Comprehensive Income (Loss), Net of Tax Class A Common Stock Class A Common Stock  Common Class A [Member] Schedule of Business Acquisitions, by Acquisition [Table] Schedule of Business Acquisitions, by Acquisition [Table] Cash, Cash Equivalents and Restricted Cash Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] Restricted cash, noncurrent included in other assets Restricted Cash and Cash Equivalents, Noncurrent Cash and cash equivalents Cash and Cash Equivalents, at Carrying Value Fiscal Period Fiscal Period, Policy [Policy Text Block] Deferred revenue Increase (Decrease) in Contract with Customer, Liability Total current assets Assets, Current Revenue recognized that was included in the contract liability balance Contract with Customer, Liability, Revenue Recognized Business Acquisition [Line Items] Business Acquisition [Line Items] Smaller Reporting Company Entity Small Business Nonmonetary Transaction Type [Domain] Nonmonetary Transaction Type [Domain] Measurement Basis [Axis] Measurement Basis [Axis] Other Commitments [Table] Other Commitments [Table] Beginning balance (in shares) Ending balance (in shares) Shares, Outstanding Measurement Frequency [Domain] Measurement Frequency [Domain] Common Stock and Stockholders' Equity Stockholders' Equity Note Disclosure [Text Block] Number of shares issued under ESPP Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period Total Finite-Lived Intangible Assets, Net Sales price as a percentage of conversion price Debt Instrument, Redemption, Sales Price as a Percentage of Conversion Price Debt Instrument, Redemption, Sales Price as a Percentage of Conversion Price Performance obligations expected to be satisfied, expected timing Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period Purchases of securities available for sale and other Payments to Acquire Debt Securities, Available-for-Sale Summary of Significant Accounting Policies Significant Accounting Policies [Text Block] Limitation on sale of common stock, sale price threshold, number of trading days Debt Instrument, Convertible, Threshold Trading Days Capitalized internal-use software costs Computer Software, Intangible Asset [Member] Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] Number of Options  (in thousands) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward] Amortization of debt discount Amortization of Debt Discount (Premium) Options outstanding, aggregate intrinsic value Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value Property, Plant and Equipment, Type [Domain] Long-Lived Tangible Asset [Domain] Schedule of Other Liabilities, noncurrent Other Noncurrent Liabilities [Table Text Block] Accounts receivable Increase (Decrease) in Accounts Receivable Title of 12(b) Security Title of 12(b) Security Overview and Basis of Presentation Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] Earn rate, percent of shares granted Share-based Compensation Arrangement by Share-based Payment Award, Earn Rate, Percent of Shares Granted Share-based Compensation Arrangement by Share-based Payment Award, Earn Rate, Percent of Shares Granted Short-term investments Short-Term Investments Schedule of Unrecognized Tax Benefits Roll Forward Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] Debt Instrument [Line Items] Debt Instrument [Line Items] Business Combination and Asset Acquisition [Abstract] Class of Stock [Line Items] Class of Stock [Line Items] Unrealized losses, less than 12 months Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss Number of equity incentive plans Share-based Compensation Arrangement by Share-based Payment Award, Number Of Equity Incentive Plans Share-based Compensation Arrangement by Share-based Payment Award, Number Of Equity Incentive Plans Operating lease liability Operating Lease, Liability Geographical Information Segment Reporting Disclosure [Text Block] Stock-Based Compensation Share-Based Payment Arrangement [Policy Text Block] Investments, Debt and Equity Securities [Abstract] Investments, Debt and Equity Securities [Abstract] Payments for warrants related to convertible senior notes Payments for Repurchase of Warrants 2025 Finite-Lived Intangible Asset, Expected Amortization, Year Two Unrealized losses, more than 12 months Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss Net deferred tax liability Deferred Tax Liabilities, Net Liabilities and stockholders’ equity Liabilities and Equity [Abstract] Estimated Fair Value  Estimate of Fair Value Measurement [Member] U.S. treasury securities US Treasury Securities [Member] Issuance of common stock for repurchases and conversions of convertible senior notes Stock Issued, Repurchase of Convertible Debt Stock Issued, Repurchase of Convertible Debt Fair Value, Recurring and Nonrecurring [Table] Fair Value, Recurring and Nonrecurring [Table] Purchase of intangible assets Payments to Acquire Intangible Assets Other reserves and accruals Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals Deferred tax assets: Deferred Tax Assets, Net [Abstract] Accounts payable Accounts Payable, Current Severance and termination benefit costs Restructuring Charges Income Tax Authority [Axis] Income Tax Authority [Axis] Vested and expected to vest, aggregate intrinsic value Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value Schedule of Contractual Maturities of Short-term Investments Investments Classified by Contractual Maturity Date [Table Text Block] Auditor Location Auditor Location Entity Filer Category Entity Filer Category Weighted-average shares used to compute net loss per share, basic (in shares) Weighted Average Number of Shares Outstanding, Basic Federal Current Federal Tax Expense (Benefit) United States UNITED STATES Restructuring cost, number of positions eliminated Restructuring and Related Cost, Expected Number of Positions Eliminated Equity consideration held back (in shares) Business Acquisition, Equity Interest Issued or Issuable, Held Back, Number of Shares Business Acquisition, Equity Interest Issued or Issuable, Held Back, Number of Shares Notes Debt Instrument, Convertible, Carrying Amount of Equity Component Stock-based compensation expense Share-Based Payment Arrangement, Expense Commitments and contingencies (Note 11) Commitments and Contingencies Security Exchange Name Security Exchange Name Options outstanding, weighted average exercise price beginning of period (in dollars per share) Options outstanding, weighted average exercise price end of period (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price Audit Information [Abstract] Audit Information [Abstract] Weighted average useful life Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life Settlement of convertible senior notes Conversion Of Convertible Debt [Member] Conversion Of Convertible Debt Preferred stock Preferred Stock, Value, Issued Letters of credit issued and outstanding Letters of Credit Outstanding, Amount Issuance of common stock for bonus settlement Stock Issued During Period, Value, Issued for Services Unvested restricted stock awards issued and outstanding Restricted stock awards Restricted Stock [Member] Property, Plant and Equipment [Line Items] Property, Plant and Equipment [Line Items] Schedule of Interest Expense Schedule of Debt [Table Text Block] General and administrative General and Administrative Expense [Member] Total revenue Revenue from Contract with Customer, Excluding Assessed Tax Conversion of convertible securities (in shares) Stock Issued During Period, Shares, Conversion of Convertible Securities Entity Well-Known Seasoned Issuer Entity Well-known Seasoned Issuer Issuance of common stock and value of equity awards assumed in connection with business combination Business Combination, Consideration Transferred, Equity Interests Issued and Issuable Common stock, reserved for future issuance (in shares) Common Stock, Capital Shares Reserved for Future Issuance Cash and cash equivalents Cash and Cash Equivalents [Member] Cover [Abstract] Schedule of Long-term Debt Instruments [Table] Schedule of Long-Term Debt Instruments [Table] Operating Leases and Incremental Borrowing Rate Lessee, Leases [Policy Text Block] Level 3 Fair Value, Inputs, Level 3 [Member] Entity Voluntary Filers Entity Voluntary Filers Goodwill impairments Goodwill, Impairment Loss 2026 Notes Convertible Senior Notes Due 2026 [Member] Convertible Senior Notes Due 2026 Restructuring and Related Activities [Abstract] Employee Incentive Plans Share-Based Payment Arrangement [Text Block] Schedule of Stock-based Compensation Expense by Award Type Share-Based Payment Arrangement, Cost by Plan [Table Text Block] Interest and other, net Interest Expense and Other Nonoperating (Income) Expense Interest Expense and Other Nonoperating (Income) Expense Deferred Revenue and Performance Obligations Revenue from Contract with Customer [Text Block] Deferred Commissions Deferred Sales Commissions, Policy [Policy Text Block] Deferred Sales Commissions, Policy [Policy Text Block] Segment Reporting [Abstract] Proceeds from hedges related to convertible senior notes Proceeds from Termination of Note Hedges Proceeds from Termination of Note Hedges Hedge exercised, number of shares received Derivative Instrument, Hedge Exercised, Shares Received on Transaction Derivative Instrument, Hedge Exercised, Shares Received on Transaction Risk-free interest rate Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate Documents Incorporated by Reference Documents Incorporated by Reference [Text Block] Cost of revenue Cost of Goods and Services Sold [Abstract] Total liabilities and stockholders’ equity Liabilities and Equity Shares related to the 2026 Notes Shares Related to 2026 Convertible Senior Notes [Member] Shares Related to 2026 Convertible Senior Notes Schedule of Deferred Tax Assets and Liabilities Schedule of Deferred Tax Assets and Liabilities [Table Text Block] Proceeds from shares issued in connection with employee stock purchase plan Proceeds, Issuance of Shares, Share-Based Payment Arrangement, Excluding Option Exercised Amortization of debt issuance costs Amortization of Debt Issuance Costs Long-term Debt, Type [Axis] Long-Term Debt, Type [Axis] Auth0 Auth0 [Member] Auth0 Denominator: Earnings Per Share, Diluted [Abstract] International Non-US [Member] Organization, Consolidation and Presentation of Financial Statements [Abstract] Organization, Consolidation and Presentation of Financial Statements [Abstract] Total deferred tax assets Deferred Tax Assets, Gross Schedule of Domestic and Foreign Components of Pre-tax Loss Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] Payments for business acquisitions, net of cash acquired Payments to Acquire Businesses, Net of Cash Acquired Equity component of early extinguishment and conversion of convertible senior notes Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt, Subsequent Adjustments Level 2  Fair Value, Inputs, Level 2 [Member] Operating lease right-of-use assets Deferred Tax Liability, Operating Lease Right-of-Use Assets Deferred Tax Liability, Operating Lease Right-of-Use Assets Current Fiscal Year End Date Current Fiscal Year End Date Accrued penalties and interest related to unrecognized tax benefits Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued Less imputed interest Lessee, Operating Lease, Liability, Undiscounted Excess Amount Vesting [Axis] Vesting [Axis] Finite-Lived Intangible Assets [Line Items] Finite-Lived Intangible Assets [Line Items] Net loss per share, diluted (in dollars per share) Net loss per share, diluted, decrease (in dollars per share) Earnings Per Share, Diluted Intangible assets, net Intangible Assets, Net (Excluding Goodwill) Vesting tranche one Share-Based Payment Arrangement, Tranche Two [Member] Vesting period Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period Stock-based compensation APIC, Share-Based Payment Arrangement, Increase for Cost Recognition Proceeds from hedges related to convertible senior notes Proceeds from Hedge, Financing Activities Total current liabilities Liabilities, Current Risk-free interest rate, minimum Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum 2025 Lessee, Operating Lease, Liability, to be Paid, Year Two Other Other Sundry Liabilities, Current Gross amount of unrecognized tax benefits as of the beginning of the year Gross amount of unrecognized tax benefits as of the end of the year Unrecognized Tax Benefits Total deferred tax assets, net Deferred Tax Assets, Net of Valuation Allowance Restructuring Cost and Reserve [Line Items] Restructuring Cost and Reserve [Line Items] Unrecognized tax benefit, impact effective tax rate Unrecognized Tax Benefits that Would Impact Effective Tax Rate Issuance of common stock for bonus settlement (in shares) Stock Issued During Period, Shares, Issued for Services Domestic Income (Loss) from Continuing Operations before Income Taxes, Domestic Revenue from remaining performance obligations Revenue, Remaining Performance Obligation, Amount Expiration period (years) Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period Corporate debt securities Corporate debt securities Corporate Debt Securities [Member] Adjustment Cumulative Effect, Period of Adoption, Adjustment [Member] Risk-free interest rate, maximum Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum Schedule of Maturities of Operating Leases Lessee, Operating Lease, Liability, Maturity [Table Text Block] Unrecorded tax benefit, significant change in unrecognized tax benefits is reasonably possible Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit Entity Address, Address Line One Entity Address, Address Line One Income Tax Authority [Domain] Income Tax Authority [Domain] atSpoke Townsend Street Labs, Inc. (“atSpoke”) [Member] Townsend Street Labs, Inc. (“atSpoke”) Product and Service [Axis] Product and Service [Axis] Deferred tax liabilities: Deferred Tax Liabilities, Net [Abstract] Class of Stock [Domain] Class of Stock [Domain] Increase in valuation allowance Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount Fair Value Disclosures [Abstract] Fair Value Disclosures [Abstract] Interest expense Interest expense decrease Interest Expense Trade name Trade Names [Member] Credit Facility [Axis] Credit Facility [Axis] Number of shares issued upon conversion Common Stock, Shares Issued upon Conversion Common Stock, Shares Issued upon Conversion Reconciliation of cash, cash equivalents, and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above: Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] Cash and Cash Equivalents [Domain] Cash and Cash Equivalents [Domain] Defined contribution plan, employer contribution amount Defined Contribution Plan, Employer Discretionary Contribution Amount Equity [Abstract] Equity [Abstract] Vested during period (in shares) Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period Entity Tax Identification Number Entity Tax Identification Number Restructuring and Other Charges Costs Associated with Exit or Disposal Activities or Restructurings, Policy [Policy Text Block] Amortized Cost Debt Securities, Available-for-Sale, Amortized Cost, Fiscal Year Maturity [Abstract] Number of consecutive business days Debt Instrument, Convertible, Period After Consecutive Trading Days Debt Instrument, Convertible, Period After Consecutive Trading Days Reclassifications Reclassification, Comparability Adjustment [Policy Text Block] Options and unvested RSUs outstanding Stock Options And Restricted Stock Units [Member] Stock Options And Restricted Stock Units [Member] Advertising expenses Advertising Expense Total deferred tax liabilities Deferred Tax Liabilities, Gross Revenue Revenue from Contract with Customer [Abstract] Non-cash charitable contributions Noncash Contribution Expense Benefit from exercise of hedges related to convertible senior notes Stock Redeemed, Value, Exercise of Hedges Related to Convertible Senior Notes Stock Redeemed, Value, Exercise of Hedges Related to Convertible Senior Notes Schedule of Effective Income Tax Rate Reconciliation Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] Net decrease in cash, cash equivalents and restricted cash Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect Schedule of Restructuring Reserve Schedule of Restructuring Reserve by Type of Cost [Table Text Block] Deferred commissions Deferred Tax Liabilities, Tax Deferred Income Summary of Restructuring and Other Charges Restructuring and Related Costs [Table Text Block] Equity Interest Type [Axis] Equity Interest Type [Axis] 2028 Finite-Lived Intangible Asset, Expected Amortization, Year Five Entity Central Index Key Entity Central Index Key Antidilutive Securities, Name [Domain] Antidilutive Securities, Name [Domain] Measurement Frequency [Axis] Measurement Frequency [Axis] Research and Development Research and Development Expense, Policy [Policy Text Block] Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] Contract duration Revenue From Contract With Customer, Contract Duration Revenue From Contract With Customer, Contract Duration Finite-Lived Intangible Assets by Major Class [Axis] Finite-Lived Intangible Assets by Major Class [Axis] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Schedule of Share-Based Compensation Arrangements by Share-Based Payment Award [Table] Aggregate consideration Business Combination, Consideration Transferred Concentrations of Risk Concentration Risk, Credit Risk, Policy [Policy Text Block] Loss Contingency Nature [Axis] Loss Contingency Nature [Axis] 2025 Notes Convertible Senior Notes Due 2025 [Member] Convertible Senior Notes Due 2025 [Member] City Area Code City Area Code General and administrative General and Administrative Expense Assets Assets [Abstract] Equity consideration held back Business Combination, Consideration Transferred, Liabilities, Incurred, Equity Interests Issued and Issuable Held Back Business Combination, Consideration Transferred, Liabilities, Incurred, Equity Interests Issued and Issuable Held Back Long-term Debt, Type [Domain] Long-Term Debt, Type [Domain] Other Commitments [Line Items] Other Commitments [Line Items] Capitalization of internal-use software costs Payments for Software Statement of Stockholders' Equity [Abstract] Statement of Stockholders' Equity [Abstract] Percentage of closing sale price in excess of convertible notes Percentage Of Closing Sale Price In Excess Of Convertible Notes Percentage Of Closing Sale Price In Excess Of Convertible Notes Advertising Expenses Advertising Cost [Policy Text Block] Proceeds from maturities and redemption of securities available for sale Proceeds from Maturities, Prepayments and Calls of Debt Securities, Available-for-Sale Remaining performance obligation, percentage Revenue, Remaining Performance Obligation, Percentage Cash flows from financing activities: Net Cash Provided by (Used in) Financing Activities [Abstract] Net Loss per Share Earnings Per Share, Policy [Policy Text Block] Non-cash investing and financing activities: Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract] Stock-based compensation Share-Based Payment Arrangement, Noncash Expense Weighted average grant date fair value of options granted (in dollars per share) Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value Number of warrants outstanding (in shares) Class of Warrant or Right, Outstanding Other liabilities, noncurrent Other liabilities, noncurrent Other Liabilities, Noncurrent Carrying amount of the equity component Debt Instrument, Convertible, Carrying Amount of Equity Component, Net Debt Instrument, Convertible, Carrying Amount of Equity Component, Net Estimated Fair Value Debt Securities, Available-for-Sale, Fair Value, Fiscal Year Maturity [Abstract] Payment terms for deferred revenue Deferred Revenue, Payment Terms Deferred Revenue, Payment Terms Purchases of property and equipment Payments to Acquire Property, Plant, and Equipment Research and development Research and Development Expense [Member] 2024 Finite-Lived Intangible Asset, Expected Amortization, Year One Schedule of Basic and Diluted Net Loss Per Share Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] Operating lease right-of-use assets exchanged for lease liabilities Right-of-Use Asset Obtained in Exchange for Operating Lease Liability Conversion of Stock, Name [Domain] Conversion of Stock, Name [Domain] Schedule of Convertible Debt Convertible Debt [Table Text Block] Accounting Standards Update [Extensible Enumeration] Accounting Standards Update [Extensible Enumeration] Accounting Standards Update 2020-06 [Member] EX-101.PRE 12 okta-20230131_pre.xml XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT GRAPHIC 13 okta-20230131_g1.jpg begin 644 okta-20230131_g1.jpg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htm IDEA: XBRL DOCUMENT v3.22.4
Cover - USD ($)
$ in Billions
 12 Months Ended
Jan. 31, 2023
Feb. 27, 2023
Jul. 31, 2022
Entity Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Jan. 31, 2023    
Current Fiscal Year End Date --01-31    
Document Transition Report false    
Entity File Number 001-38044    
Entity Registrant Name Okta, Inc.    
Entity Incorporation, State or Country Code DE    
Entity Address, Address Line One 100 First Street, Suite 600    
Entity Tax Identification Number 26-4175727    
Entity Address, City or Town San Francisco    
Entity Address, State or Province CA    
Entity Address, Postal Zip Code 94105    
City Area Code 888    
Local Phone Number 722-7871    
Title of 12(b) Security Class A common stock, par value $0.0001 per share    
Trading Symbol OKTA    
Security Exchange Name NASDAQ    
Entity Well-Known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Smaller Reporting Company false    
Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Shell Company false    
Entity Public Float     $ 14.9
Amendment Flag false    
Entity Central Index Key 0001660134    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
Documents Incorporated by Reference Portions of the registrant's definitive Proxy Statement relating to the 2023 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended January 31, 2023.    
Class A Common Stock      
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   153,987,922  
Class B Common Stock       
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   7,299,891  
XML 15 R2.htm IDEA: XBRL DOCUMENT v3.22.4
Audit Information
 12 Months Ended
Jan. 31, 2023
Audit Information [Abstract]  
Auditor Name Ernst & Young LLP
Auditor Location San Jose, California
Auditor Firm ID 42
XML 16 R3.htm IDEA: XBRL DOCUMENT v3.22.4
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Current assets:    
Cash and cash equivalents $ 264 $ 260
Short-term investments 2,316 2,242
Accounts receivable, net of allowances of $8 and $4 481 398
Deferred commissions 92 75
Prepaid expenses and other current assets 76 66
Total current assets 3,229 3,041
Property and equipment, net 59 65
Operating lease right-of-use assets 122 148
Deferred commissions, noncurrent 210 191
Intangible assets, net 241 317
Goodwill 5,400 5,401
Other assets 46 43
Total assets 9,307 9,206
Current liabilities:    
Accounts payable 12 20
Accrued expenses and other current liabilities 112 90
Accrued compensation 99 144
Convertible senior notes, net 0 16
Deferred revenue 1,242 973
Total current liabilities 1,465 1,243
Convertible senior notes, net, noncurrent 2,193 1,816
Operating lease liabilities, noncurrent 142 171
Deferred revenue, noncurrent 18 23
Other liabilities, noncurrent 23 31
Total liabilities 3,841 3,284
Commitments and contingencies (Note 11)
Stockholders’ equity:    
Preferred stock 0 0
Additional paid-in capital 7,974 7,750
Accumulated other comprehensive loss (33) (12)
Accumulated deficit (2,475) (1,816)
Total stockholders’ equity 5,466 5,922
Total liabilities and stockholders’ equity 9,307 9,206
Class A Common Stock     
Stockholders’ equity:    
Common stock 0 0
Class B Common Stock     
Stockholders’ equity:    
Common stock $ 0 $ 0
XML 17 R4.htm IDEA: XBRL DOCUMENT v3.22.4
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Allowance for accounts receivable $ 8 $ 4
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, authorized (in shares) 100,000,000 100,000,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Class A Common Stock     
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 1,000,000,000 1,000,000,000
Common stock, issued (in shares) 154,009,000 149,624,000
Common stock, outstanding (in shares) 154,009,000 149,624,000
Class B Common Stock     
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, authorized (in shares) 120,000,000 120,000,000
Common stock, issued (in shares) 7,300,000 6,978,000
Common stock, outstanding (in shares) 7,300,000 6,978,000
XML 18 R5.htm IDEA: XBRL DOCUMENT v3.22.4
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Revenue      
Total revenue $ 1,858 $ 1,300 $ 835
Cost of revenue      
Total cost of revenue 546 396 218
Gross profit 1,312 904 617
Operating expenses      
Research and development 620 469 223
Sales and marketing 1,066 771 427
General and administrative 409 432 171
Restructuring and other charges 29 0 0
Total operating expenses 2,124 1,672 821
Operating loss (812) (768) (204)
Interest expense (11) (91) (73)
Interest income and other, net 22 9 13
Loss on early extinguishment and conversion of debt 0 0 (2)
Interest and other, net 11 (82) (62)
Loss before provision for (benefit from) income taxes (801) (850) (266)
Provision for (benefit from) income taxes 14 (2) 0
Net loss $ (815) $ (848) $ (266)
Net loss per share, basic (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Net loss per share, diluted (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Weighted-average shares used to compute net loss per share, basic (in shares) 158,023 148,036 127,212
Weighted-average shares used to compute net loss per share, diluted (in shares) 158,023 148,036 127,212
Subscription      
Revenue      
Total revenue $ 1,794 $ 1,249 $ 797
Cost of revenue      
Total cost of revenue 464 329 170
Professional services and other      
Revenue      
Total revenue 64 51 38
Cost of revenue      
Total cost of revenue $ 82 $ 67 $ 48
XML 19 R6.htm IDEA: XBRL DOCUMENT v3.22.4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Statement of Comprehensive Income [Abstract]      
Net loss $ (815) $ (848) $ (266)
Net change in unrealized gains or losses on available-for-sale securities (12) (14) 1
Foreign currency translation adjustments (9) (3) 3
Other comprehensive income (loss) (21) (17) 4
Comprehensive loss $ (836) $ (865) $ (262)
XML 20 R7.htm IDEA: XBRL DOCUMENT v3.22.4
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)
shares in Thousands, $ in Millions
Total
Settlement of convertible senior notes
Adjustment
Common Stock
Class A Common Stock 
Common Stock
Class A Common Stock 
Conversion of Class B common stock to Class A common stock
Common Stock
Class A Common Stock 
Settlement of convertible senior notes
Common Stock
Class B Common Stock 
Common Stock
Class B Common Stock 
Conversion of Class B common stock to Class A common stock
Additional Paid-in Capital
Additional Paid-in Capital
Settlement of convertible senior notes
Additional Paid-in Capital
Adjustment
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit
Accumulated Deficit
Adjustment
Beginning balance (in shares) at Jan. 31, 2020       113,990     8,648              
Beginning balance at Jan. 31, 2020 $ 405     $ 0     $ 0   $ 1,106     $ 1 $ (702)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Issuance of common stock upon exercise of stock options and other activity, net (in shares)       4,114     254              
Issuance of common stock upon exercise of stock options and other activity, net 46               46          
Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)       247                    
Issuance of common stock under employee stock purchase plan, net of cancellations 26               26          
Issuance of common stock for settlement of restricted stock units (in shares)       2,109                    
Issuance of common stock for bonus settlement (in shares)       86                    
Issuance of common stock for bonus settlement 10               10          
Issuance of common stock pursuant to charitable donation (in shares)       43                    
Issuance of common stock pursuant to charitable donation 9               9          
Conversion of convertible securities (in shares)       743     (743)              
Proceeds from hedges related to convertible senior notes (in shares)       (168)                    
Equity component of convertible senior notes, net of issuance costs 306               306          
Equity component of early extinguishment of convertible senior notes (in shares)       1,660                    
Equity component of early extinguishment and conversion of convertible senior notes 70               70          
Proceeds from hedges related to convertible senior notes 195               195          
Payments for warrants related to convertible senior notes (175)               (175)          
Purchases of capped calls related to convertible senior notes (134)               (134)          
Stock-based compensation 197               197          
Other comprehensive income 4                     4    
Net loss (266)     $ (249)     $ (17)           (266)  
Ending balance (in shares) at Jan. 31, 2021       122,824     8,159              
Ending balance at Jan. 31, 2021 $ 693     $ 0     $ 0   1,656     5 (968)  
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Accounting Standards Update [Extensible Enumeration] Accounting Standards Update 2020-06 [Member]                          
Issuance of common stock in connection with business combinations (in shares)       19,190                    
Issuance of common stock in connection with business combinations $ 5,409               5,409          
Issuance of common stock in connection with business combinations subject to future vesting (in shares)       1,269                    
Issuance of common stock upon exercise of stock options and other activity, net (in shares)       2,552     2              
Issuance of common stock upon exercise of stock options and other activity, net 54               54          
Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)       186                    
Issuance of common stock under employee stock purchase plan, net of cancellations 36               36          
Issuance of common stock for settlement of restricted stock units (in shares)       2,294                    
Issuance of common stock pursuant to charitable donation (in shares)       30                    
Issuance of common stock pursuant to charitable donation 7               7          
Conversion of convertible securities (in shares)       1,183     (1,183)              
Proceeds from hedges related to convertible senior notes (in shares)       (380)                    
Equity component of early extinguishment of convertible senior notes (in shares)       476                    
Equity component of early extinguishment and conversion of convertible senior notes 21               21          
Stock-based compensation 567               567          
Other comprehensive income (17)                     (17)    
Net loss (848)     $ (806)     $ (42)           (848)  
Ending balance (in shares) at Jan. 31, 2022       149,624     6,978              
Ending balance at Jan. 31, 2022 $ 5,922   $ (372) $ 0     $ 0   7,750   $ (528) (12) (1,816) $ 156
Increase (Decrease) in Stockholders' Equity [Roll Forward]                            
Issuance of common stock in connection with business combinations subject to future vesting (in shares)       (14)                    
Issuance of common stock upon exercise of stock options and other activity, net (in shares) 1,416     965     451              
Issuance of common stock upon exercise of stock options and other activity, net $ 17               17          
Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)       492                    
Issuance of common stock under employee stock purchase plan, net of cancellations 31               31          
Issuance of common stock for settlement of restricted stock units (in shares)       2,555                    
Issuance of common stock pursuant to charitable donation (in shares)       42                    
Issuance of common stock pursuant to charitable donation 4               4          
Conversion of convertible securities (in shares)         129 356   (129)            
Conversion of convertible securities   $ 17               $ 17        
Proceeds from hedges related to convertible senior notes (in shares)       (140)                    
Stock-based compensation 683               683          
Other comprehensive income (21)                     (21)    
Net loss (815)     $ (778)     $ (37)           (815)  
Ending balance (in shares) at Jan. 31, 2023       154,009     7,300              
Ending balance at Jan. 31, 2023 $ 5,466     $ 0     $ 0   $ 7,974     $ (33) $ (2,475)  
XML 21 R8.htm IDEA: XBRL DOCUMENT v3.22.4
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Cash flows from operating activities:      
Net loss $ (815) $ (848) $ (266)
Adjustments to reconcile net loss to net cash provided by operating activities:      
Stock-based compensation 677 566 195
Depreciation, amortization and accretion 114 108 37
Amortization of debt discount and issuance costs 6 86 68
Amortization of deferred commissions 84 57 40
Deferred income taxes 7 (6) (1)
Non-cash charitable contributions 4 7 9
Lease impairment charges 14 0 3
Loss on early extinguishment and conversion of debt 0 0 2
(Gain) loss on strategic investments (1) (8) 1
Other, net 3 2 2
Changes in operating assets and liabilities:      
Accounts receivable (87) (175) (66)
Deferred commissions (122) (171) (81)
Prepaid expenses and other assets (13) (7) (13)
Operating lease right-of-use assets 27 23 19
Accounts payable (6) 7 4
Accrued compensation (44) 50 44
Accrued expenses and other liabilities 8 21 6
Operating lease liabilities (34) (24) (17)
Deferred revenue 264 416 142
Net cash provided by operating activities 86 104 128
Cash flows from investing activities:      
Capitalization of internal-use software costs (9) (4) (4)
Purchases of property and equipment (12) (13) (13)
Purchases of securities available for sale and other (1,411) (1,847) (2,029)
Proceeds from maturities and redemption of securities available for sale 1,308 1,482 535
Proceeds from sales of securities available for sale and other 0 230 206
Payments for business acquisitions, net of cash acquired (4) (215) 0
Purchase of intangible assets (2) 0 0
Net cash used in investing activities (130) (367) (1,305)
Cash flows from financing activities:      
Proceeds from issuance of convertible senior notes, net of issuance costs 0 0 1,135
Proceeds from hedges related to convertible senior notes 0 0 195
Payments for warrants related to convertible senior notes 0 0 (175)
Purchases of capped calls related to convertible senior notes 0 0 (134)
Proceeds from stock option exercises, net of repurchases 17 53 45
Proceeds from shares issued in connection with employee stock purchase plan 31 36 26
Net cash provided by financing activities 48 89 1,092
Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash (6) (2) 2
Net decrease in cash, cash equivalents and restricted cash (2) (176) (83)
Cash, cash equivalents and restricted cash at beginning of year 273 449 532
Cash, cash equivalents and restricted cash at end of year 271 273 449
Cash paid during the period for:      
Interest 6 6 4
Income taxes 8 3 1
Non-cash investing and financing activities:      
Issuance of common stock and value of equity awards assumed in connection with business combination 0 5,409 0
Issuance of common stock for repurchases and conversions of convertible senior notes 47 126 308
Benefit from exercise of hedges related to convertible senior notes 18 92 37
Operating lease right-of-use assets exchanged for lease liabilities 11 22 46
Issuance of common stock for bonus settlement 0 0 10
Reconciliation of cash, cash equivalents, and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above:      
Cash and cash equivalents 264 260 435
Restricted cash, current included in prepaid expenses and other current assets 0 5 5
Restricted cash, noncurrent included in other assets 7 8 9
Total cash, cash equivalents and restricted cash $ 271 $ 273 $ 449
XML 22 R9.htm IDEA: XBRL DOCUMENT v3.22.4
Overview and Basis of Presentation
 12 Months Ended
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Overview and Basis of Presentation Overview and Basis of Presentation
Description of Business
Okta, Inc. (the “Company”) is the leading independent identity provider. The Company's Workforce Identity and Customer Identity Clouds are powered by the Company's Identity Platform enabling customers to securely connect the right people to the right technologies and services at the right time, and developers to securely and efficiently embed identity into the software they build, allowing them to innovate and focus on their core mission. The Company was incorporated in January 2009 as Saasure Inc., a California corporation, and was later reincorporated in April 2010 under the name Okta, Inc. as a Delaware corporation. The Company is headquartered in San Francisco, California.
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America. All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As result, the Company operates in one reportable segment.
The Company’s fiscal year ends on January 31. References to fiscal 2023, for example, refer to the fiscal year ended January 31, 2023.
Certain reclassifications of components of prior period operating cash flows have been made in the consolidated statements of cash flows to conform to the current period presentation. These reclassifications had no impact on the aggregate cash flow classifications as previously reported.
In fiscal 2023, the Company elected to change its presentation of dollars from thousands to millions. As a result, the sum of the components reported in millions may not equal the total amount reported in millions due to rounding. In addition, percentages presented may not add to their respective totals or recalculate due to rounding.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation.
Foreign Currency
The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2023, 2022 or 2021. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.
XML 23 R10.htm IDEA: XBRL DOCUMENT v3.22.4
Summary of Significant Accounting Policies
 12 Months Ended
Jan. 31, 2023
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Revenue Recognition
Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platform through arrangements that are generally one to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted
usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.
Revenue recognition is determined through the following steps:
•Identification of the contract, or contracts, with a customer;
•Identification of the performance obligations in the contract;
•Determination of the transaction price;
•Allocation of the transaction price to the performance obligations in the contract; and
•Recognition of revenue when, or as, the performance obligations are satisfied.
The Company recognizes revenue net of any applicable value added or sales tax.
Subscription Revenue
Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.
Professional Services Revenue
Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.
Contracts with Multiple Performance Obligations
Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price ("SSP") basis.
The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.
Deferred Revenue
Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.
Deferred Commissions
Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology and other factors.
Sales commissions for renewal contracts (which are not considered commensurate with sales commissions for new revenue contracts and incremental sales to existing customers) are deferred and then amortized on a straight-line basis over the related period of benefit, which is generally two years, as determined by considering the average contractual term for renewal contracts.
Sales commissions capitalized as contract costs totaled $121 million and $171 million in fiscal 2023 and 2022, respectively. Amortization of contract costs was $84 million, $57 million and $40 million in fiscal 2023, 2022 and 2021, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.
Cost of Revenue
Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.
Research and Development
Research and development expense incurred in the normal course of business is expensed as incurred.
Software Development Costs
Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.
Advertising Expenses
Advertising costs are expensed as incurred. Advertising expense was $77 million, $79 million, and $33 million in fiscal 2023, 2022 and 2021, respectively.
Restructuring and Other Charges
Restructuring generally includes significant actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.

Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.
Stock-Based Compensation
The Company's equity incentive plans provide for granting stock options, restricted stock units ("RSUs"), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.
Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period.
The fair value of each option and ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield
of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the requisite service period for options, and over the offering period for ESPP awards. The expected term of the Company’s stock options granted to employees has been determined utilizing the simplified method due to lack of historical exercise data. The expected volatility has been determined using a weighted-average of the historical volatility measures of a group of guideline companies and the Company's own historical volatility. The risk-free interest rate used is based on the U.S. Treasury yield in effect at the time of grant for a period consistent with the expected term of the award. The expected dividend is assumed to be zero as the Company has never declared or paid any cash dividends and do not currently intend to declare dividends in the foreseeable future.
The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally four years.
The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.
The assumptions used to determine the fair value of the stock awards represent management's best estimates. These estimates involve inherent uncertainties and the application of management's judgment. Forfeitures are accounted for as they occur.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.
The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.
The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.
Cash, Cash Equivalents and Restricted Cash
Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2023 and 2022.
As of January 31, 2023 and 2022, the Company's long-term restricted cash balance was $7 million and $8 million, respectively, primarily related to letters of credit for its facility lease agreements. 
Short-Term Investments
The Company’s short-term investments comprise of U.S. treasury securities and corporate debt securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets.
Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors.
The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest income and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest income and other, net in the consolidated statements of operations.
Strategic Investments
The Company's strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires significant Company judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.
Accounts Receivable and Allowances
Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.
Property and Equipment
Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.
The useful lives of property and equipment are as follows:
Useful lives
Computers and equipment3 years
Furniture and fixtures7 years
Leasehold improvementsShorter of estimated useful life or remaining lease term
Business Combinations
Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill.

The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s product portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.
Goodwill and Other Long-Lived Assets
Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.
Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company is less than the carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of the Company is less than the carrying amount, a quantitative assessment is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. The Company also has the option to bypass the qualitative assessment, and perform the quantitative assessment. No goodwill impairments were recorded during the years presented.
Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.
Operating Leases and Incremental Borrowing Rate
The Company leases office space under operating leases with expiration dates through 2029. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. The estimation of the incremental borrowing rate is based on an estimate of the Company's unsecured borrowing rate for its Notes, adjusted for tenor and collateralized security features. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.
For leases with a lease term of 12 months or less ("short-term leases"), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.
Loss Contingencies
The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.

Concentrations of Risk
Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company's policy is designed to limit exposure from any particular issuer or institution.
Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company's accounts receivable balance or total revenue.
The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company's service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.
Net Loss per Share
Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period without consideration for potentially dilutive securities as they do not share in losses. The diluted net loss per share attributable to common
stockholders is computed giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, unvested RSUs, unvested common stock and restricted stock issued in connection with certain business combinations, convertible senior notes and warrants are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights. See Note 15 for additional details.
Recently Adopted Accounting Pronouncements
ASU No. 2020-06
The Company adopted ASU 2020-06, effective February 1, 2022, using the modified retrospective method. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods.
The new guidance simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, the guidance removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, no longer requires separately presenting in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature is no longer amortized into income as interest expense over the life of the instrument. Instead, the convertible debt instrument is accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative, or (2) a convertible debt instrument was issued at a substantial premium. Additionally, the guidance requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share, which is consistent with the Company’s accounting treatment prior to the adoption of the new guidance.
The Company recognized a cumulative effect of initially applying the guidance as an adjustment to the February 1, 2022 opening balance of accumulated deficit. Due to the elimination of the equity conversion component of the Company’s convertible senior notes outstanding as of February 1, 2022, additional paid-in capital was reduced. The elimination of the equity conversion component had the effect of increasing the Company’s net debt balance. The reduction of other liabilities is related to changes to the Company’s deferred tax liabilities.
The adoption of the new guidance resulted in the following changes to the Company’s consolidated balance sheet as of February 1, 2022:
Balance at
January 31, 2022		Adjustments from Adoption of ASU 2020-06Balance at
February 1, 2022
(dollars in millions)
Liabilities
Convertible senior notes, net$16 $1 $17 
Convertible senior notes, net, noncurrent1,816 372 2,188 
Other liabilities, noncurrent31 (1)30 
Stockholders’ equity
Additional paid-in capital7,750 (528)7,222 
Accumulated deficit(1,816)156 (1,660)
In addition, the adoption of the new guidance resulted in a decrease in reported net interest expense of approximately $85 million and a decrease in basic and diluted net loss per share of $0.54 in fiscal 2023.
ASU No. 2021-08
The Company adopted the Financial Accounting Standards Board ("FASB") issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), effective February 1, 2022, on a prospective basis. The update requires contract assets and contract liabilities acquired in a business combination be recognized and measured in accordance with the latest revenue guidance. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.
ASU No. 2021-04
The Company adopted the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”), effective February 1, 2022, on a prospective basis. The new guidance addresses specific guidance related to modifications or exchanges of freestanding equity-classified written call options (such as warrants) by specifying the accounting for various modification scenarios. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.
XML 24 R11.htm IDEA: XBRL DOCUMENT v3.22.4
Business Combinations
 12 Months Ended
Jan. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Business Combinations Business Combinations
Acquisition of Auth0
On May 3, 2021, the Company acquired all outstanding shares of privately-held Auth0, an Identity-as-a-Service company. Total consideration transferred for Auth0 was $5,671 million, including approximately 19 million shares of common stock valued at $5,176 million, cash of $257 million, and assumed outstanding equity awards with vested fair value of $238 million. Cash consideration of $4 million and approximately 1 million shares valued at $295 million were held back as partial security for post-closing true-up adjustments as well as any indemnification claims made within one year of the acquisition date. The consideration held back was paid in full during fiscal 2023. The Company incurred $29 million of acquisition-related costs, which were recorded as general and administrative expenses in its consolidated statement of operations in fiscal 2022.
The transaction was accounted for as a business combination. The total purchase price of $5,671 million was allocated to the tangible and identifiable intangible assets and liabilities based on their estimated fair values. The excess of purchase consideration over the fair value of the assets acquired and liabilities assumed was $5,290 million and was recorded as goodwill.
Acquisition of atSpoke
On August 2, 2021, the Company acquired all issued and outstanding capital stock of privately-held atSpoke, a modern workplace operations platform. The acquisition date cash consideration for atSpoke was approximately $79 million, of which $13 million of consideration was held back as partial security for any adjustments and indemnification obligations and was paid within 18 months of the closing date.
The Company recorded $18 million for developed technology intangible assets with an estimated useful life of 3 years and recorded $62 million of goodwill. The Company incurred $1 million of acquisition-related costs, which were recorded as general and administrative expenses in its consolidated statement of operations in fiscal 2022.
XML 25 R12.htm IDEA: XBRL DOCUMENT v3.22.4
Cash Equivalents and Investments
 12 Months Ended
Jan. 31, 2023
Investments, Debt and Equity Securities [Abstract]  
Cash Equivalents and Investments Cash Equivalents and Investments
Cash Equivalents and Short-term Investments
The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:
 As of January 31, 2023
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(dollars in millions)
Cash equivalents:    
Money market funds$133 $— $— $133 
Total cash equivalents133 — — 133 
Short-term investments:    
U.S. treasury securities2,207 — (22)2,185 
Corporate debt securities133 — (2)131 
Total short-term investments2,340 — (24)2,316 
Total$2,473 $— $(24)$2,449 

 As of January 31, 2022
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(dollars in millions)
Cash equivalents:    
Money market funds$152 $— $— $152 
Total cash equivalents152 — — 152 
Short-term investments:   
U.S. treasury securities1,922 — (9)1,913 
Corporate debt securities331 — (2)329 
Total short-term investments2,253 — (11)2,242 
Total$2,405 $— $(11)$2,394 
All short-term investments were designated as available-for-sale securities as of January 31, 2023 and 2022.
The following table presents the contractual maturities of the Company's short-term investments:
 As of January 31, 2023
 
Amortized
Cost
Estimated
Fair Value
(dollars in millions)
Due within one year$2,097 $2,076 
Due between one to five years243 240 
Total$2,340 $2,316 
Interest receivable of $10 million and $6 million is included in Prepaid expenses and other current assets on the consolidated balance sheets as of January 31, 2023 and 2022, respectively.
The following table presents the fair values and unrealized losses related to the Company's investments in available-for-sale debt securities classified by length of time that the securities have been in a continuous unrealized loss position as of January 31, 2023:
 Less Than 12 MonthsMore Than 12 MonthsTotal
 
Estimated Fair Value
Unrealized
Losses
Estimated Fair Value
Unrealized
Losses
Estimated Fair Value
Unrealized
Losses
(dollars in millions)
U.S. treasury securities$1,204 $(9)$846 $(13)$2,050 $(22)
Corporate debt securities13 — 114 (2)127 (2)
Total$1,217 $(9)$960 $(15)$2,177 $(24)
The Company had 159 and 193 short-term investments in unrealized loss positions as of January 31, 2023 and 2022, respectively.
For available-for-sale debt securities that have unrealized losses, the Company evaluates whether (i) the Company has the intention to sell any of these investments, (ii) it is not more likely than not that the Company will be required to sell any of these available-for-sale debt securities before recovery of the entire amortized cost basis and (iii) the decline in the fair value of the investment is due to credit or non-credit related factors. There were no material credit or non-credit related impairments for short-term investments as of January 31, 2023 and 2022.
Strategic Investments
Strategic investments primarily include equity investments in privately held companies, which do not have a readily determinable fair value. As of January 31, 2023 and 2022, the balance of strategic investments was $25 million and $15 million, respectively.
XML 26 R13.htm IDEA: XBRL DOCUMENT v3.22.4
Fair Value Measurements
 12 Months Ended
Jan. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
 Three levels of inputs may be used to measure as follows:
Level 1—Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in
active markets.
Level 2—Valuations based on other inputs that are directly or indirectly observable in the marketplace.
Level 3—Valuations based on unobservable inputs that are supported by little or no market activity.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables present information about financial assets that were measured at fair value on a recurring basis using the above input categories:
 As of January 31, 2023
 Level 1
Level 2 
Level 3Total
(dollars in millions)
Assets:    
Cash equivalents:    
Money market funds$133 $— $— $133 
Total cash equivalents133 — — 133 
Short-term investments:
U.S. treasury securities— 2,185 — 2,185 
Corporate debt securities— 131 — 131 
Total short-term investments— 2,316 — 2,316 
Total cash equivalents and short-term investments$133 $2,316 $— $2,449 

 As of January 31, 2022
 Level 1
Level 2 
Level 3Total
(dollars in millions)
Assets:    
Cash equivalents:    
Money market funds$152 $— $— $152 
Total cash equivalents152 — — 152 
Short-term investments:
U.S. treasury securities— 1,913 — 1,913 
Corporate debt securities— 329 — 329 
Total short-term investments— 2,242 — 2,242 
Total cash equivalents and short-term investments$152 $2,242 $— $2,394 
The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable and accounts payable approximate fair value due to their short-term maturities and are excluded from the fair value tables above.
Fair Value Measurements of Other Financial Instruments
The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:
As of January 31, 2023
Principal Amount
Estimated
Fair Value 
(dollars in millions)
2025 convertible senior notes$1,060 $933 
2026 convertible senior notes$1,150 $981 
The Notes are recorded at face value less unamortized debt issuance costs (See Note 9 for additional details). The estimated fair values of the Notes, which are Level 2 financial instruments, were determined based on the quoted bid prices of the Notes in an over-the-counter market on the last trading day of the reporting period.
XML 27 R14.htm IDEA: XBRL DOCUMENT v3.22.4
Goodwill and Intangible Assets, net
 12 Months Ended
Jan. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets, net Goodwill and Intangible Assets, net
Goodwill
As of January 31, 2023 and 2022, goodwill was $5,400 million and $5,401 million, respectively. No goodwill impairments were recorded during fiscal 2023, 2022 and 2021.
Intangible Assets, net
Intangible assets consisted of the following:
 As of January 31, 2023
GrossAccumulated AmortizationNet
(dollars in millions)
Capitalized internal-use software costs$48 $(28)$20 
Purchased developed technology220 (93)127 
Customer relationships141 (62)79 
Trade name21 (7)14 
Software licenses1 — 1 
 $431 $(190)$241 

 As of January 31, 2022
GrossAccumulated AmortizationNet
(dollars in millions)
Capitalized internal-use software costs$36 $(24)$12 
Purchased developed technology220 (48)172 
Customer relationships141 (26)115 
Trade name21 (3)18 
 $418 $(101)$317 
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
As of January 31,
20232022
Purchased developed technology3.0 years4.0 years
Customer relationships3.4 years4.0 years
Trade name3.3 years4.3 years
As of January 31, 2023, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:
Remaining Amortization
(dollars in millions)
2024$84 
202572 
202663 
202720 
20282 
Thereafter— 
Total$241 
Amortization expense of intangible assets was $93 million, $69 million and $11 million in fiscal 2023, 2022 and 2021, respectively.
XML 28 R15.htm IDEA: XBRL DOCUMENT v3.22.4
Balance Sheet Components
 12 Months Ended
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Balance Sheet Components Balance Sheet Components
Property and Equipment, net
Property and equipment consisted of the following:  
 As of January 31,
 20232022
(dollars in millions)
Computers and equipment$— $1 
Furniture and fixtures19 17 
Leasehold improvements88 82 
Property and equipment, gross107 100 
Less accumulated depreciation(48)(35)
Property and equipment, net$59 $65 
Depreciation expense was $12 million in fiscal 2023 and 2022, and $9 million in fiscal 2021.
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
 As of January 31,
 20232022
(dollars in millions)
Accrued expenses$67 $48 
Accrued taxes payable5 7 
Operating lease liabilities32 27 
Other8 8 
Accrued expenses and other current liabilities$112 $90 
Other Liabilities, Noncurrent
Other liabilities, noncurrent consisted of the following:
 As of January 31,
 20232022
(dollars in millions)
Deferred tax liabilities$12 $9 
Other11 22 
Other liabilities, noncurrent$23 $31 
XML 29 R16.htm IDEA: XBRL DOCUMENT v3.22.4
Deferred Revenue and Performance Obligations
 12 Months Ended
Jan. 31, 2023
Revenue from Contract with Customer [Abstract]  
Deferred Revenue and Performance Obligations Deferred Revenue and Performance Obligations
Deferred Revenue
Deferred revenue, which is a contract liability, consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s contracts with customers and is recognized as the revenue recognition criteria are met.
Subscription revenue recognized during fiscal 2023 and 2022 included $952 million and $495 million, respectively, from deferred revenue balances at the beginning of the respective periods. Professional services and other revenue recognized in fiscal 2023 and 2022 from deferred revenue balances at the beginning of the respective periods was $14 million and $7 million, respectively.
Transaction Price Allocated to the Remaining Performance Obligations
Transaction price allocated to the remaining performance obligations represents all future, non-cancelable contracted revenue that has not yet been recognized, inclusive of deferred revenue that has been invoiced and non-cancelable amounts that will be invoiced and recognized as revenue in future periods.
Total remaining non-cancelable performance obligations under subscription contracts with customers was approximately $3,007 million as of January 31, 2023. Of this amount, the Company expects to recognize revenue of approximately $1,684 million, or 56%, over the next 12 months, with the balance to be recognized as revenue thereafter. Remaining performance obligations for professional services and other contracts as of January 31, 2023 were not material.
XML 30 R17.htm IDEA: XBRL DOCUMENT v3.22.4
Convertible Senior Notes, Net
 12 Months Ended
Jan. 31, 2023
Debt Disclosure [Abstract]  
Convertible Senior Notes, Net Convertible Senior Notes, Net
2023 Convertible Senior Notes
The 2023 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.25% per year. Interest is payable in cash semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2018. The outstanding 2023 Notes matured on February 15, 2023.
The terms of the 2023 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2023 Indenture"). Upon conversion, the 2023 Notes may be settled in
cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2023 Notes are convertible at an initial conversion rate of 20.6795 shares of Class A common stock per $1,000 principal amount of the 2023 Notes, which is equal to an initial conversion price of approximately $48.36 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2023 Indenture. As of January 31, 2023, an immaterial amount of 2023 Notes remained outstanding.
During fiscal 2023, the Company issued approximately 0.4 million shares of Class A common stock and paid an immaterial amount in cash to settle approximately $17 million principal amount of 2023 Notes.
As of January 31, 2023, the effective interest rate on the 2023 Notes was 0.85%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2023 Notes was 5.68%. Interest expense recognized related to the 2023 Notes was immaterial during fiscal 2023, 2022 and 2021.
The net carrying amount of the 2023 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$— $17 
Less: unamortized debt issuance costs and debt discount(1)
— (1)
Net carrying amount$— $16 
Equity component:(1)
2023 Notes$— $4 
Less: issuance costs— — 
Carrying amount of the equity component(2)
$— $4 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
Note Hedges
In connection with the pricing of the 2023 Notes, the Company entered into convertible note hedges with respect to its Class A common stock. The Note Hedges are purchased call options that give the Company the option to purchase shares, subject to anti-dilution adjustments substantially identical to those in the 2023 Notes, of its Class A common stock for approximately $48.36 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2023 Notes, exercisable upon conversion of the 2023 Notes. The Note Hedges will expire in 2023, if not exercised earlier. The Note Hedges are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2023 Notes under certain circumstances. The Note Hedges are separate transactions and are not part of the terms of the 2023 Notes. The Note Hedges meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
During fiscal 2023, the Company exercised and net-share-settled Note Hedges corresponding to approximately $12 million principal amount of 2023 Notes and received approximately 0.1 million shares of Class A common stock and an immaterial cash payment.
As of January 31, 2023, Note Hedges giving the Company the option to purchase approximately 0.1 million shares (subject to adjustment) remained outstanding.
Warrants
In connection with the issuance of the 2023 Notes, the Company entered into separate warrant transactions pursuant to which it sold net-share-settled (or, at the Company’s election subject to certain conditions, cash-settled) warrants to acquire shares, subject to anti-dilution adjustments, over 80 scheduled trading days beginning in May 2023 of the Company’s Class A common stock at an initial exercise price of approximately $68.06 per share (subject to adjustment). If the Warrants are not exercised on their exercise dates, they will expire. If the market value per share of the Company’s Class A common stock exceeds the applicable exercise price of the Warrants, the Warrants could have a dilutive effect on the Company’s Class A common stock unless, subject to the terms of the Warrants, the Company elects to cash settle the Warrants. The Warrants are separate transactions and are not part of the terms of the 2023 Notes or the Note Hedges. The Warrants meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
As of January 31, 2023, Warrants to acquire up to approximately 1 million shares (subject to adjustment) remained outstanding.
2025 Convertible Senior Notes
The 2025 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.125% per year. Interest is payable in cash semi-annually in arrears on March 1 and September 1 of each year, beginning on March 1, 2020. The 2025 Notes mature on September 1, 2025 unless earlier redeemed, repurchased or converted.
The terms of the 2025 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2025 Indenture"). Upon conversion, the 2025 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2025 Notes are convertible at an initial conversion rate of 5.2991 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equal to an initial conversion price of approximately $188.71 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2025 Indenture. Prior to the close of business on the business day immediately preceding June 1, 2025, holders of the 2025 Notes may convert all or a portion of their 2025 Notes only in multiples of $1,000 principal amount, under the following circumstances:
•during any fiscal quarter commencing after the fiscal quarter ending on January 31, 2020 (and only during such fiscal quarter), if the last reported sale price of Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2025 Notes on each applicable trading day;
•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2025 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of Class A common stock and the conversion rate on such trading day;
•if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
•upon the occurrence of specified corporate events, as described in the 2025 Indenture.
On or after June 1, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2025 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2023, the conditions allowing holders of the 2025 Notes to convert during the three months ending April 30, 2023 were not met, and as a result, the 2025 Notes were classified as noncurrent liabilities as of January 31, 2023.
The Company may redeem for cash all or any portion of the 2025 Notes, at its option, on or after September 6, 2022, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on and including the trading day preceding
the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.
Holders of the 2025 Notes who convert their 2025 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2025 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2025 Indenture), holders of the 2025 Notes may require the Company to repurchase all or a portion of their 2025 Notes at a price equal to 100% of the principal amount of the 2025 Notes being repurchased, plus any accrued and unpaid interest.
As of January 31, 2023, the effective interest rate on the 2025 Notes was 0.43%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2025 Notes was 4.10%. The following table sets forth total interest expense recognized related to the 2025 Notes:
Year Ended January 31,
202320222021
(dollars in millions)
Contractual interest expense$1 $1 $1 
Amortization of debt issuance costs3 2 2 
Amortization of debt discount(1)
— 36 34 
Total$4 $39 $37 
(1) Not applicable subsequent to the adoption of ASU 2020-06.
The net carrying amount of the 2025 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$1,060 $1,060 
Less: unamortized debt issuance costs and debt discount(1)
(8)(149)
Net carrying amount$1,052 $911 
Equity component:(1)
2025 Notes$— $221 
Less: issuance costs— (4)
Carrying amount of the equity component(2)
$— $217 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
2025 Capped Calls
In connection with the pricing of the 2025 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2025 Capped Calls are purchased call options that give the Company the option to purchase approximately 6 million shares, subject to anti-dilution adjustments substantially identical to those in the 2025 Notes, of its Class A common stock for approximately $188.71 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2025 Notes, exercisable upon conversion of the 2025 Notes. The 2025 Capped Calls have initial cap prices of $255.88 per share (subject to adjustment) and will expire in 2025, if not exercised earlier. The 2025 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2025 Notes under certain circumstances. The 2025 Capped Calls are separate transactions and are not part of the terms of the 2025 Notes. The 2025 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
2026 Convertible Senior Notes
The 2026 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.375% per year. Interest is payable in cash semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The 2026 Notes mature on June 15, 2026 unless earlier redeemed, repurchased or converted.
The terms of the 2026 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2026 Indenture"). Upon conversion, the 2026 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.
The 2026 Notes are convertible at an initial conversion rate of 4.1912 shares of Class A common stock per $1,000 principal amount of the 2026 Notes, which is equal to an initial conversion price of approximately $238.60 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2026 Indenture. Prior to the close of business on the business day immediately preceding March 15, 2026, holders of the 2026 Notes may convert all or a portion of their 2026 Notes only in multiples of $1,000 principal amount, under the following circumstances:
•during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2026 Notes on each applicable trading day;
•during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2026 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on such trading day;
•if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or
•upon the occurrence of specified corporate events, as described in the 2026 Indenture.
On or after March 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2023, the conditions allowing holders of the 2026 Notes to convert during the three months ending April 30, 2023 were not met, and as a result, the 2026 Notes were classified as noncurrent liabilities as of January 31, 2023.
The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after June 20, 2023, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which the Company provides notice of redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.
Holders of the 2026 Notes who convert their 2026 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2026 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2026 Indenture), holders of the 2026 Notes may require the Company to repurchase all or a portion of their 2026 Notes at a price equal to 100% of the principal amount of the 2026 Notes being repurchased, plus any accrued and unpaid interest.
As of January 31, 2023, the effective interest rate on the 2026 Notes was 0.60%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2026 Notes was 5.75%. The following table sets forth total interest expense recognized related to the 2026 Notes:
Year Ended January 31,
202320222021
(dollars in millions)
Contractual interest expense$4 $4 $3 
Amortization of debt issuance costs3 1 1 
Amortization of debt discount(1)
— 46 27 
Total$7 $51 $31 
(1) Not applicable subsequent to the adoption of ASU 2020-06.
The net carrying amount of the 2026 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$1,150 $1,150 
Less: unamortized debt issuance costs and debt discount(1)
(9)(245)
Net carrying amount$1,141 $905 
Equity component:(1)
2026 Notes$— $310 
Less: issuance costs— (4)
Carrying amount of the equity component(2)
$— $306 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
2026 Capped Calls
In connection with the pricing of the 2026 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2026 Capped Calls are purchased call options that give the Company the option to purchase approximately 5 million shares, subject to anti-dilution adjustments substantially identical to those in the 2026 Notes, of its Class A common stock for approximately $238.60 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2026 Notes, exercisable upon conversion of the 2026 Notes. The 2026 Capped Calls have initial cap prices of $360.14 per share (subject to adjustment) and will expire in 2026, if not exercised earlier. The 2026 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2026 Notes under certain circumstances. The 2026 Capped Calls are separate transactions and are not part of the terms of the 2026 Notes. The 2026 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.
XML 31 R18.htm IDEA: XBRL DOCUMENT v3.22.4
Leases
 12 Months Ended
Jan. 31, 2023
Leases [Abstract]  
Leases LeasesThe Company has entered into various non-cancelable office space operating leases with original lease periods expiring between 2023 and 2029. These leases do not contain material variable rent payments, residual value guarantees, financial covenants or other restrictions. The Company's corporate headquarters lease in San Francisco has a 10 year term, which expires in October 2028. The Company is entitled to two five-year options to extend this lease, subject to certain requirements.
Operating lease costs were as follows:
Year Ended January 31,
202320222021
(dollars in millions)
Operating lease costs(1)
$40 $38 $33 
(1)    Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
The weighted-average remaining term of operating leases was 5.1 years and 5.9 years as of January 31, 2023 and January 31, 2022, respectively, and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.3% and 5.5% as of January 31, 2023 and January 31, 2022, respectively.
Maturities of operating lease liabilities, which do not include short-term leases, were as follows:
As of January 31, 2023
Fiscal Year Ending January 31:(dollars in millions)
2024$43 
202542 
202632 
202731 
202831 
Thereafter24 
Total lease payments203 
Less imputed interest(26)
Less tenant improvement allowances not yet incurred(2)
Total operating lease liabilities$175 
Cash payments made related to operating lease liabilities were $44 million and $40 million in fiscal 2023 and 2022, respectively.
XML 32 R19.htm IDEA: XBRL DOCUMENT v3.22.4
Commitments and Contingencies
 12 Months Ended
Jan. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Letters of Credit
In conjunction with the execution of certain office space operating leases, letters of credit in the aggregate amount of $6 million and $9 million were issued and outstanding as of January 31, 2023 and January 31, 2022, respectively. No draws have been made under such letters of credit. Noncurrent restricted cash of $6 million associated with these letters of credit is included in Other assets on the consolidated balance sheets as of January 31, 2023 and January 31, 2022.
Legal Matters
From time to time in the normal course of business, the Company may be subject to various legal matters such as threatened or pending claims or proceedings.
On May 20, 2022, a purported shareholder filed a putative class action lawsuit in the United States District Court for the Northern District of California against the Company and certain of its executive officers, captioned In re Okta, Inc. Securities Litigation, No. 3:22-cv-02990. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, alleging that the defendants made false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuit seeks an order certifying the lawsuit as a class action and unspecified damages.
Additionally, two purported shareholders filed derivative lawsuits on behalf of the Company in the United States District Court for the Northern District of California against certain of its current and former executive officers and directors, captioned O’Dell v. McKinnon et al., No. 3:22-cv-07480 (filed Nov. 28, 2022), and LR Trust v. McKinnon et al., No. 3:22-cv-08627 (filed Dec. 13, 2022). The lawsuits allege, among other things, that the defendants breached their fiduciary duties by making false or misleading statements or omissions concerning the
Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuits seek orders permitting the plaintiffs to maintain this action derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants, and requiring the Company to make certain reforms to its corporate governance and controls.
The Company intends to defend these lawsuits vigorously. At this time, the Company is unable to predict the outcome or estimate the amount of loss or range of losses that could potentially result from these lawsuits.
Warranties and Indemnification
The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these obligations.
 The Company has entered into service-level agreements with a majority of its customers defining levels of uptime reliability and performance and permitting certain customers to receive credits for paid amounts related to subscription services when the Company fails to meet the defined levels of uptime. In very limited instances, the Company allows customers to early terminate their agreements in the event that the Company fails to meet those levels as they may constitute a breach of contract. If the customer did terminate, they would receive a refund of prepaid unused subscription fees. To date, the Company has not experienced any significant failures to meet defined levels of uptime reliability and performance as a result of those agreements and, as a result, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these warranties.
Agreements with customers and other third parties may include indemnification or other provisions under which the Company agrees to indemnify or otherwise be liable to them for losses suffered or incurred as a result of claims of intellectual property infringement, damages caused by us to property or persons, or other liabilities relating to or arising from the use of the Company’s platform or other acts or omissions. The Company cannot reasonably estimate potential payment obligations as a result of indemnification claims because it cannot predict when and under what circumstances they may be incurred. As a result, no material liabilities have been recognized in the accompanying consolidated financial statements related to these indemnification obligations.
XML 33 R20.htm IDEA: XBRL DOCUMENT v3.22.4
Common Stock and Stockholders' Equity
 12 Months Ended
Jan. 31, 2023
Equity [Abstract]  
Common Stock and Stockholders' Equity Common Stock and Stockholders' Equity
Common Stock
Holders of Class A and Class B common stock are entitled to one vote per share and 10 votes per share, respectively, and the shares of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder on a one-for-one basis, and are automatically converted into Class A common stock upon sale or transfer, subject to certain limited exceptions. Shares of Class A common stock are not convertible.
As of January 31, 2023, shares of common stock reserved for future issuance were as follows:
As of January 31, 2023
(shares in thousands)
Options and unvested RSUs outstanding15,728 
Available for future stock option and RSU grants25,228 
Available for ESPP6,831 
 47,787 
Awards Issued as Charitable ContributionsDuring fiscal 2023, 2022 and 2021, the Company issued 41,250, 30,000 and 42,500 shares, respectively, of Class A common stock as charitable contributions and recognized $4 million, $7 million and $9 million, respectively, as general and administrative expense in the consolidated statements of operations.
XML 34 R21.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans
 12 Months Ended
Jan. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Employee Incentive Plans Employee Incentive Plans
Equity Incentive Plans
The Company has two equity incentive plans: the 2009 Stock Plan (“2009 Plan”) and the 2017 Equity Incentive Plan (“2017 Plan”). All shares that remain available for future grants are under the 2017 Plan. As of January 31, 2023, options to purchase 1,758,264 shares of Class A common stock and 4,594,675 shares of Class B common stock remained outstanding.
The Company’s equity incentive plans provide for granting stock options, RSUs, restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.
Stock-based compensation expense by award type was as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Stock options$82 $132 $21 
RSUs 464 335 164 
ESPP 19 15 10 
Restricted stock awards112 84 — 
Total $677 $566 $195 
Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:
 Year Ended January 31,
 202320222021
(dollars in millions)
Cost of revenue: 
Subscription$69 $49 $21 
Professional services and other14 12 9 
Research and development275 193 63 
Sales and marketing159 136 53 
General and administrative160 176 49 
Total$677 $566 $195 
Stock Options
Options issued under the Plan generally are exercisable for periods not to exceed ten years and generally vest over four years with 25% vesting after one year and with the remainder vesting monthly thereafter in equal installments. Shares offered under the Plan may be: (i) authorized but unissued shares or (ii) treasury shares. 
A summary of stock option activity and related information was as follows:
 
Number of
Options 
(in thousands)
Weighted-
Average
Exercise
Price 
Weighted-
Average
Remaining
Contractual
Term
(Years)
Aggregate
Intrinsic Value
(in millions)
Outstanding as of January 31, 20227,984 $39.59 5.2$1,314 
Exercised (1,416)11.92 
Expired(26)189.80 
Forfeited(189)80.67 
Outstanding as of January 31, 20236,353 $43.92 4.3$331 
As of January 31, 2023
Vested and expected to vest6,353 $43.92 4.3$331 
Vested and exercisable 5,729 $29.75 3.9$323 
No options were granted during fiscal 2023. The weighted-average grant-date fair value of options granted was $211.58 and $63.32 during fiscal 2022 and 2021, respectively. The total grant-date fair value of stock options vested was $104 million, $314 million and $20 million during fiscal 2023, 2022 and 2021, respectively. The intrinsic value of the options exercised, which represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option, was $108 million, $545 million and $772 million during fiscal 2023, 2022 and 2021, respectively.
As of January 31, 2023 and January 31, 2022, there was a total of $90 million and $210 million, respectively, of unrecognized stock-based compensation expense related to options, which is being recognized over a weighted-average period of 1.8 years.
The Company used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions:
 Year Ended January 31,
 202320222021
Expected volatility— %46 %45 %
Expected term (in years)0.06.36.3
Risk-free interest rate— %
1.03%
0.37% - 0.44%
Expected dividend yield— — — 
Restricted Stock Units
A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:
 Number of
RSUs
(in thousands)		Weighted-
Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20226,226 $207.26 
Granted7,194 111.84 
Vested(2,556)180.81 
Forfeited(1,489)191.40 
Outstanding as of January 31, 20239,375 $143.77 
The Company granted 7,194,187 RSUs with an aggregate fair value of $805 million during fiscal 2023. As of January 31, 2023 and 2022, there was a total of $1,200 million and $1,152 million, respectively, of unrecognized stock-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 3.0 years, based on vesting under the award service conditions. The total fair value of RSUs vested during fiscal 2023, 2022 and 2021 was $229 million, $531 million and $410 million, respectively.
Market-based Restricted Stock Units
In March 2022, the Company granted market-based RSUs to certain members of management. The target number of market-based RSUs granted was 58,150. One-third of these market-based RSUs vest over each of a one-, two- and three-year performance period, each starting on February 1, 2022. The number of shares that can be earned ranges from 0% to 200% of the target number of shares based on the relative performance of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the respective performance periods and subject to continuous employment through the vesting dates. The $244.73 grant date fair value per target market-based RSU was determined using a Monte Carlo simulation approach. Compensation expense for awards with market conditions is recognized over the service period using the accelerated attribution method and is not reversed if the market condition is not met.
Restricted Stock Awards Issued in Connection with Business Combinations
In fiscal 2022, the Company entered into revesting agreements with the founders of the acquired businesses pursuant to which 1,269,008 restricted shares of Okta’s Class A common stock with a weighted-average fair value per share of $268.98 issued as of the respective closing dates will vest over 3 years.

In connection with the business combinations, as of January 31, 2023, there was $141 million of unrecognized stock-based compensation expense related to unvested restricted shares, which is being recognized over a weighted-average period of 1.3 years based on vesting under the award service conditions.
Employee Stock Purchase Plan
The ESPP provides for 12-month offering periods beginning June 21 and December 21 of each year, and each offering period consists of up to two six-month purchase periods. The ESPP contains a reset provision under which the offering period resets if the fair market value of the Company’s common stock on the purchase date is less than the fair market value on the offering date.
The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
Year Ended January 31,
202320222021
Expected volatility
63% - 90%
44% - 48%
48% - 54%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
2.46% - 4.67%
0.06% - 0.29%
0.09% - 0.18%
Expected dividend yield———
During fiscal 2023, the Company's employees purchased 491,965 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $63.97 per share, with proceeds of $31 million. During fiscal 2022, the Company's employees purchased 185,707 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $191.54 per share, with proceeds of $36 million.
As of January 31, 2023 and January 31, 2022, there was $26 million and $17 million, respectively, of unrecognized stock-based compensation expense related to the ESPP which is being recognized over a weighted-average vesting period of 0.7 years.
Employee Defined Contribution Plan
The Company has a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees. A portion of employee contributions are matched up to a fixed maximum dollar amount per year per employee. The Company began matching contributions in fiscal 2023. Matching contributions to the plan were $21 million during fiscal 2023.
XML 35 R22.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes
 12 Months Ended
Jan. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The domestic and foreign components of pre-tax loss for fiscal 2023, 2022 and 2021 were as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Domestic$(834)$(904)$(282)
Foreign33 54 16 
Loss before provision for (benefit from) income taxes$(801)$(850)$(266)
The components of the provision for (benefit from) income taxes for fiscal 2023, 2022 and 2021 were as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Current: 
Federal$— $— $— 
State2 — — 
Foreign5 4 1 
Total current provision for income taxes7 4 1 
Deferred: 
Federal— (8)— 
State— (1)— 
Foreign7 3 (1)
Total deferred provision for (benefit from) income taxes7 (6)(1)
Total provision for (benefit from) income taxes$14 $(2)$— 
For fiscal 2023, the income tax expense resulted primarily from income tax expense related to profitable foreign jurisdictions, the tax impact of shortfalls from stock-based compensation in the United Kingdom, and state taxes. For fiscal 2022, the income tax benefit resulted from the release of valuation allowance in the United States in connection with acquisitions and excess tax benefits from stock-based compensation in the United Kingdom, offset by income tax expense related to profitable foreign jurisdictions. For fiscal 2021, the income tax expense from profitable jurisdictions was partially offset by excess tax benefits from stock-based compensation in the United Kingdom.
 The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2023, 2022 and 2021:
 Year Ended January 31,
 202320222021
Tax at federal statutory rate21.0 %21.0 %21.0 %
State income taxes, net of federal benefit3.6 3.9 4.1 
Change in valuation allowance(9.9)(36.1)(101.0)
Stock-based compensation(12.3)8.4 70.2 
Research and development credits2.6 3.6 6.4 
Non-deductible expenses(5.4)— — 
Other, net(1.2)(0.6)(0.8)
Effective tax rate(1.6)%0.2 %(0.1)%
The Tax Cuts and Jobs Act enacted on December 22, 2017 amended Internal Revenue Code Section 174 to require that specific research and experimental (“R&E”) expenditures be capitalized and amortized over five years (U.S. R&E) or fifteen years (non-U.S. R&E) beginning in fiscal 2023. The capitalization of R&E expenditures resulted in a deferred tax asset of $189 million. Additionally, the effective tax rate was impacted by (5.4)% due to
certain tax deductions being disavowed, which further resulted in the utilization of federal and state tax attributes to offset this impact.
The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2023 and 2022 were as follows:
 As of January 31,
 20232022
(dollars in millions)
Deferred tax assets: 
Net operating loss carryforwards$817 $955 
Capitalized research expenditures189 — 
Stock-based compensation52 48 
Operating lease liabilities43 50 
Other reserves and accruals31 40 
Research and development and other credits113 92 
Total deferred tax assets1,245 1,185 
Valuation allowance(1,078)(904)
Total deferred tax assets, net167 281 
Deferred tax liabilities:
Convertible debt— (91)
Deferred commissions(77)(68)
Other deferred tax liabilities(5)(3)
Operating lease right-of-use assets(31)(37)
Depreciation and amortization(56)(78)
Total deferred tax liabilities(169)(277)
Net deferred tax assets (liabilities)$(2)$4 
As a result of continuing losses, the Company has determined that it is not more likely than not that it will realize the benefits of the U.S. deferred tax assets and, therefore, the Company has recorded a valuation allowance to reduce the carrying value of the U.S. deferred tax assets, net of U.S. deferred tax liabilities. The U.S. valuation allowance increased by $174 million and $349 million during fiscal 2023 and 2022, respectively.
As of January 31, 2023, the Company had approximately $3,208 million of federal and $2,108 million of state net operating loss carryforwards available to offset future taxable income. If not utilized, the federal and state net operating loss carryforwards will begin to expire in 2029 and 2023, respectively. As of January 31, 2023, the Company had approximately $46 million of UK net operating losses which do not expire.
As of January 31, 2023, the Company had federal research and development tax credit carryforwards of $98 million and California research and development tax credit carryforwards of $65 million. The federal research and development credits will start to expire in 2030 while the California research and development credits do not expire.
The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of future ownership changes as defined in Section 382 of the Internal Revenue Code and similar state tax laws.
Accounting guidance for income taxes requires a deferred tax liability to be established for the U.S. tax impact of undistributed earnings of foreign subsidiaries unless it can be shown that these earnings will be permanently reinvested outside the U.S. If the Company repatriated its accumulated foreign earnings, any deferred income taxes for the estimated U.S. income tax, foreign income tax, and applicable withholding taxes on earnings of subsidiaries is insignificant.
A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year$37 $22 $16 
Additions based on tax positions related to a prior year1 5 — 
Additions based on tax positions related to current year7 10 7 
Reductions based on tax positions taken in a prior year (2)— (1)
Gross amount of unrecognized tax benefits as of the end of the year$43 $37 $22 
The Company is subject to taxation in the U.S. and various other state and foreign jurisdictions. As the Company has net operating loss carryforwards for the U.S. federal and state jurisdictions, the statute of limitations is open for all years. For material foreign jurisdictions, the tax years open to examination include the tax years 2017 and forward.
As of January 31, 2023 and 2022, the Company has an immaterial amount of unrecognized tax benefits that if recognized would impact the effective tax rate. As of January 31, 2021, the Company had no unrecognized tax benefits that if recognized would impact the effective tax rate. The Company's policy is to include interest and penalties related to unrecognized tax benefits within the provision for income taxes. As of January 31, 2023, 2022 and 2021, the Company has not accrued a material amount in interest and penalties related to unrecognized tax benefits. The Company does not have any significant uncertain tax positions as of January 31, 2023 for which it is reasonably possible that the positions will increase or decrease within the next twelve months.
XML 36 R23.htm IDEA: XBRL DOCUMENT v3.22.4
Net Loss Per Share
 12 Months Ended
Jan. 31, 2023
Earnings Per Share [Abstract]  
Net Loss Per Share Net Loss Per Share The Company computes net loss per share of common stock in conformity with the two-class method required for participating securities. The following table presents the calculation of basic and diluted net loss per share:
Year Ended January 31,
 202320222021
Class AClass BClass AClass B
Class A
Class B
(dollars in millions, shares in thousands, except per share data)
Numerator:  
Net loss$(778)$(37)$(806)$(42)$(249)$(17)
Denominator:  
Weighted-average shares outstanding, basic and diluted150,891 7,132 140,684 7,352 118,882 8,330 
Net loss per share, basic and diluted$(5.16)$(5.16)$(5.73)$(5.73)$(2.09)$(2.09)
As the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows:
Year Ended January 31,
 202320222021
(shares in thousands)
Issued and outstanding stock options6,353 7,984 8,250 
Unvested RSUs issued and outstanding9,317 6,226 4,452 
Unvested market-based RSUs issued and outstanding116 — — 
Unvested restricted stock awards issued and outstanding627 1,269 — 
Shares committed under the ESPP921 253 137 
Shares related to the 2023 Notes— 356 832 
Shares subject to warrants related to the issuance of the 2023 Notes1,048 1,048 1,048 
Shares related to the 2025 Notes5,617 5,617 5,617 
Shares related to the 2026 Notes4,820 4,820 4,820 
 28,819 27,573 25,156 
The Company uses the if-converted method for calculating any potential dilutive effect of the conversion options embedded in the Notes on diluted net income per share, if applicable. The conversion options of the 2023 Notes, 2025 Notes and 2026 Notes are dilutive in periods of net income on a weighted-average basis using an assumed conversion date equal to the later of the beginning of the reporting period and the date of issuance of the respective Notes. The exercise rights of the Warrants will have a dilutive impact on net income per share of common stock under the treasury-stock method when the average market price per share of the Company’s Class A common stock for a given period exceeds the conversion price of $68.06 per share.
XML 37 R24.htm IDEA: XBRL DOCUMENT v3.22.4
Restructuring and Other Charges
 12 Months Ended
Jan. 31, 2023
Restructuring and Related Activities [Abstract]  
Restructuring and Other Charges Restructuring and Other Charges
During the third quarter of fiscal 2023, the Company announced a real estate optimization plan which provided for closing duplicative sites and decommissioning underutilized offices and floors. As a result, the Company recognized non-cash lease impairment charges. The non-cash lease impairment charges represent the amount that the carrying value of the asset groups exceeded their estimated fair values. The asset groups primarily include operating lease right-of-use assets, leasehold improvements, and related property and equipment. To estimate the fair value of the asset group, the Company utilized a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate.
During the fourth quarter of fiscal 2023, the Company approved a restructuring plan (the “Restructuring Plan”) intended to reduce operating expenses and improve profitability. The Restructuring Plan involves a reduction of the Company’s workforce by approximately 300 full-time employees.
The Restructuring Plan is expected to be substantially complete by the first quarter of fiscal 2024. Aggregate restructuring costs associated with the Restructuring Plan are estimated to be approximately $15 million. The charges that the Company expects to incur throughout the completion of its Restructuring Plan are subject to a number of assumptions, including local law requirements in various jurisdictions, and the actual remaining expenses may differ from the original estimates.
The following table summarizes the Company’s restructuring and other charges during the period:
Year Ended January 31,
2023
(dollars in millions)
Severance and termination benefit costs$15 
Lease impairment charges14
Total$29 
The following table summarizes the Company’s restructuring liability that is included in accrued expenses and other current liabilities on the consolidated balance sheet:
Severance and termination benefit costs
(dollars in millions)
Balance as of January 31, 2022$— 
Restructuring charges15
Cash payments— 
Balance as of January 31, 2023$15 
XML 38 R25.htm IDEA: XBRL DOCUMENT v3.22.4
Geographical Information
 12 Months Ended
Jan. 31, 2023
Segment Reporting [Abstract]  
Geographical Information Geographical Information
Revenue by location is determined by the billing address of the customer. The following table sets forth revenue by geographic area:
 Year Ended January 31,
 202320222021
(dollars in millions)
United States$1,456 $1,036 $702 
International402 264 133 
Total$1,858 $1,300 $835 
Other than the United States, no individual country exceeded 10% of total revenue for fiscal 2023, 2022 and 2021.
Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of January 31, 2023 and 2022, substantially all of the Company’s property and equipment was located in the United States.
XML 39 R26.htm IDEA: XBRL DOCUMENT v3.22.4
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Jan. 31, 2023
Accounting Policies [Abstract]  
Basis of Presentation The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America.
Principles of Consolidation All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As result, the Company operates in one reportable segment.
Fiscal Period The Company’s fiscal year ends on January 31. References to fiscal 2023, for example, refer to the fiscal year ended January 31, 2023.
Reclassifications Certain reclassifications of components of prior period operating cash flows have been made in the consolidated statements of cash flows to conform to the current period presentation. These reclassifications had no impact on the aggregate cash flow classifications as previously reported.
Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation.
Foreign Currency The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2023, 2022 or 2021. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.
Revenue Recognition, Deferred Revenue, Remaining Performance Obligations and Cost of Revenue Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platform through arrangements that are generally one to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted
usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.
Revenue recognition is determined through the following steps:
•Identification of the contract, or contracts, with a customer;
•Identification of the performance obligations in the contract;
•Determination of the transaction price;
•Allocation of the transaction price to the performance obligations in the contract; and
•Recognition of revenue when, or as, the performance obligations are satisfied.
The Company recognizes revenue net of any applicable value added or sales tax.
Subscription Revenue
Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.
Professional Services Revenue
Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.
Contracts with Multiple Performance Obligations
Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price ("SSP") basis.
The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.
Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs.
Deferred Commissions Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology and other factors.
Sales commissions for renewal contracts (which are not considered commensurate with sales commissions for new revenue contracts and incremental sales to existing customers) are deferred and then amortized on a straight-line basis over the related period of benefit, which is generally two years, as determined by considering the average contractual term for renewal contracts.
Sales commissions capitalized as contract costs totaled $121 million and $171 million in fiscal 2023 and 2022, respectively. Amortization of contract costs was $84 million, $57 million and $40 million in fiscal 2023, 2022 and 2021, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.
Research and Development Research and development expense incurred in the normal course of business is expensed as incurred.
Software Development Costs Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.
Advertising Expenses Advertising costs are expensed as incurred.
Restructuring and Other Charges
Restructuring generally includes significant actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.

Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.
Stock-Based Compensation
The Company's equity incentive plans provide for granting stock options, restricted stock units ("RSUs"), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.
Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period.
The fair value of each option and ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield
of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the requisite service period for options, and over the offering period for ESPP awards. The expected term of the Company’s stock options granted to employees has been determined utilizing the simplified method due to lack of historical exercise data. The expected volatility has been determined using a weighted-average of the historical volatility measures of a group of guideline companies and the Company's own historical volatility. The risk-free interest rate used is based on the U.S. Treasury yield in effect at the time of grant for a period consistent with the expected term of the award. The expected dividend is assumed to be zero as the Company has never declared or paid any cash dividends and do not currently intend to declare dividends in the foreseeable future.
The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally four years.
The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.
The assumptions used to determine the fair value of the stock awards represent management's best estimates. These estimates involve inherent uncertainties and the application of management's judgment. Forfeitures are accounted for as they occur.
Income Taxes
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.
The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.
The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.
Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2023 and 2022.
Short-Term Investments
The Company’s short-term investments comprise of U.S. treasury securities and corporate debt securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets.
Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors.
The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest income and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest income and other, net in the consolidated statements of operations.
Strategic Investments
The Company's strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.
In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires significant Company judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.
Accounts Receivable and Allowances Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.
Property and Equipment
Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.
The useful lives of property and equipment are as follows:
Useful lives
Computers and equipment3 years
Furniture and fixtures7 years
Leasehold improvementsShorter of estimated useful life or remaining lease term
Business Combinations
Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill.

The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s product portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.
Goodwill and Other Long-Lived Assets
Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.
Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company is less than the carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of the Company is less than the carrying amount, a quantitative assessment is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. The Company also has the option to bypass the qualitative assessment, and perform the quantitative assessment. No goodwill impairments were recorded during the years presented.
Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.
Operating Leases and Incremental Borrowing Rate
The Company leases office space under operating leases with expiration dates through 2029. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. The estimation of the incremental borrowing rate is based on an estimate of the Company's unsecured borrowing rate for its Notes, adjusted for tenor and collateralized security features. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.
For leases with a lease term of 12 months or less ("short-term leases"), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.
Loss Contingencies The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.
Concentrations of Risk
Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company's policy is designed to limit exposure from any particular issuer or institution.
Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company's accounts receivable balance or total revenue.
The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company's service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.
Net Loss per Share Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period without consideration for potentially dilutive securities as they do not share in losses. The diluted net loss per share attributable to common stockholders is computed giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, unvested RSUs, unvested common stock and restricted stock issued in connection with certain business combinations, convertible senior notes and warrants are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights.
Recently Adopted Accounting Pronouncements
ASU No. 2020-06
The Company adopted ASU 2020-06, effective February 1, 2022, using the modified retrospective method. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods.
The new guidance simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, the guidance removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, no longer requires separately presenting in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature is no longer amortized into income as interest expense over the life of the instrument. Instead, the convertible debt instrument is accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative, or (2) a convertible debt instrument was issued at a substantial premium. Additionally, the guidance requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share, which is consistent with the Company’s accounting treatment prior to the adoption of the new guidance.
The Company recognized a cumulative effect of initially applying the guidance as an adjustment to the February 1, 2022 opening balance of accumulated deficit. Due to the elimination of the equity conversion component of the Company’s convertible senior notes outstanding as of February 1, 2022, additional paid-in capital was reduced. The elimination of the equity conversion component had the effect of increasing the Company’s net debt balance. The reduction of other liabilities is related to changes to the Company’s deferred tax liabilities.
ASU No. 2021-08
The Company adopted the Financial Accounting Standards Board ("FASB") issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), effective February 1, 2022, on a prospective basis. The update requires contract assets and contract liabilities acquired in a business combination be recognized and measured in accordance with the latest revenue guidance. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.
ASU No. 2021-04
The Company adopted the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”), effective February 1, 2022, on a prospective basis. The new guidance addresses specific guidance related to modifications or exchanges of freestanding equity-classified written call options (such as warrants) by specifying the accounting for various modification scenarios. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.
Fair Value Measurement
Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
 Three levels of inputs may be used to measure as follows:
Level 1—Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in
active markets.
Level 2—Valuations based on other inputs that are directly or indirectly observable in the marketplace.
Level 3—Valuations based on unobservable inputs that are supported by little or no market activity.
XML 40 R27.htm IDEA: XBRL DOCUMENT v3.22.4
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Jan. 31, 2023
Accounting Policies [Abstract]  
Schedule of Property Plant and Equipment Estimated Useful Life The useful lives of property and equipment are as follows:
Useful lives
Computers and equipment3 years
Furniture and fixtures7 years
Leasehold improvementsShorter of estimated useful life or remaining lease term
Property and equipment consisted of the following:  
 As of January 31,
 20232022
(dollars in millions)
Computers and equipment$— $1 
Furniture and fixtures19 17 
Leasehold improvements88 82 
Property and equipment, gross107 100 
Less accumulated depreciation(48)(35)
Property and equipment, net$59 $65 
Schedule of Impact of New Accounting Pronouncements The adoption of the new guidance resulted in the following changes to the Company’s consolidated balance sheet as of February 1, 2022:
Balance at
January 31, 2022		Adjustments from Adoption of ASU 2020-06Balance at
February 1, 2022
(dollars in millions)
Liabilities
Convertible senior notes, net$16 $1 $17 
Convertible senior notes, net, noncurrent1,816 372 2,188 
Other liabilities, noncurrent31 (1)30 
Stockholders’ equity
Additional paid-in capital7,750 (528)7,222 
Accumulated deficit(1,816)156 (1,660)
XML 41 R28.htm IDEA: XBRL DOCUMENT v3.22.4
Cash Equivalents and Investments (Tables)
 12 Months Ended
Jan. 31, 2023
Investments, Debt and Equity Securities [Abstract]  
Schedule of Amortized Costs, Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Short-term Investments The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:
 As of January 31, 2023
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(dollars in millions)
Cash equivalents:    
Money market funds$133 $— $— $133 
Total cash equivalents133 — — 133 
Short-term investments:    
U.S. treasury securities2,207 — (22)2,185 
Corporate debt securities133 — (2)131 
Total short-term investments2,340 — (24)2,316 
Total$2,473 $— $(24)$2,449 
 As of January 31, 2022
 
Amortized
Cost
Unrealized
Gain
Unrealized
Loss
Estimated
Fair Value 
(dollars in millions)
Cash equivalents:    
Money market funds$152 $— $— $152 
Total cash equivalents152 — — 152 
Short-term investments:   
U.S. treasury securities1,922 — (9)1,913 
Corporate debt securities331 — (2)329 
Total short-term investments2,253 — (11)2,242 
Total$2,405 $— $(11)$2,394 
Schedule of Contractual Maturities of Short-term Investments The following table presents the contractual maturities of the Company's short-term investments:
 As of January 31, 2023
 
Amortized
Cost
Estimated
Fair Value
(dollars in millions)
Due within one year$2,097 $2,076 
Due between one to five years243 240 
Total$2,340 $2,316 
Schedule of Unrealized Loss Position and Fair Value of Debt Securities The following table presents the fair values and unrealized losses related to the Company's investments in available-for-sale debt securities classified by length of time that the securities have been in a continuous unrealized loss position as of January 31, 2023:
 Less Than 12 MonthsMore Than 12 MonthsTotal
 
Estimated Fair Value
Unrealized
Losses
Estimated Fair Value
Unrealized
Losses
Estimated Fair Value
Unrealized
Losses
(dollars in millions)
U.S. treasury securities$1,204 $(9)$846 $(13)$2,050 $(22)
Corporate debt securities13 — 114 (2)127 (2)
Total$1,217 $(9)$960 $(15)$2,177 $(24)
XML 42 R29.htm IDEA: XBRL DOCUMENT v3.22.4
Fair Value Measurements (Tables)
 12 Months Ended
Jan. 31, 2023
Fair Value Disclosures [Abstract]  
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables present information about financial assets that were measured at fair value on a recurring basis using the above input categories:
 As of January 31, 2023
 Level 1
Level 2 
Level 3Total
(dollars in millions)
Assets:    
Cash equivalents:    
Money market funds$133 $— $— $133 
Total cash equivalents133 — — 133 
Short-term investments:
U.S. treasury securities— 2,185 — 2,185 
Corporate debt securities— 131 — 131 
Total short-term investments— 2,316 — 2,316 
Total cash equivalents and short-term investments$133 $2,316 $— $2,449 

 As of January 31, 2022
 Level 1
Level 2 
Level 3Total
(dollars in millions)
Assets:    
Cash equivalents:    
Money market funds$152 $— $— $152 
Total cash equivalents152 — — 152 
Short-term investments:
U.S. treasury securities— 1,913 — 1,913 
Corporate debt securities— 329 — 329 
Total short-term investments— 2,242 — 2,242 
Total cash equivalents and short-term investments$152 $2,242 $— $2,394 
Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:
As of January 31, 2023
Principal Amount
Estimated
Fair Value 
(dollars in millions)
2025 convertible senior notes$1,060 $933 
2026 convertible senior notes$1,150 $981 
XML 43 R30.htm IDEA: XBRL DOCUMENT v3.22.4
Goodwill and Intangible Assets, net (Tables)
 12 Months Ended
Jan. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Intangible Assets, net
Intangible assets consisted of the following:
 As of January 31, 2023
GrossAccumulated AmortizationNet
(dollars in millions)
Capitalized internal-use software costs$48 $(28)$20 
Purchased developed technology220 (93)127 
Customer relationships141 (62)79 
Trade name21 (7)14 
Software licenses1 — 1 
 $431 $(190)$241 

 As of January 31, 2022
GrossAccumulated AmortizationNet
(dollars in millions)
Capitalized internal-use software costs$36 $(24)$12 
Purchased developed technology220 (48)172 
Customer relationships141 (26)115 
Trade name21 (3)18 
 $418 $(101)$317 
The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:
 Weighted-Average Remaining Useful Life
As of January 31,
20232022
Purchased developed technology3.0 years4.0 years
Customer relationships3.4 years4.0 years
Trade name3.3 years4.3 years
Schedule of Estimated Remaining Amortization Expense for Intangible Assets
As of January 31, 2023, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:
Remaining Amortization
(dollars in millions)
2024$84 
202572 
202663 
202720 
20282 
Thereafter— 
Total$241 
Amortization expense of intangible assets was $93 million, $69 million and $11 million in fiscal 2023, 2022 and 2021, respectively.
XML 44 R31.htm IDEA: XBRL DOCUMENT v3.22.4
Balance Sheet Components (Tables)
 12 Months Ended
Jan. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Property and Equipment, net The useful lives of property and equipment are as follows:
Useful lives
Computers and equipment3 years
Furniture and fixtures7 years
Leasehold improvementsShorter of estimated useful life or remaining lease term
Property and equipment consisted of the following:  
 As of January 31,
 20232022
(dollars in millions)
Computers and equipment$— $1 
Furniture and fixtures19 17 
Leasehold improvements88 82 
Property and equipment, gross107 100 
Less accumulated depreciation(48)(35)
Property and equipment, net$59 $65 
Schedule of Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following:
 As of January 31,
 20232022
(dollars in millions)
Accrued expenses$67 $48 
Accrued taxes payable5 7 
Operating lease liabilities32 27 
Other8 8 
Accrued expenses and other current liabilities$112 $90 
Schedule of Other Liabilities, noncurrent Other liabilities, noncurrent consisted of the following:
 As of January 31,
 20232022
(dollars in millions)
Deferred tax liabilities$12 $9 
Other11 22 
Other liabilities, noncurrent$23 $31 
XML 45 R32.htm IDEA: XBRL DOCUMENT v3.22.4
Convertible Senior Notes, Net (Tables)
 12 Months Ended
Jan. 31, 2023
Debt Disclosure [Abstract]  
Schedule of Convertible Debt The net carrying amount of the 2023 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$— $17 
Less: unamortized debt issuance costs and debt discount(1)
— (1)
Net carrying amount$— $16 
Equity component:(1)
2023 Notes$— $4 
Less: issuance costs— — 
Carrying amount of the equity component(2)
$— $4 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
The net carrying amount of the 2025 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$1,060 $1,060 
Less: unamortized debt issuance costs and debt discount(1)
(8)(149)
Net carrying amount$1,052 $911 
Equity component:(1)
2025 Notes$— $221 
Less: issuance costs— (4)
Carrying amount of the equity component(2)
$— $217 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
The net carrying amount of the 2026 Notes consisted of the following:
As of January 31, 2023As of January 31, 2022
(dollars in millions)
Liability component:
Principal$1,150 $1,150 
Less: unamortized debt issuance costs and debt discount(1)
(9)(245)
Net carrying amount$1,141 $905 
Equity component:(1)
2026 Notes$— $310 
Less: issuance costs— (4)
Carrying amount of the equity component(2)
$— $306 
(1) Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. (2) Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.
Schedule of Interest Expense The following table sets forth total interest expense recognized related to the 2025 Notes:
Year Ended January 31,
202320222021
(dollars in millions)
Contractual interest expense$1 $1 $1 
Amortization of debt issuance costs3 2 2 
Amortization of debt discount(1)
— 36 34 
Total$4 $39 $37 
(1) Not applicable subsequent to the adoption of ASU 2020-06.The following table sets forth total interest expense recognized related to the 2026 Notes:
Year Ended January 31,
202320222021
(dollars in millions)
Contractual interest expense$4 $4 $3 
Amortization of debt issuance costs3 1 1 
Amortization of debt discount(1)
— 46 27 
Total$7 $51 $31 
(1) Not applicable subsequent to the adoption of ASU 2020-06.
XML 46 R33.htm IDEA: XBRL DOCUMENT v3.22.4
Leases (Tables)
 12 Months Ended
Jan. 31, 2023
Leases [Abstract]  
Schedule of Operating Lease Costs
Operating lease costs were as follows:
Year Ended January 31,
202320222021
(dollars in millions)
Operating lease costs(1)
$40 $38 $33 
(1)    Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.
Schedule of Maturities of Operating Leases Maturities of operating lease liabilities, which do not include short-term leases, were as follows:
As of January 31, 2023
Fiscal Year Ending January 31:(dollars in millions)
2024$43 
202542 
202632 
202731 
202831 
Thereafter24 
Total lease payments203 
Less imputed interest(26)
Less tenant improvement allowances not yet incurred(2)
Total operating lease liabilities$175 
XML 47 R34.htm IDEA: XBRL DOCUMENT v3.22.4
Common Stock and Stockholders' Equity (Tables)
 12 Months Ended
Jan. 31, 2023
Equity [Abstract]  
Schedule of Common Stock Reserved for Future Issuance As of January 31, 2023, shares of common stock reserved for future issuance were as follows:
As of January 31, 2023
(shares in thousands)
Options and unvested RSUs outstanding15,728 
Available for future stock option and RSU grants25,228 
Available for ESPP6,831 
 47,787 
XML 48 R35.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans (Tables)
 12 Months Ended
Jan. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock-based Compensation Expense by Award Type Stock-based compensation expense by award type was as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Stock options$82 $132 $21 
RSUs 464 335 164 
ESPP 19 15 10 
Restricted stock awards112 84 — 
Total $677 $566 $195 
Schedule of Stock-based Compensation Expense by Statement of Operations Location Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:
 Year Ended January 31,
 202320222021
(dollars in millions)
Cost of revenue: 
Subscription$69 $49 $21 
Professional services and other14 12 9 
Research and development275 193 63 
Sales and marketing159 136 53 
General and administrative160 176 49 
Total$677 $566 $195 
Schedule of Stock Option Activity A summary of stock option activity and related information was as follows:
 
Number of
Options 
(in thousands)
Weighted-
Average
Exercise
Price 
Weighted-
Average
Remaining
Contractual
Term
(Years)
Aggregate
Intrinsic Value
(in millions)
Outstanding as of January 31, 20227,984 $39.59 5.2$1,314 
Exercised (1,416)11.92 
Expired(26)189.80 
Forfeited(189)80.67 
Outstanding as of January 31, 20236,353 $43.92 4.3$331 
As of January 31, 2023
Vested and expected to vest6,353 $43.92 4.3$331 
Vested and exercisable 5,729 $29.75 3.9$323 
Schedule of Black-Scholes Option Pricing Model Estimated Fair Value Assumptions The Company used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions:
 Year Ended January 31,
 202320222021
Expected volatility— %46 %45 %
Expected term (in years)0.06.36.3
Risk-free interest rate— %
1.03%
0.37% - 0.44%
Expected dividend yield— — — 
Schedule of Nonvested Restricted Stock Units Activity A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:
 Number of
RSUs
(in thousands)		Weighted-
Average
Grant Date Fair Value Per Share
Outstanding as of January 31, 20226,226 $207.26 
Granted7,194 111.84 
Vested(2,556)180.81 
Forfeited(1,489)191.40 
Outstanding as of January 31, 20239,375 $143.77 
Schedule of ESPP Black-Scholes Option Pricing Model Estimated Fair Value Assumptions The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:
Year Ended January 31,
202320222021
Expected volatility
63% - 90%
44% - 48%
48% - 54%
Expected term (in years)
0.5 - 1.0
0.5 - 1.0
0.5 - 1.0
Risk-free interest rate
2.46% - 4.67%
0.06% - 0.29%
0.09% - 0.18%
Expected dividend yield———
XML 49 R36.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes (Tables)
 12 Months Ended
Jan. 31, 2023
Income Tax Disclosure [Abstract]  
Schedule of Domestic and Foreign Components of Pre-tax Loss The domestic and foreign components of pre-tax loss for fiscal 2023, 2022 and 2021 were as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Domestic$(834)$(904)$(282)
Foreign33 54 16 
Loss before provision for (benefit from) income taxes$(801)$(850)$(266)
Schedule of Components of Provision for (Benefit from) Income Taxes The components of the provision for (benefit from) income taxes for fiscal 2023, 2022 and 2021 were as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Current: 
Federal$— $— $— 
State2 — — 
Foreign5 4 1 
Total current provision for income taxes7 4 1 
Deferred: 
Federal— (8)— 
State— (1)— 
Foreign7 3 (1)
Total deferred provision for (benefit from) income taxes7 (6)(1)
Total provision for (benefit from) income taxes$14 $(2)$— 
Schedule of Effective Income Tax Rate Reconciliation The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2023, 2022 and 2021:
 Year Ended January 31,
 202320222021
Tax at federal statutory rate21.0 %21.0 %21.0 %
State income taxes, net of federal benefit3.6 3.9 4.1 
Change in valuation allowance(9.9)(36.1)(101.0)
Stock-based compensation(12.3)8.4 70.2 
Research and development credits2.6 3.6 6.4 
Non-deductible expenses(5.4)— — 
Other, net(1.2)(0.6)(0.8)
Effective tax rate(1.6)%0.2 %(0.1)%
Schedule of Deferred Tax Assets and Liabilities The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2023 and 2022 were as follows:
 As of January 31,
 20232022
(dollars in millions)
Deferred tax assets: 
Net operating loss carryforwards$817 $955 
Capitalized research expenditures189 — 
Stock-based compensation52 48 
Operating lease liabilities43 50 
Other reserves and accruals31 40 
Research and development and other credits113 92 
Total deferred tax assets1,245 1,185 
Valuation allowance(1,078)(904)
Total deferred tax assets, net167 281 
Deferred tax liabilities:
Convertible debt— (91)
Deferred commissions(77)(68)
Other deferred tax liabilities(5)(3)
Operating lease right-of-use assets(31)(37)
Depreciation and amortization(56)(78)
Total deferred tax liabilities(169)(277)
Net deferred tax assets (liabilities)$(2)$4 
Schedule of Unrecognized Tax Benefits Roll Forward A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:
 Year Ended January 31,
 202320222021
(dollars in millions)
Gross amount of unrecognized tax benefits as of the beginning of the year$37 $22 $16 
Additions based on tax positions related to a prior year1 5 — 
Additions based on tax positions related to current year7 10 7 
Reductions based on tax positions taken in a prior year (2)— (1)
Gross amount of unrecognized tax benefits as of the end of the year$43 $37 $22 
XML 50 R37.htm IDEA: XBRL DOCUMENT v3.22.4
Net Loss Per Share (Tables)
 12 Months Ended
Jan. 31, 2023
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share:
Year Ended January 31,
 202320222021
Class AClass BClass AClass B
Class A
Class B
(dollars in millions, shares in thousands, except per share data)
Numerator:  
Net loss$(778)$(37)$(806)$(42)$(249)$(17)
Denominator:  
Weighted-average shares outstanding, basic and diluted150,891 7,132 140,684 7,352 118,882 8,330 
Net loss per share, basic and diluted$(5.16)$(5.16)$(5.73)$(5.73)$(2.09)$(2.09)
Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Per Share Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows:
Year Ended January 31,
 202320222021
(shares in thousands)
Issued and outstanding stock options6,353 7,984 8,250 
Unvested RSUs issued and outstanding9,317 6,226 4,452 
Unvested market-based RSUs issued and outstanding116 — — 
Unvested restricted stock awards issued and outstanding627 1,269 — 
Shares committed under the ESPP921 253 137 
Shares related to the 2023 Notes— 356 832 
Shares subject to warrants related to the issuance of the 2023 Notes1,048 1,048 1,048 
Shares related to the 2025 Notes5,617 5,617 5,617 
Shares related to the 2026 Notes4,820 4,820 4,820 
 28,819 27,573 25,156 
XML 51 R38.htm IDEA: XBRL DOCUMENT v3.22.4
Restructuring and Other Charges (Tables)
 12 Months Ended
Jan. 31, 2023
Restructuring and Related Activities [Abstract]  
Summary of Restructuring and Other Charges
The following table summarizes the Company’s restructuring and other charges during the period:
Year Ended January 31,
2023
(dollars in millions)
Severance and termination benefit costs$15 
Lease impairment charges14
Total$29 
Schedule of Restructuring Reserve
The following table summarizes the Company’s restructuring liability that is included in accrued expenses and other current liabilities on the consolidated balance sheet:
Severance and termination benefit costs
(dollars in millions)
Balance as of January 31, 2022$— 
Restructuring charges15
Cash payments— 
Balance as of January 31, 2023$15 
XML 52 R39.htm IDEA: XBRL DOCUMENT v3.22.4
Geographical Information (Tables)
 12 Months Ended
Jan. 31, 2023
Segment Reporting [Abstract]  
Schedule of Revenue by Geographic Area The following table sets forth revenue by geographic area:
 Year Ended January 31,
 202320222021
(dollars in millions)
United States$1,456 $1,036 $702 
International402 264 133 
Total$1,858 $1,300 $835 
XML 53 R40.htm IDEA: XBRL DOCUMENT v3.22.4
Overview and Basis of Presentation (Details)
 12 Months Ended
Jan. 31, 2023
segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of operating segments 1
Number of reportable segments 1
XML 54 R41.htm IDEA: XBRL DOCUMENT v3.22.4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Payment terms for deferred revenue 30 days    
Commissions capitalized as contract costs $ 121,000,000 $ 171,000,000  
Amortization of contract costs 84,000,000 57,000,000 $ 40,000,000
Advertising expenses $ 77,000,000 79,000,000 33,000,000
Expected dividend yield 0.00%    
Noncurrent portion of restricted cash $ 7,000,000 8,000,000  
Goodwill impairments 0 0 0
Interest expense decrease $ (11,000,000) $ (91,000,000) $ (73,000,000)
Net loss per share, basic, decrease (in dollars per share) $ 5.16 $ 5.73 $ 2.09
Net loss per share, diluted, decrease (in dollars per share) $ 5.16 $ 5.73 $ 2.09
RSUs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Requisite service period 4 years    
Capitalized internal-use software costs      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Intangible asset, useful life 3 years    
Adjustment      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Interest expense decrease $ 85,000,000    
Net loss per share, basic, decrease (in dollars per share) $ 0.54    
Net loss per share, diluted, decrease (in dollars per share) $ 0.54    
Minimum      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Contract duration 1 year    
Amortization period for capitalized contract costs 2 years    
Maximum      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Contract duration 5 years    
Amortization period for capitalized contract costs 5 years    
XML 55 R42.htm IDEA: XBRL DOCUMENT v3.22.4
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details)
 12 Months Ended
Jan. 31, 2023
Computers and equipment  
Property, Plant and Equipment [Line Items]  
Property and equipment, useful life 3 years
Furniture and fixtures  
Property, Plant and Equipment [Line Items]  
Property and equipment, useful life 7 years
XML 56 R43.htm IDEA: XBRL DOCUMENT v3.22.4
Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Liabilities    
Convertible senior notes, net $ 0 $ 16
Convertible senior notes, net, noncurrent 2,193 1,816
Other liabilities, noncurrent 23 31
Stockholders’ equity:    
Additional paid-in capital 7,974 7,750
Accumulated deficit $ (2,475) (1,816)
Adjustment    
Liabilities    
Convertible senior notes, net   1
Convertible senior notes, net, noncurrent   372
Other liabilities, noncurrent   (1)
Stockholders’ equity:    
Additional paid-in capital   (528)
Accumulated deficit   156
Adjusted balance    
Liabilities    
Convertible senior notes, net   17
Convertible senior notes, net, noncurrent   2,188
Other liabilities, noncurrent   30
Stockholders’ equity:    
Additional paid-in capital   7,222
Accumulated deficit   $ (1,660)
XML 57 R44.htm IDEA: XBRL DOCUMENT v3.22.4
Business Combinations (Details) - USD ($)
shares in Millions, $ in Millions
 12 Months Ended
Aug. 02, 2021
May 03, 2021
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Business Acquisition [Line Items]          
Issuance of common stock and value of equity awards assumed in connection with business combination     $ 0 $ 5,409 $ 0
Goodwill     $ 5,400 $ 5,401  
Purchased developed technology          
Business Acquisition [Line Items]          
Weighted average useful life     3 years 4 years  
Auth0          
Business Acquisition [Line Items]          
Aggregate consideration   $ 5,671      
Equity consideration (in shares)   19      
Cash consideration   $ 257      
Cash consideration held back   $ 4      
Equity consideration held back (in shares)   1      
Equity consideration held back   $ 295      
Acquisition related costs       $ 29  
Goodwill   5,290      
Auth0 | Common Stock          
Business Acquisition [Line Items]          
Issuance of common stock and value of equity awards assumed in connection with business combination   5,176      
Auth0 | Stock options          
Business Acquisition [Line Items]          
Issuance of common stock and value of equity awards assumed in connection with business combination   $ 238      
atSpoke          
Business Acquisition [Line Items]          
Aggregate consideration $ 79        
Cash consideration held back 13        
Acquisition related costs       $ 1  
Goodwill $ 62        
Cash consideration hold back period 18 months        
atSpoke | Purchased developed technology          
Business Acquisition [Line Items]          
Identifiable intangible assets acquired $ 18        
Weighted average useful life 3 years        
XML 58 R45.htm IDEA: XBRL DOCUMENT v3.22.4
Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Cash and Cash Equivalents [Line Items]    
Amortized Cost $ 2,473 $ 2,405
Unrealized Gain 0 0
Unrealized Loss (24) (11)
Estimated Fair Value  2,449 2,394
Cash and cash equivalents    
Cash and Cash Equivalents [Line Items]    
Amortized Cost 133 152
Unrealized Gain 0 0
Unrealized Loss 0 0
Estimated Fair Value  133 152
Cash and cash equivalents | Money market funds    
Cash and Cash Equivalents [Line Items]    
Amortized Cost 133 152
Unrealized Gain 0 0
Unrealized Loss 0 0
Estimated Fair Value  133 152
Short-term Investments    
Cash and Cash Equivalents [Line Items]    
Amortized Cost 2,340 2,253
Unrealized Gain 0 0
Unrealized Loss (24) (11)
Estimated Fair Value  2,316 2,242
Short-term Investments | U.S. treasury securities    
Cash and Cash Equivalents [Line Items]    
Amortized Cost 2,207 1,922
Unrealized Gain 0 0
Unrealized Loss (22) (9)
Estimated Fair Value  2,185 1,913
Short-term Investments | Corporate debt securities    
Cash and Cash Equivalents [Line Items]    
Amortized Cost 133 331
Unrealized Gain 0 0
Unrealized Loss (2) (2)
Estimated Fair Value  $ 131 $ 329
XML 59 R46.htm IDEA: XBRL DOCUMENT v3.22.4
Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Amortized Cost    
Amortized Cost $ 2,473 $ 2,405
Estimated Fair Value    
Total 2,449 2,394
Short-term Investments    
Amortized Cost    
Due within one year 2,097  
Due between one to five years 243  
Amortized Cost 2,340 2,253
Estimated Fair Value    
Due within one year 2,076  
Due between one to five years 240  
Total $ 2,316 $ 2,242
XML 60 R47.htm IDEA: XBRL DOCUMENT v3.22.4
Cash Equivalents and Investments - Narrative (Details)
 12 Months Ended
Jan. 31, 2023
USD ($)
investment
Jan. 31, 2022
USD ($)
investment
Investments, Debt and Equity Securities [Abstract]    
Interest receivable $ 10,000,000 $ 6,000,000
Number of short-term investments in unrealized loss positions | investment 159 193
Other-than-temporary impairment short term investment $ 0 $ 0
Strategic investments without a readily determinable fair value $ 25,000,000 $ 15,000,000
XML 61 R48.htm IDEA: XBRL DOCUMENT v3.22.4
Cash Equivalents and Investments - Schedule of Unrealized Loss Position and Fair Value of Debt Securities (Details)
$ in Millions
Jan. 31, 2023
USD ($)
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]  
Estimated fair value, less than 12 months $ 1,217
Estimated fair value, more than 12 months 960
Estimated fair value 2,177
Unrealized losses, less than 12 months (9)
Unrealized losses, more than 12 months (15)
Unrealized losses (24)
U.S. treasury securities  
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]  
Estimated fair value, less than 12 months 1,204
Estimated fair value, more than 12 months 846
Estimated fair value 2,050
Unrealized losses, less than 12 months (9)
Unrealized losses, more than 12 months (13)
Unrealized losses (22)
Corporate debt securities  
Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]  
Estimated fair value, less than 12 months 13
Estimated fair value, more than 12 months 114
Estimated fair value 127
Unrealized losses, less than 12 months 0
Unrealized losses, more than 12 months (2)
Unrealized losses $ (2)
XML 62 R49.htm IDEA: XBRL DOCUMENT v3.22.4
Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details) - Recurring - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Assets:    
Total cash equivalents $ 133 $ 152
Total short-term investments 2,316 2,242
Total cash equivalents and short-term investments 2,449 2,394
Level 1    
Assets:    
Total cash equivalents 133 152
Total short-term investments 0 0
Total cash equivalents and short-term investments 133 152
Level 2     
Assets:    
Total cash equivalents 0 0
Total short-term investments 2,316 2,242
Total cash equivalents and short-term investments 2,316 2,242
Level 3    
Assets:    
Total cash equivalents 0 0
Total short-term investments 0 0
Total cash equivalents and short-term investments 0 0
U.S. treasury securities    
Assets:    
Total short-term investments 2,185 1,913
U.S. treasury securities | Level 1    
Assets:    
Total short-term investments 0 0
U.S. treasury securities | Level 2     
Assets:    
Total short-term investments 2,185 1,913
U.S. treasury securities | Level 3    
Assets:    
Total short-term investments 0 0
Corporate debt securities    
Assets:    
Total short-term investments 131 329
Corporate debt securities | Level 1    
Assets:    
Total short-term investments 0 0
Corporate debt securities | Level 2     
Assets:    
Total short-term investments 131 329
Corporate debt securities | Level 3    
Assets:    
Total short-term investments 0 0
Money market funds    
Assets:    
Total cash equivalents 133 152
Money market funds | Level 1    
Assets:    
Total cash equivalents 133 152
Money market funds | Level 2     
Assets:    
Total cash equivalents 0 0
Money market funds | Level 3    
Assets:    
Total cash equivalents $ 0 $ 0
XML 63 R50.htm IDEA: XBRL DOCUMENT v3.22.4
Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details) - Senior Notes
$ in Millions
Jan. 31, 2023
USD ($)
Net Carrying Amount | 2025 Notes  
Debt Instrument [Line Items]  
Convertible senior notes value $ 1,060
Net Carrying Amount | 2026 Notes  
Debt Instrument [Line Items]  
Convertible senior notes value 1,150
Estimated Fair Value  | 2025 Notes  
Debt Instrument [Line Items]  
Convertible senior notes value 933
Estimated Fair Value  | 2026 Notes  
Debt Instrument [Line Items]  
Convertible senior notes value $ 981
XML 64 R51.htm IDEA: XBRL DOCUMENT v3.22.4
Goodwill and Intangible Assets, net - Narrative (Details) - USD ($)
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Aug. 02, 2021
May 03, 2021
Goodwill [Line Items]          
Goodwill $ 5,400,000,000 $ 5,401,000,000      
Goodwill impairments 0 0 $ 0    
Amortization expense $ 93,000,000 $ 69,000,000 $ 11,000,000    
Auth0          
Goodwill [Line Items]          
Goodwill         $ 5,290,000,000
atSpoke          
Goodwill [Line Items]          
Goodwill       $ 62,000,000  
XML 65 R52.htm IDEA: XBRL DOCUMENT v3.22.4
Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Finite-Lived Intangible Assets [Line Items]    
Gross $ 431 $ 418
Accumulated Amortization (190) (101)
Total 241 317
Capitalized internal-use software costs    
Finite-Lived Intangible Assets [Line Items]    
Gross 48 36
Accumulated Amortization (28) (24)
Total 20 12
Purchased developed technology    
Finite-Lived Intangible Assets [Line Items]    
Gross 220 220
Accumulated Amortization (93) (48)
Total $ 127 $ 172
Weighted average useful life 3 years 4 years
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 141 $ 141
Accumulated Amortization (62) (26)
Total $ 79 $ 115
Weighted average useful life 3 years 4 months 24 days 4 years
Trade name    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 21 $ 21
Accumulated Amortization (7) (3)
Total $ 14 $ 18
Weighted average useful life 3 years 3 months 18 days 4 years 3 months 18 days
Software licenses    
Finite-Lived Intangible Assets [Line Items]    
Gross $ 1  
Accumulated Amortization 0  
Total $ 1  
XML 66 R53.htm IDEA: XBRL DOCUMENT v3.22.4
Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]    
2024 $ 84  
2025 72  
2026 63  
2027 20  
2028 2  
Thereafter 0  
Total $ 241 $ 317
XML 67 R54.htm IDEA: XBRL DOCUMENT v3.22.4
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Property, Plant and Equipment [Line Items]      
Property and equipment, gross $ 107 $ 100  
Less accumulated depreciation (48) (35)  
Property and equipment, net 59 65  
Depreciation expense 12 12 $ 9
Computers and equipment      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross 0 1  
Furniture and fixtures      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross 19 17  
Leasehold improvements      
Property, Plant and Equipment [Line Items]      
Property and equipment, gross $ 88 $ 82  
XML 68 R55.htm IDEA: XBRL DOCUMENT v3.22.4
Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accrued expenses $ 67 $ 48
Accrued taxes payable 5 7
Operating lease liabilities 32 27
Other 8 8
Accrued expenses and other current liabilities $ 112 $ 90
Operating lease liability, current, statement of financial position Accrued expenses and other current liabilities Accrued expenses and other current liabilities
XML 69 R56.htm IDEA: XBRL DOCUMENT v3.22.4
Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Deferred tax liabilities $ 12 $ 9
Other 11 22
Other liabilities, noncurrent $ 23 $ 31
XML 70 R57.htm IDEA: XBRL DOCUMENT v3.22.4
Deferred Revenue and Performance Obligations (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue from remaining performance obligations $ 3,007  
Subscription    
Revenue from Contract with Customer [Abstract]    
Revenue recognized that was included in the contract liability balance 952 $ 495
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue recognized that was included in the contract liability balance 952 495
Professional services and other    
Revenue from Contract with Customer [Abstract]    
Revenue recognized that was included in the contract liability balance 14 7
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue recognized that was included in the contract liability balance 14 $ 7
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-02-01    
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]    
Revenue from remaining performance obligations $ 1,684  
Remaining performance obligation, percentage 56.00%  
Performance obligations expected to be satisfied, expected timing 12 months  
XML 71 R58.htm IDEA: XBRL DOCUMENT v3.22.4
Convertible Senior Notes, Net - Narrative (Details)
$ / shares in Units, shares in Thousands, $ in Millions
 12 Months Ended
Jan. 31, 2023
USD ($)
tradingDay
$ / shares
shares
Jan. 31, 2022
shares
Jan. 31, 2021
shares
Mar. 01, 2020
Feb. 28, 2018
Debt Instrument [Line Items]          
Antidilutive securities excluded from computation of earnings per share (in shares) 28,819 27,573 25,156    
Convertible debt securities          
Debt Instrument [Line Items]          
Antidilutive securities excluded from computation of earnings per share (in shares) 0 356 832    
2023 Notes          
Debt Instrument [Line Items]          
Number of shares available for purchase 100        
Limitation on sale of common stock, sale price threshold, number of trading days | tradingDay 80        
Per share value, shares issuable under warrants granted (in dollars per share) | $ / shares $ 68.06        
Number of warrants outstanding (in shares) 1,000        
2025 Notes          
Debt Instrument [Line Items]          
Initial cap price (in dollars per share) | $ / shares $ 255.88        
2025 Notes | Convertible debt securities          
Debt Instrument [Line Items]          
Antidilutive securities excluded from computation of earnings per share (in shares) 6,000        
2026 Notes          
Debt Instrument [Line Items]          
Redemption price percentage 130.00%        
Initial cap price (in dollars per share) | $ / shares $ 360.14        
2026 Notes | Convertible debt securities          
Debt Instrument [Line Items]          
Antidilutive securities excluded from computation of earnings per share (in shares) 5,000        
Senior Notes | 2023 Notes          
Debt Instrument [Line Items]          
Fixed interest rate         0.25%
Initial conversion rate of common stock 0.0206795        
Conversion price (in dollars per share) | $ / shares $ 48.36        
Debt conversion, original debt amount | $ $ 17        
Effective interest rate 0.85% 5.68% 5.68%    
Hedge exercised, underlying debt instrument amount | $ $ 12        
Senior Notes | 2025 Notes          
Debt Instrument [Line Items]          
Fixed interest rate       0.125%  
Initial conversion rate of common stock 0.0052991        
Conversion price (in dollars per share) | $ / shares $ 188.71        
Effective interest rate 0.43% 4.10% 4.10%    
Limit within threshold of consecutive trading days | tradingDay 20        
Limitation on sale of common stock, sale price threshold, trading period | tradingDay 30        
Sales price as a percentage of conversion price 130.00%        
Number of consecutive business days | tradingDay 5        
Percentage of closing sale price in excess of convertible notes 98.00%        
Redemption price percentage 100.00%        
Senior Notes | 2026 Notes          
Debt Instrument [Line Items]          
Fixed interest rate 0.375%        
Initial conversion rate of common stock 0.0041912        
Conversion price (in dollars per share) | $ / shares $ 238.60        
Effective interest rate 0.60% 5.75% 5.75%    
Limit within threshold of consecutive trading days | tradingDay 20        
Limitation on sale of common stock, sale price threshold, trading period | tradingDay 30        
Sales price as a percentage of conversion price 130.00%        
Number of consecutive business days | tradingDay 5        
Percentage of closing sale price in excess of convertible notes 98.00%        
Redemption price percentage 100.00%        
Class A Common Stock  | Senior Notes | 2023 Notes          
Debt Instrument [Line Items]          
Shares issued to settle debt 400        
Hedge exercised, number of shares received 100        
XML 72 R59.htm IDEA: XBRL DOCUMENT v3.22.4
Convertible Senior Notes, Net - Schedule of Interest Expense (Details) - Senior Notes - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
2025 Notes      
Debt Instrument [Line Items]      
Contractual interest expense $ 1 $ 1 $ 1
Amortization of debt issuance costs 3 2 2
Amortization of debt discount   36 34
Interest Expense, Debt, Total 4 39 37
2026 Notes      
Debt Instrument [Line Items]      
Contractual interest expense 4 4 3
Amortization of debt issuance costs 3 1 1
Amortization of debt discount   46 27
Interest Expense, Debt, Total $ 7 $ 51 $ 31
XML 73 R60.htm IDEA: XBRL DOCUMENT v3.22.4
Convertible Senior Notes, Net - Schedule of Convertible Debt (Details) - Senior Notes - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
2023 Notes    
Liability component:    
Principal $ 0 $ 17
Less: unamortized debt issuance costs and debt discount 0 (1)
Net carrying amount 0 16
2025 Notes    
Liability component:    
Principal 1,060 1,060
Less: unamortized debt issuance costs and debt discount (8) (149)
Net carrying amount 1,052 911
2026 Notes    
Liability component:    
Principal 1,150 1,150
Less: unamortized debt issuance costs and debt discount (9) (245)
Net carrying amount $ 1,141 905
Additional Paid-in Capital | 2023 Notes    
Equity component:    
Notes   4
Less: issuance costs   0
Carrying amount of the equity component   4
Additional Paid-in Capital | 2025 Notes    
Equity component:    
Notes   221
Less: issuance costs   (4)
Carrying amount of the equity component   217
Additional Paid-in Capital | 2026 Notes    
Equity component:    
Notes   310
Less: issuance costs   (4)
Carrying amount of the equity component   $ 306
XML 74 R61.htm IDEA: XBRL DOCUMENT v3.22.4
Leases - Narrative (Details)
$ in Millions
 12 Months Ended
Jan. 31, 2023
USD ($)
renewalOption
Jan. 31, 2022
USD ($)
Other Commitments [Line Items]    
Number of renewal options | renewalOption 2  
Operating lease renewal term 5 years  
Weighted average remaining lease term 5 years 1 month 6 days 5 years 10 months 24 days
Weighted average discount rate 5.30% 5.50%
Operating lease payments | $ $ 44 $ 40
San Francisco - Ten Year Lease    
Other Commitments [Line Items]    
Operating lease term 10 years  
XML 75 R62.htm IDEA: XBRL DOCUMENT v3.22.4
Leases - Schedule of Operating Lease Costs (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Leases [Abstract]      
Operating lease costs $ 40 $ 38 $ 33
XML 76 R63.htm IDEA: XBRL DOCUMENT v3.22.4
Leases - Schedule of Maturities of Operating Leases (Details)
$ in Millions
Jan. 31, 2023
USD ($)
Leases [Abstract]  
2024 $ 43
2025 42
2026 32
2027 31
2028 31
Thereafter 24
Total lease payments 203
Less imputed interest (26)
Less tenant improvement allowances not yet incurred (2)
Operating lease liability $ 175
XML 77 R64.htm IDEA: XBRL DOCUMENT v3.22.4
Commitments and Contingencies (Details)
 1 Months Ended
Dec. 13, 2022
plaintiff
Jan. 31, 2023
USD ($)
Jan. 31, 2022
USD ($)
Other Commitments [Line Items]      
Noncurrent portion of restricted cash   $ 7,000,000 $ 8,000,000
Derivative Lawsuit      
Other Commitments [Line Items]      
Number of plaintiffs | plaintiff 2    
Letter of Credit      
Other Commitments [Line Items]      
Letters of credit issued and outstanding   6,000,000 9,000,000
Draws on letters of credit   0  
Noncurrent portion of restricted cash   $ 6,000,000 $ 6,000,000
XML 78 R65.htm IDEA: XBRL DOCUMENT v3.22.4
Common Stock and Stockholders' Equity - Narrative (Details)
$ in Millions
 12 Months Ended
Jan. 31, 2023
USD ($)
vote
shares
Jan. 31, 2022
USD ($)
shares
Jan. 31, 2021
USD ($)
shares
Class of Stock [Line Items]      
Non-cash charitable contributions | $ $ 4 $ 7 $ 9
Class A Common Stock       
Class of Stock [Line Items]      
Number of votes per share | vote 1    
Number of shares issued upon conversion 1    
Class A Common Stock  | Contribution of nonmonetary assets to charitable organization      
Class of Stock [Line Items]      
Issuance of common stock pursuant to charitable donation (in shares) | shares 41,250 30,000 42,500
Non-cash charitable contributions | $ $ 4 $ 7 $ 9
Class B Common Stock       
Class of Stock [Line Items]      
Number of votes per share | vote 10    
XML 79 R66.htm IDEA: XBRL DOCUMENT v3.22.4
Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details)
shares in Thousands
Jan. 31, 2023
shares
Class of Stock [Line Items]  
Common stock reserved for future issuance and options and unvested RSUs outstanding (in shares) 47,787
Options and unvested RSUs outstanding  
Class of Stock [Line Items]  
Options and unvested RSUs outstanding (in shares) 15,728
Common stock, reserved for future issuance (in shares) 25,228
ESPP  
Class of Stock [Line Items]  
Common stock, reserved for future issuance (in shares) 6,831
XML 80 R67.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans - Narrative (Details)
$ / shares in Units, $ in Millions
 1 Months Ended 12 Months Ended
Mar. 31, 2022
$ / shares
shares
Jan. 31, 2023
USD ($)
offering_period
numberOfIncentivePlan
$ / shares
shares
Jan. 31, 2022
USD ($)
$ / shares
shares
Jan. 31, 2021
USD ($)
$ / shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of equity incentive plans | numberOfIncentivePlan   2    
Options to purchase common stock outstanding (in shares) | shares   6,353,000 7,984,000  
Number of options, granted (in shares) | shares   0    
Weighted average grant date fair value of options granted (in dollars per share) | $ / shares     $ 211.58 $ 63.32
Grant date fair value of vested stock options   $ 104 $ 314 $ 20
Intrinsic value of options exercised   108 545 772
Unrecognized stock-based compensation expense   90 210  
Issuance of common stock under employee stock purchase plan, net of cancellations   31 $ 36 26
Defined contribution plan, employer contribution amount   $ 21    
Stock options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expiration period (years)   10 years    
Vesting period   4 years    
Weighted average stock-based compensation recognition period   1 year 9 months 18 days 1 year 9 months 18 days  
RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average stock-based compensation recognition period   3 years    
Granted during period (in shares) | shares   7,194,187    
Shares issued fair value   $ 805    
Unrecognized compensation costs related to unvested restricted stock units   1,200 $ 1,152  
Fair value of units vested   $ 229 531 $ 410
Granted during period (in dollars per share) | $ / shares   $ 111.84    
ESPP        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average stock-based compensation recognition period   8 months 12 days    
Unrecognized compensation costs related to unvested restricted stock units   $ 26 $ 17  
ESPP offering period   12 months    
Number of offering periods | offering_period   2    
ESPP length of purchase period   6 months    
Number of shares issued under ESPP | shares   491,965 185,707  
Weighted average price, shares issued under ESPP (in dollars per share) | $ / shares   $ 63.97 $ 191.54  
Market-Based RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period 3 years      
Granted during period (in shares) | shares 58,150      
Granted during period (in dollars per share) | $ / shares $ 244.73      
Unvested restricted stock awards issued and outstanding | Auth0 and atSpoke        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period   3 years    
Weighted average stock-based compensation recognition period   1 year 3 months 18 days    
Granted during period (in shares) | shares   1,269,008    
Unrecognized compensation costs related to unvested restricted stock units   $ 141    
Granted during period (in dollars per share) | $ / shares   $ 268.98    
Minimum | Market-Based RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Earn rate, percent of shares granted 0.00%      
Maximum | Market-Based RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Earn rate, percent of shares granted 200.00%      
2017 Equity Incentive Plan | Class A Common Stock         
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Options to purchase common stock outstanding (in shares) | shares   1,758,264    
2017 Equity Incentive Plan | Class B Common Stock         
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Options to purchase common stock outstanding (in shares) | shares   4,594,675    
Vesting tranche one | Stock options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period   1 year    
Vesting percentage earned by employees after each completed year of service   25.00%    
Vesting tranche one | Market-Based RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting percentage earned by employees after each completed year of service 33.00%      
Vesting tranche one | Market-Based RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting percentage earned by employees after each completed year of service 33.00%      
Vesting tranche one | Market-Based RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting percentage earned by employees after each completed year of service 33.00%      
XML 81 R68.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 677 $ 566 $ 195
Stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 82 132 21
RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 464 335 164
ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 19 15 10
Restricted stock awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 112 $ 84 $ 0
XML 82 R69.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 677 $ 566 $ 195
Subscription      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 69 49 21
Professional services and other      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 14 12 9
Research and development      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 275 193 63
Sales and marketing      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense 159 136 53
General and administrative      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 160 $ 176 $ 49
XML 83 R70.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans - Schedule of Stock Option Activity (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Number of Options  (in thousands)    
Number of options, outstanding beginning of period (in shares) 7,984  
Number of options, exercised (in shares) (1,416)  
Number of options, expired (in shares) (26)  
Number of options, forfeited (in shares) (189)  
Number of options, outstanding end of period (in shares) 6,353 7,984
Vested and expected to vest, number of options (in shares) 6,353  
Vested and exercisable, number of options (in shares) 5,729  
Weighted- Average Exercise Price     
Options outstanding, weighted average exercise price beginning of period (in dollars per share) $ 39.59  
Options exercised, weighted average exercise price (in dollars per share) 11.92  
Options expired, weighted average exercise price (in dollars per share) 189.80  
Options forfeited, weighted average exercise price (in dollars per share) 80.67  
Options outstanding, weighted average exercise price end of period (in dollars per share) 43.92 $ 39.59
Vested and expected to vest, weighted average exercise price (in dollars per share) 43.92  
Vested and exercisable, weighted average exercise price (in dollars per share) $ 29.75  
Additional Disclosures    
Options outstanding, weighted average remaining contractual term 4 years 3 months 18 days 5 years 2 months 12 days
Vested and expected to vest, weighted average remaining contractual term 4 years 3 months 18 days  
Vested and exercisable, weighted average remaining contractual term 3 years 10 months 24 days  
Options outstanding, aggregate intrinsic value $ 331 $ 1,314
Vested and expected to vest, aggregate intrinsic value 331  
Vested and exercisable, aggregate intrinsic value $ 323  
XML 84 R71.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details)
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate, minimum     0.37%
Risk-free interest rate, maximum     0.44%
Expected dividend yield 0.00%    
Stock options      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 0.00% 46.00% 45.00%
Expected term (in years) 0 years 6 years 3 months 18 days 6 years 3 months 18 days
Risk-free interest rate 0.00% 1.03%  
Expected dividend yield 0.00% 0.00% 0.00%
ESPP      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Risk-free interest rate, minimum 2.46% 0.06% 0.09%
Risk-free interest rate, maximum 4.67% 0.29% 0.18%
Expected dividend yield 0.00% 0.00% 0.00%
ESPP | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 63.00% 44.00% 48.00%
Expected term (in years) 6 months 6 months 6 months
ESPP | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Expected volatility 90.00% 48.00% 54.00%
Expected term (in years) 1 year 1 year 1 year
XML 85 R72.htm IDEA: XBRL DOCUMENT v3.22.4
Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details) - RSUs
 12 Months Ended
Jan. 31, 2023
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]  
Outstanding at beginning of period (in shares) | shares 6,226,000
Granted during period (in shares) | shares 7,194,187
Vested during period (in shares) | shares (2,556,000)
Forfeited during period (in shares) | shares (1,489,000)
Outstanding at end of period (in shares) | shares 9,375,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Outstanding at beginning of period (in dollars per share) | $ / shares $ 207.26
Granted during period (in dollars per share) | $ / shares 111.84
Vested during period (in dollars per share) | $ / shares 180.81
Forfeited during period (in dollars per share) | $ / shares 191.40
Outstanding at end of period (in dollars per share) | $ / shares $ 143.77
XML 86 R73.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Income Tax Disclosure [Abstract]      
Domestic $ (834) $ (904) $ (282)
Foreign 33 54 16
Loss before provision for (benefit from) income taxes $ (801) $ (850) $ (266)
XML 87 R74.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Current:      
Federal $ 0 $ 0 $ 0
State 2 0 0
Foreign 5 4 1
Total current provision for income taxes 7 4 1
Deferred:      
Federal 0 (8) 0
State 0 (1) 0
Foreign 7 3 (1)
Total deferred provision for (benefit from) income taxes 7 (6) (1)
Total provision for (benefit from) income taxes $ 14 $ (2) $ 0
XML 88 R75.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes - Reconciliation of Effective Income Tax Rate (Details)
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Income Tax Disclosure [Abstract]      
Tax at federal statutory rate 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 3.60% 3.90% 4.10%
Change in valuation allowance (9.90%) (36.10%) (101.00%)
Stock-based compensation (12.30%) 8.40% 70.20%
Research and development credits 2.60% 3.60% 6.40%
Non-deductible expenses (5.40%) 0.00% 0.00%
Other, net (1.20%) (0.60%) (0.80%)
Effective tax rate (1.60%) 0.20% (0.10%)
XML 89 R76.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes - Narrative (Details) - USD ($)
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Deferred tax asset, capitalized research expenditures $ 189,000,000 $ 0  
Non-deductible expenses (5.40%) 0.00% 0.00%
Increase in valuation allowance $ 174,000,000 $ 349,000,000  
Unrecognized tax benefit, impact effective tax rate 0 0 $ 0
Accrued penalties and interest related to unrecognized tax benefits 0 $ 0 $ 0
Unrecorded tax benefit, significant change in unrecognized tax benefits is reasonably possible 0    
Domestic Tax Authority      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards 3,208,000,000    
Domestic Tax Authority | Research Tax Credit Carryforward      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Tax credit carryforward 98,000,000    
State and Local Jurisdiction      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards 2,108,000,000    
State and Local Jurisdiction | Research Tax Credit Carryforward      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Tax credit carryforward 65,000,000    
UK      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating loss carryforwards $ 46,000,000    
XML 90 R77.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($)
$ in Millions
Jan. 31, 2023
Jan. 31, 2022
Deferred tax assets:    
Net operating loss carryforwards $ 817 $ 955
Capitalized research expenditures 189 0
Stock-based compensation 52 48
Operating lease liabilities 43 50
Other reserves and accruals 31 40
Research and development and other credits 113 92
Total deferred tax assets 1,245 1,185
Valuation allowance (1,078) (904)
Total deferred tax assets, net 167 281
Deferred tax liabilities:    
Convertible debt 0 (91)
Deferred commissions (77) (68)
Other deferred tax liabilities (5) (3)
Operating lease right-of-use assets (31) (37)
Depreciation and amortization (56) (78)
Total deferred tax liabilities (169) (277)
Net deferred tax liability $ (2)  
Net deferred tax asset   $ 4
XML 91 R78.htm IDEA: XBRL DOCUMENT v3.22.4
Income Taxes - Unrecognized Tax Benefits Rollforward (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Gross amount of unrecognized tax benefits as of the beginning of the year $ 37 $ 22 $ 16
Additions based on tax positions related to a prior year 1 5 0
Additions based on tax positions related to current year 7 10 7
Reductions based on tax positions taken in a prior year (2) 0 (1)
Gross amount of unrecognized tax benefits as of the end of the year $ 43 $ 37 $ 22
XML 92 R79.htm IDEA: XBRL DOCUMENT v3.22.4
Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Numerator:      
Net loss $ (815) $ (848) $ (266)
Denominator:      
Weighted-average shares used to compute net loss per share, basic (in shares) 158,023 148,036 127,212
Weighted-average shares used to compute net loss per share, diluted (in shares) 158,023 148,036 127,212
Net loss per share, basic (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Net loss per share, diluted (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Class A Common Stock       
Denominator:      
Weighted-average shares used to compute net loss per share, basic (in shares) 150,891 140,684 118,882
Weighted-average shares used to compute net loss per share, diluted (in shares) 150,891 140,684 118,882
Net loss per share, basic (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Net loss per share, diluted (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Class B Common Stock       
Denominator:      
Weighted-average shares used to compute net loss per share, basic (in shares) 7,132 7,352 8,330
Weighted-average shares used to compute net loss per share, diluted (in shares) 7,132 7,352 8,330
Net loss per share, basic (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Net loss per share, diluted (in dollars per share) $ (5.16) $ (5.73) $ (2.09)
Common Stock | Class A Common Stock       
Numerator:      
Net loss $ (778) $ (806) $ (249)
Common Stock | Class B Common Stock       
Numerator:      
Net loss $ (37) $ (42) $ (17)
XML 93 R80.htm IDEA: XBRL DOCUMENT v3.22.4
Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) - shares
shares in Thousands
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 28,819 27,573 25,156
Issued and outstanding stock options      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 6,353 7,984 8,250
Unvested RSUs issued and outstanding      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 9,317 6,226 4,452
Unvested market-based RSUs issued and outstanding      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 116 0 0
Unvested restricted stock awards issued and outstanding      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 627 1,269 0
Shares committed under the ESPP      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 921 253 137
Shares related to the 2023 Notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 0 356 832
Shares subject to warrants related to the issuance of the 2023 Notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 1,048 1,048 1,048
Shares related to the 2025 Notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 5,617 5,617 5,617
Shares related to the 2026 Notes      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Antidilutive securities excluded from computation of earnings per share (in shares) 4,820 4,820 4,820
XML 94 R81.htm IDEA: XBRL DOCUMENT v3.22.4
Net Loss Per Share - Narrative (Details)
Jan. 31, 2023
$ / shares
2023 Notes  
Debt Instrument [Line Items]  
Class of warrant or right, conversion price (in dollars per share) $ 68.06
XML 95 R82.htm IDEA: XBRL DOCUMENT v3.22.4
Restructuring and Other Charges - Narrative (Details) - Restructuring Plan
$ in Millions
 3 Months Ended
Jan. 31, 2023
USD ($)
employee
Restructuring Cost and Reserve [Line Items]  
Restructuring cost, number of positions eliminated | employee 300
Expected restructuring costs | $ $ 15
XML 96 R83.htm IDEA: XBRL DOCUMENT v3.22.4
Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Restructuring Cost and Reserve [Line Items]      
Lease impairment charges $ 14 $ 0 $ 3
Total 29 $ 0 $ 0
Restructuring Plan      
Restructuring Cost and Reserve [Line Items]      
Severance and termination benefit costs 15    
Lease impairment charges 14    
Total $ 29    
XML 97 R84.htm IDEA: XBRL DOCUMENT v3.22.4
Restructuring and Other Charges - Schedule of Restructuring Reserve (Details) - Restructuring Plan
$ in Millions
 12 Months Ended
Jan. 31, 2023
USD ($)
Restructuring Reserve [Roll Forward]  
Severance and termination benefit costs $ 15
Severance and termination benefit costs  
Restructuring Reserve [Roll Forward]  
Balance as of January 31, 2022 0
Severance and termination benefit costs 15
Cash payments 0
Balance as of January 31, 2023 $ 15
XML 98 R85.htm IDEA: XBRL DOCUMENT v3.22.4
Geographical Information (Details) - USD ($)
$ in Millions
 12 Months Ended
Jan. 31, 2023
Jan. 31, 2022
Jan. 31, 2021
Segment Reporting Information [Line Items]      
Total revenue $ 1,858 $ 1,300 $ 835
United States      
Segment Reporting Information [Line Items]      
Total revenue 1,456 1,036 702
International      
Segment Reporting Information [Line Items]      
Total revenue $ 402 $ 264 $ 133
XML 99 okta-20230131_htm.xml IDEA: XBRL DOCUMENT 0001660134 2022-02-01 2023-01-31 0001660134 2022-07-31 0001660134 us-gaap:CommonClassAMember 2023-02-27 0001660134 us-gaap:CommonClassBMember 2023-02-27 0001660134 2023-01-31 0001660134 2022-01-31 0001660134 us-gaap:CommonClassAMember 2023-01-31 0001660134 us-gaap:CommonClassAMember 2022-01-31 0001660134 us-gaap:CommonClassBMember 2022-01-31 0001660134 us-gaap:CommonClassBMember 2023-01-31 0001660134 us-gaap:SubscriptionAndCirculationMember 2022-02-01 2023-01-31 0001660134 us-gaap:SubscriptionAndCirculationMember 2021-02-01 2022-01-31 0001660134 us-gaap:SubscriptionAndCirculationMember 2020-02-01 2021-01-31 0001660134 us-gaap:TechnologyServiceMember 2022-02-01 2023-01-31 0001660134 us-gaap:TechnologyServiceMember 2021-02-01 2022-01-31 0001660134 us-gaap:TechnologyServiceMember 2020-02-01 2021-01-31 0001660134 2021-02-01 2022-01-31 0001660134 2020-02-01 2021-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2020-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2020-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2020-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-01-31 0001660134 us-gaap:RetainedEarningsMember 2020-01-31 0001660134 2020-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2020-02-01 2021-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2020-02-01 2021-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2020-02-01 2021-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-02-01 2021-01-31 0001660134 us-gaap:RetainedEarningsMember 2020-02-01 2021-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2021-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2021-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2021-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-01-31 0001660134 us-gaap:RetainedEarningsMember 2021-01-31 0001660134 2021-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2021-02-01 2022-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2021-02-01 2022-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2021-02-01 2022-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-02-01 2022-01-31 0001660134 us-gaap:RetainedEarningsMember 2021-02-01 2022-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2022-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2022-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2022-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-01-31 0001660134 us-gaap:RetainedEarningsMember 2022-01-31 0001660134 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember us-gaap:AdditionalPaidInCapitalMember 2022-01-31 0001660134 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember us-gaap:RetainedEarningsMember 2022-01-31 0001660134 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember 2022-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2022-02-01 2023-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2022-02-01 2023-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2022-02-01 2023-01-31 0001660134 okta:ConversionOfCommonStockMember us-gaap:CommonClassAMember us-gaap:CommonStockMember 2022-02-01 2023-01-31 0001660134 okta:ConversionOfCommonStockMember us-gaap:CommonClassBMember us-gaap:CommonStockMember 2022-02-01 2023-01-31 0001660134 okta:ConversionOfConvertibleDebtMember us-gaap:CommonClassAMember us-gaap:CommonStockMember 2022-02-01 2023-01-31 0001660134 okta:ConversionOfConvertibleDebtMember us-gaap:AdditionalPaidInCapitalMember 2022-02-01 2023-01-31 0001660134 okta:ConversionOfConvertibleDebtMember 2022-02-01 2023-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-02-01 2023-01-31 0001660134 us-gaap:RetainedEarningsMember 2022-02-01 2023-01-31 0001660134 us-gaap:CommonClassAMember us-gaap:CommonStockMember 2023-01-31 0001660134 us-gaap:CommonClassBMember us-gaap:CommonStockMember 2023-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember 2023-01-31 0001660134 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2023-01-31 0001660134 us-gaap:RetainedEarningsMember 2023-01-31 0001660134 srt:MinimumMember 2022-02-01 2023-01-31 0001660134 srt:MaximumMember 2022-02-01 2023-01-31 0001660134 srt:MaximumMember 2023-01-31 0001660134 srt:MinimumMember 2023-01-31 0001660134 us-gaap:ComputerSoftwareIntangibleAssetMember 2022-02-01 2023-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2022-02-01 2023-01-31 0001660134 us-gaap:ComputerEquipmentMember 2022-02-01 2023-01-31 0001660134 us-gaap:FurnitureAndFixturesMember 2022-02-01 2023-01-31 0001660134 srt:CumulativeEffectPeriodOfAdoptionAdjustedBalanceMember 2022-01-31 0001660134 srt:CumulativeEffectPeriodOfAdoptionAdjustmentMember 2022-02-01 2023-01-31 0001660134 okta:Auth0Member 2021-05-03 2021-05-03 0001660134 okta:Auth0Member us-gaap:CommonStockMember 2021-05-03 2021-05-03 0001660134 us-gaap:EmployeeStockOptionMember okta:Auth0Member 2021-05-03 2021-05-03 0001660134 okta:Auth0Member 2021-02-01 2022-01-31 0001660134 okta:Auth0Member 2021-05-03 0001660134 okta:TownsendStreetLabsIncAtSpokeMember 2021-08-02 2021-08-02 0001660134 okta:TownsendStreetLabsIncAtSpokeMember us-gaap:DevelopedTechnologyRightsMember 2021-08-02 2021-08-02 0001660134 okta:TownsendStreetLabsIncAtSpokeMember 2021-08-02 0001660134 okta:TownsendStreetLabsIncAtSpokeMember 2021-02-01 2022-01-31 0001660134 us-gaap:CashAndCashEquivalentsMember us-gaap:MoneyMarketFundsMember 2023-01-31 0001660134 us-gaap:CashAndCashEquivalentsMember 2023-01-31 0001660134 us-gaap:ShortTermInvestmentsMember us-gaap:USTreasurySecuritiesMember 2023-01-31 0001660134 us-gaap:ShortTermInvestmentsMember us-gaap:CorporateDebtSecuritiesMember 2023-01-31 0001660134 us-gaap:ShortTermInvestmentsMember 2023-01-31 0001660134 us-gaap:CashAndCashEquivalentsMember us-gaap:MoneyMarketFundsMember 2022-01-31 0001660134 us-gaap:CashAndCashEquivalentsMember 2022-01-31 0001660134 us-gaap:ShortTermInvestmentsMember us-gaap:USTreasurySecuritiesMember 2022-01-31 0001660134 us-gaap:ShortTermInvestmentsMember us-gaap:CorporateDebtSecuritiesMember 2022-01-31 0001660134 us-gaap:ShortTermInvestmentsMember 2022-01-31 0001660134 us-gaap:USTreasurySecuritiesMember 2023-01-31 0001660134 us-gaap:CorporateDebtSecuritiesMember 2023-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:FairValueMeasurementsRecurringMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2023-01-31 0001660134 us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2023-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:MoneyMarketFundsMember us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:FairValueMeasurementsRecurringMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueMeasurementsRecurringMember us-gaap:USTreasurySecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2022-01-31 0001660134 us-gaap:FairValueMeasurementsRecurringMember us-gaap:CorporateDebtSecuritiesMember 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:SeniorNotesMember 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:SeniorNotesMember 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:CarryingReportedAmountFairValueDisclosureMember us-gaap:SeniorNotesMember 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:EstimateOfFairValueFairValueDisclosureMember us-gaap:SeniorNotesMember 2023-01-31 0001660134 us-gaap:ComputerSoftwareIntangibleAssetMember 2023-01-31 0001660134 us-gaap:DevelopedTechnologyRightsMember 2023-01-31 0001660134 us-gaap:CustomerRelationshipsMember 2023-01-31 0001660134 us-gaap:TradeNamesMember 2023-01-31 0001660134 us-gaap:LicensingAgreementsMember 2023-01-31 0001660134 us-gaap:ComputerSoftwareIntangibleAssetMember 2022-01-31 0001660134 us-gaap:DevelopedTechnologyRightsMember 2022-01-31 0001660134 us-gaap:CustomerRelationshipsMember 2022-01-31 0001660134 us-gaap:TradeNamesMember 2022-01-31 0001660134 us-gaap:DevelopedTechnologyRightsMember 2022-02-01 2023-01-31 0001660134 us-gaap:DevelopedTechnologyRightsMember 2021-02-01 2022-01-31 0001660134 us-gaap:CustomerRelationshipsMember 2022-02-01 2023-01-31 0001660134 us-gaap:CustomerRelationshipsMember 2021-02-01 2022-01-31 0001660134 us-gaap:TradeNamesMember 2022-02-01 2023-01-31 0001660134 us-gaap:TradeNamesMember 2021-02-01 2022-01-31 0001660134 us-gaap:ComputerEquipmentMember 2023-01-31 0001660134 us-gaap:ComputerEquipmentMember 2022-01-31 0001660134 us-gaap:FurnitureAndFixturesMember 2023-01-31 0001660134 us-gaap:FurnitureAndFixturesMember 2022-01-31 0001660134 us-gaap:LeaseholdImprovementsMember 2023-01-31 0001660134 us-gaap:LeaseholdImprovementsMember 2022-01-31 0001660134 2023-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember 2018-02-28 0001660134 okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember us-gaap:CommonClassAMember 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember 2021-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember okta:ConvertibleSeniorNotesDue2023Member us-gaap:SeniorNotesMember 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2023Member 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2020-03-01 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2021-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2021-02-01 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2020-02-01 2021-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember okta:ConvertibleSeniorNotesDue2025Member us-gaap:SeniorNotesMember 2022-01-31 0001660134 us-gaap:ConvertibleDebtSecuritiesMember okta:ConvertibleSeniorNotesDue2025Member 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2025Member 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member 2022-02-01 2023-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2021-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2021-02-01 2022-01-31 0001660134 okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2020-02-01 2021-01-31 0001660134 us-gaap:AdditionalPaidInCapitalMember okta:ConvertibleSeniorNotesDue2026Member us-gaap:SeniorNotesMember 2022-01-31 0001660134 us-gaap:ConvertibleDebtSecuritiesMember okta:ConvertibleSeniorNotesDue2026Member 2022-02-01 2023-01-31 0001660134 okta:SanFranciscoTenYearLeaseMember 2023-01-31 0001660134 us-gaap:LetterOfCreditMember 2023-01-31 0001660134 us-gaap:LetterOfCreditMember 2022-01-31 0001660134 okta:DerivativeLawsuitMember 2022-11-28 2022-12-13 0001660134 us-gaap:CommonClassAMember 2022-02-01 2023-01-31 0001660134 us-gaap:CommonClassBMember 2022-02-01 2023-01-31 0001660134 okta:StockOptionsAndRestrictedStockUnitsMember 2023-01-31 0001660134 us-gaap:EmployeeStockMember 2023-01-31 0001660134 us-gaap:ContributionOfNonmonetaryAssetsToCharitableOrganizationMember us-gaap:CommonClassAMember 2022-02-01 2023-01-31 0001660134 us-gaap:ContributionOfNonmonetaryAssetsToCharitableOrganizationMember us-gaap:CommonClassAMember 2021-02-01 2022-01-31 0001660134 us-gaap:ContributionOfNonmonetaryAssetsToCharitableOrganizationMember us-gaap:CommonClassAMember 2020-02-01 2021-01-31 0001660134 okta:A2017EquityIncentivePlanMember us-gaap:CommonClassAMember 2023-01-31 0001660134 okta:A2017EquityIncentivePlanMember us-gaap:CommonClassBMember 2023-01-31 0001660134 us-gaap:EmployeeStockOptionMember 2022-02-01 2023-01-31 0001660134 us-gaap:EmployeeStockOptionMember 2021-02-01 2022-01-31 0001660134 us-gaap:EmployeeStockOptionMember 2020-02-01 2021-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2021-02-01 2022-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2020-02-01 2021-01-31 0001660134 us-gaap:EmployeeStockMember 2022-02-01 2023-01-31 0001660134 us-gaap:EmployeeStockMember 2021-02-01 2022-01-31 0001660134 us-gaap:EmployeeStockMember 2020-02-01 2021-01-31 0001660134 us-gaap:RestrictedStockMember 2022-02-01 2023-01-31 0001660134 us-gaap:RestrictedStockMember 2021-02-01 2022-01-31 0001660134 us-gaap:RestrictedStockMember 2020-02-01 2021-01-31 0001660134 okta:CostofServicesLicensesandServicesMember 2022-02-01 2023-01-31 0001660134 okta:CostofServicesLicensesandServicesMember 2021-02-01 2022-01-31 0001660134 okta:CostofServicesLicensesandServicesMember 2020-02-01 2021-01-31 0001660134 okta:TechnologyServicesCostsMember 2022-02-01 2023-01-31 0001660134 okta:TechnologyServicesCostsMember 2021-02-01 2022-01-31 0001660134 okta:TechnologyServicesCostsMember 2020-02-01 2021-01-31 0001660134 us-gaap:ResearchAndDevelopmentExpenseMember 2022-02-01 2023-01-31 0001660134 us-gaap:ResearchAndDevelopmentExpenseMember 2021-02-01 2022-01-31 0001660134 us-gaap:ResearchAndDevelopmentExpenseMember 2020-02-01 2021-01-31 0001660134 us-gaap:SellingAndMarketingExpenseMember 2022-02-01 2023-01-31 0001660134 us-gaap:SellingAndMarketingExpenseMember 2021-02-01 2022-01-31 0001660134 us-gaap:SellingAndMarketingExpenseMember 2020-02-01 2021-01-31 0001660134 us-gaap:GeneralAndAdministrativeExpenseMember 2022-02-01 2023-01-31 0001660134 us-gaap:GeneralAndAdministrativeExpenseMember 2021-02-01 2022-01-31 0001660134 us-gaap:GeneralAndAdministrativeExpenseMember 2020-02-01 2021-01-31 0001660134 us-gaap:EmployeeStockOptionMember us-gaap:ShareBasedCompensationAwardTrancheOneMember 2022-02-01 2023-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2022-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2023-01-31 0001660134 okta:MarketBasedRSUsMember 2022-03-01 2022-03-31 0001660134 srt:MinimumMember okta:MarketBasedRSUsMember 2022-03-01 2022-03-31 0001660134 srt:MaximumMember okta:MarketBasedRSUsMember 2022-03-01 2022-03-31 0001660134 us-gaap:RestrictedStockMember okta:Auth0AndAtSpokeMember 2022-02-01 2023-01-31 0001660134 us-gaap:RestrictedStockMember okta:Auth0AndAtSpokeMember 2023-01-31 0001660134 srt:MinimumMember us-gaap:EmployeeStockMember 2022-02-01 2023-01-31 0001660134 srt:MaximumMember us-gaap:EmployeeStockMember 2022-02-01 2023-01-31 0001660134 srt:MinimumMember us-gaap:EmployeeStockMember 2021-02-01 2022-01-31 0001660134 srt:MaximumMember us-gaap:EmployeeStockMember 2021-02-01 2022-01-31 0001660134 srt:MinimumMember us-gaap:EmployeeStockMember 2020-02-01 2021-01-31 0001660134 srt:MaximumMember us-gaap:EmployeeStockMember 2020-02-01 2021-01-31 0001660134 us-gaap:EmployeeStockMember 2022-01-31 0001660134 okta:MarketBasedRSUsMember us-gaap:ShareBasedCompensationAwardTrancheOneMember 2022-03-01 2022-03-31 0001660134 okta:MarketBasedRSUsMember us-gaap:ShareBasedCompensationAwardTrancheTwoMember 2022-03-01 2022-03-31 0001660134 okta:MarketBasedRSUsMember us-gaap:ShareBasedCompensationAwardTrancheThreeMember 2022-03-01 2022-03-31 0001660134 us-gaap:DomesticCountryMember 2023-01-31 0001660134 us-gaap:StateAndLocalJurisdictionMember 2023-01-31 0001660134 country:GB 2023-01-31 0001660134 us-gaap:DomesticCountryMember us-gaap:ResearchMember 2023-01-31 0001660134 us-gaap:StateAndLocalJurisdictionMember us-gaap:ResearchMember 2023-01-31 0001660134 us-gaap:CommonClassAMember 2021-02-01 2022-01-31 0001660134 us-gaap:CommonClassBMember 2021-02-01 2022-01-31 0001660134 us-gaap:CommonClassAMember 2020-02-01 2021-01-31 0001660134 us-gaap:CommonClassBMember 2020-02-01 2021-01-31 0001660134 us-gaap:EmployeeStockOptionMember 2022-02-01 2023-01-31 0001660134 us-gaap:EmployeeStockOptionMember 2021-02-01 2022-01-31 0001660134 us-gaap:EmployeeStockOptionMember 2020-02-01 2021-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2022-02-01 2023-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2021-02-01 2022-01-31 0001660134 us-gaap:RestrictedStockUnitsRSUMember 2020-02-01 2021-01-31 0001660134 okta:MarketBasedRSUsMember 2022-02-01 2023-01-31 0001660134 okta:MarketBasedRSUsMember 2021-02-01 2022-01-31 0001660134 okta:MarketBasedRSUsMember 2020-02-01 2021-01-31 0001660134 us-gaap:RestrictedStockMember 2022-02-01 2023-01-31 0001660134 us-gaap:RestrictedStockMember 2021-02-01 2022-01-31 0001660134 us-gaap:RestrictedStockMember 2020-02-01 2021-01-31 0001660134 us-gaap:EmployeeStockMember 2022-02-01 2023-01-31 0001660134 us-gaap:EmployeeStockMember 2021-02-01 2022-01-31 0001660134 us-gaap:EmployeeStockMember 2020-02-01 2021-01-31 0001660134 us-gaap:ConvertibleDebtSecuritiesMember 2022-02-01 2023-01-31 0001660134 us-gaap:ConvertibleDebtSecuritiesMember 2021-02-01 2022-01-31 0001660134 us-gaap:ConvertibleDebtSecuritiesMember 2020-02-01 2021-01-31 0001660134 okta:A2023ConvertibleSeniorNotesMember 2022-02-01 2023-01-31 0001660134 okta:A2023ConvertibleSeniorNotesMember 2021-02-01 2022-01-31 0001660134 okta:A2023ConvertibleSeniorNotesMember 2020-02-01 2021-01-31 0001660134 okta:SharesRelatedto2025ConvertibleSeniorNotesMember 2022-02-01 2023-01-31 0001660134 okta:SharesRelatedto2025ConvertibleSeniorNotesMember 2021-02-01 2022-01-31 0001660134 okta:SharesRelatedto2025ConvertibleSeniorNotesMember 2020-02-01 2021-01-31 0001660134 okta:SharesRelatedTo2026ConvertibleSeniorNotesMember 2022-02-01 2023-01-31 0001660134 okta:SharesRelatedTo2026ConvertibleSeniorNotesMember 2021-02-01 2022-01-31 0001660134 okta:SharesRelatedTo2026ConvertibleSeniorNotesMember 2020-02-01 2021-01-31 0001660134 okta:A2023RestructuringPlanMember 2022-11-01 2023-01-31 0001660134 okta:A2023RestructuringPlanMember 2023-01-31 0001660134 okta:A2023RestructuringPlanMember 2022-02-01 2023-01-31 0001660134 us-gaap:EmployeeSeveranceMember okta:A2023RestructuringPlanMember 2022-01-31 0001660134 us-gaap:EmployeeSeveranceMember okta:A2023RestructuringPlanMember 2022-02-01 2023-01-31 0001660134 us-gaap:EmployeeSeveranceMember okta:A2023RestructuringPlanMember 2023-01-31 0001660134 country:US 2022-02-01 2023-01-31 0001660134 country:US 2021-02-01 2022-01-31 0001660134 country:US 2020-02-01 2021-01-31 0001660134 us-gaap:NonUsMember 2022-02-01 2023-01-31 0001660134 us-gaap:NonUsMember 2021-02-01 2022-01-31 0001660134 us-gaap:NonUsMember 2020-02-01 2021-01-31 iso4217:USD shares iso4217:USD shares okta:segment pure okta:investment okta:tradingDay okta:renewalOption okta:plaintiff okta:vote okta:numberOfIncentivePlan okta:offering_period okta:employee false 0001660134 2023 FY http://fasb.org/us-gaap/2022#AccountingStandardsUpdate202006Member P1Y http://fasb.org/us-gaap/2022#OtherLiabilitiesCurrent http://fasb.org/us-gaap/2022#OtherLiabilitiesCurrent 0.0206795 0.0052991 0.0041912 0.33 0.33 0.33 10-K true 2023-01-31 --01-31 false 001-38044 Okta, Inc. DE 100 First Street, Suite 600 26-4175727 San Francisco CA 94105 888 722-7871 Class A common stock, par value $0.0001 per share OKTA NASDAQ Yes No Yes Yes Large Accelerated Filer false false true false 14900000000 153987922 7299891 Portions of the registrant's definitive Proxy Statement relating to the 2023 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended January 31, 2023. 42 Ernst & Young LLP San Jose, California 264000000 260000000 2316000000 2242000000 8000000 4000000 481000000 398000000 92000000 75000000 76000000 66000000 3229000000 3041000000 59000000 65000000 122000000 148000000 210000000 191000000 241000000 317000000 5400000000 5401000000 46000000 43000000 9307000000 9206000000 12000000 20000000 112000000 90000000 99000000 144000000 0 16000000 1242000000 973000000 1465000000 1243000000 2193000000 1816000000 142000000 171000000 18000000 23000000 23000000 31000000 3841000000 3284000000 0.0001 0.0001 100000000 100000000 0 0 0 0 0 0 0.0001 0.0001 1000000000 1000000000 154009000 154009000 149624000 149624000 0 0 0.0001 0.0001 120000000 120000000 7300000 7300000 6978000 6978000 0 0 7974000000 7750000000 -33000000 -12000000 -2475000000 -1816000000 5466000000 5922000000 9307000000 9206000000 1794000000 1249000000 797000000 64000000 51000000 38000000 1858000000 1300000000 835000000 464000000 329000000 170000000 82000000 67000000 48000000 546000000 396000000 218000000 1312000000 904000000 617000000 620000000 469000000 223000000 1066000000 771000000 427000000 409000000 432000000 171000000 29000000 0 0 2124000000 1672000000 821000000 -812000000 -768000000 -204000000 11000000 91000000 73000000 22000000 9000000 13000000 0 0 -2000000 -11000000 82000000 62000000 -801000000 -850000000 -266000000 14000000 -2000000 0 -815000000 -848000000 -266000000 -5.16 -5.16 -5.73 -5.73 -2.09 -2.09 158023000 158023000 148036000 148036000 127212000 127212000 -815000000 -848000000 -266000000 -12000000 -14000000 1000000 -9000000 -3000000 3000000 -21000000 -17000000 4000000 -836000000 -865000000 -262000000 113990000 0 8648000 0 1106000000 1000000 -702000000 405000000 4114000 254000 46000000 46000000 247000 26000000 26000000 2109000 86000 10000000 10000000 43000 9000000 9000000 743000 -743000 168000 306000000 306000000 1660000 -70000000 -70000000 195000000 195000000 175000000 175000000 134000000 134000000 197000000 197000000 4000000 4000000 -266000000 -266000000 122824000 0 8159000 0 1656000000 5000000 -968000000 693000000 19190000 5409000000 5409000000 1269000 2552000 2000 54000000 54000000 186000 36000000 36000000 2294000 30000 7000000 7000000 1183000 -1183000 476000 -21000000 -21000000 380000 567000000 567000000 -17000000 -17000000 -848000000 -848000000 149624000 0 6978000 0 7750000000 -12000000 -1816000000 5922000000 -528000000 156000000 -372000000 -14000 965000 451000 17000000 17000000 492000 31000000 31000000 2555000 42000 4000000 4000000 129000 -129000 356000 17000000 17000000 140000 683000000 683000000 -21000000 -21000000 -815000000 -815000000 154009000 0 7300000 0 7974000000 -33000000 -2475000000 5466000000 -815000000 -848000000 -266000000 677000000 566000000 195000000 114000000 108000000 37000000 6000000 86000000 68000000 84000000 57000000 40000000 7000000 -6000000 -1000000 4000000 7000000 9000000 14000000 0 3000000 0 0 -2000000 1000000 8000000 -1000000 -3000000 -2000000 -2000000 87000000 175000000 66000000 -122000000 -171000000 -81000000 13000000 7000000 13000000 -27000000 -23000000 -19000000 -6000000 7000000 4000000 -44000000 50000000 44000000 8000000 21000000 6000000 -34000000 -24000000 -17000000 264000000 416000000 142000000 86000000 104000000 128000000 9000000 4000000 4000000 12000000 13000000 13000000 1411000000 1847000000 2029000000 1308000000 1482000000 535000000 0 230000000 206000000 4000000 215000000 0 2000000 0 0 -130000000 -367000000 -1305000000 0 0 1135000000 0 0 195000000 0 0 175000000 0 0 134000000 17000000 53000000 45000000 31000000 36000000 26000000 48000000 89000000 1092000000 -6000000 -2000000 2000000 -2000000 -176000000 -83000000 273000000 449000000 532000000 271000000 273000000 449000000 6000000 6000000 4000000 8000000 3000000 1000000 0 5409000000 0 47000000 126000000 308000000 18000000 92000000 37000000 11000000 22000000 46000000 0 0 10000000 264000000 260000000 435000000 0 5000000 5000000 7000000 8000000 9000000 271000000 273000000 449000000 Overview and Basis of Presentation <div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Description of Business </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Okta, Inc. (the “Company”) is the leading independent identity provider. The Company's Workforce Identity and Customer Identity Clouds are powered by the Company's Identity Platform enabling customers to securely connect the right people to the right technologies and services at the right time, and developers to securely and efficiently embed identity into the software they build, allowing them to innovate and focus on their core mission. The Company was incorporated in January 2009 as Saasure Inc., a California corporation, and was later reincorporated in April 2010 under the name Okta, Inc. as a Delaware corporation. The Company is headquartered in San Francisco, California.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Basis of Presentation and Principles of Consolidation </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America. All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As result, the Company operates in one reportable segment.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company’s fiscal year ends on January 31. References to fiscal 2023, for example, refer to the fiscal year ended January 31, 2023. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Certain reclassifications of components of prior period operating cash flows have been made in the consolidated statements of cash flows to conform to the current period presentation. These reclassifications had no impact on the aggregate cash flow classifications as previously reported.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In fiscal 2023, the Company elected to change its presentation of dollars from thousands to millions. As a result, the sum of the components reported in millions may not equal the total amount reported in millions due to rounding. In addition, percentages presented may not add to their respective totals or recalculate due to rounding. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Use of Estimates </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Foreign Currency</span></div><div style="margin-bottom:12pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2023, 2022 or 2021. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period.</span></div> The accompanying consolidated financial statements, which include the accounts of the Company and its wholly owned subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America. All intercompany balances and transactions have been eliminated in consolidation. The Company conducts business globally and is managed, operated and organized by major functional departments that operate on a consolidated basis. As result, the Company operates in one reportable segment. 1 1 The Company’s fiscal year ends on January 31. References to fiscal 2023, for example, refer to the fiscal year ended January 31, 2023. Certain reclassifications of components of prior period operating cash flows have been made in the consolidated statements of cash flows to conform to the current period presentation. These reclassifications had no impact on the aggregate cash flow classifications as previously reported. The preparation of consolidated financial statements in conformity with GAAP requires estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Estimates are based on historical experience and on other assumptions that management believes are reasonable under the circumstances. Actual results could vary from those estimates. The Company’s most significant estimates include the valuation of deferred income tax assets, uncertain tax positions, assets and liabilities acquired in business combinations, and loss contingencies related to litigation. The functional currencies of the Company’s foreign subsidiaries are the respective local currencies. Translation adjustments arising from the use of differing exchange rates from period to period are included in accumulated other comprehensive income (loss) within the consolidated statements of stockholders’ equity. Foreign currency transaction gains and losses are included in interest and other, net in the consolidated statements of operations and were not material in fiscal 2023, 2022 or 2021. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenue and expenses are translated at the average exchange rate during the period. Summary of Significant Accounting Policies <div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Revenue Recognition </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platform through arrangements that are generally <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOmZkMDFkYTU1MWVkZDQ3YWZiNmVhM2M0NThmNGE2ZDgzL3NlYzpmZDAxZGE1NTFlZGQ0N2FmYjZlYTNjNDU4ZjRhNmQ4M18xMTIvZnJhZzpmMjlhY2Q2MGMwYzI0OGE0OTA2Y2NjY2UxOGZlOTEzMi90ZXh0cmVnaW9uOmYyOWFjZDYwYzBjMjQ4YTQ5MDZjY2NjZTE4ZmU5MTMyXzU5NA_9ec0f383-f737-4c82-97a6-bfdd2cd401aa">one</span> to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Revenue recognition is determined through the following steps:</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Identification of the contract, or contracts, with a customer;</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Identification of the performance obligations in the contract;</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Determination of the transaction price;</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Allocation of the transaction price to the performance obligations in the contract; and</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Recognition of revenue when, or as, the performance obligations are satisfied.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company recognizes revenue net of any applicable value added or sales tax.</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Subscription Revenue</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Professional Services Revenue</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Contracts with Multiple Performance Obligations</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price ("SSP") basis.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Deferred Revenue </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Deferred Commissions </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology and other factors. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Sales commissions for renewal contracts (which are not considered commensurate with sales commissions for new revenue contracts and incremental sales to existing customers) are deferred and then amortized on a straight-line basis over the related period of benefit, which is generally two years, as determined by considering the average contractual term for renewal contracts.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Sales commissions capitalized as contract costs totaled $121 million and $171 million in fiscal 2023 and 2022, respectively. Amortization of contract costs was $84 million, $57 million and $40 million in fiscal 2023, 2022 and 2021, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Cost of Revenue </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Research and Development</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Research and development expense incurred in the normal course of business is expensed as incurred.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Software Development Costs</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Advertising Expenses </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Advertising costs are expensed as incurred. Advertising expense was $77 million, $79 million, and $33 million in fiscal 2023, 2022 and 2021, respectively.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Restructuring and Other Charges</span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Restructuring generally includes significant actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.</span></div><div style="text-align:justify;text-indent:36pt"><span><br/></span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.</span></div><div style="margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Stock-Based Compensation</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company's equity incentive plans provide for granting stock options, restricted stock units ("RSUs"), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each option and ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the requisite service period for options, and over the offering period for ESPP awards. The expected term of the Company’s stock options granted to employees has been determined utilizing the simplified method due to lack of historical exercise data. The expected volatility has been determined using a weighted-average of the historical volatility measures of a group of guideline companies and the Company's own historical volatility. The risk-free interest rate used is based on the U.S. Treasury yield in effect at the time of grant for a period consistent with the expected term of the award. The expected dividend is assumed to be zero as the Company has never declared or paid any cash dividends and do not currently intend to declare dividends in the foreseeable future.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally four years.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The assumptions used to determine the fair value of the stock awards represent management's best estimates. These estimates involve inherent uncertainties and the application of management's judgment. Forfeitures are accounted for as they occur.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Income Taxes </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Cash, Cash Equivalents and Restricted Cash</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2023 and 2022. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023 and 2022, the Company's long-term restricted cash balance was $7 million and $8 million, respectively, primarily related to letters of credit for its facility lease agreements. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Short-Term Investments </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company’s short-term investments comprise of U.S. treasury securities and corporate debt securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest income and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest income and other, net in the consolidated statements of operations. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Strategic Investments</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company's strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires significant Company judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Accounts Receivable and Allowances </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Property and Equipment </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The useful lives of property and equipment are as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:69.075%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:28.725%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Useful lives</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computers and equipment</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 years</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 years</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shorter of estimated useful life or remaining lease term</span></td></tr></table></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Business Combinations</span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill. </span></div><div style="text-align:justify;text-indent:36pt"><span><br/></span></div><div style="text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s product portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Goodwill and Other Long-Lived Assets </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.</span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:107%">Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company is less than the carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of the Company is less than the carrying amount, a quantitative assessment is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. The Company also has the option to bypass the qualitative assessment, and perform the quantitative assessment. No goodwill impairments were recorded during the years presented.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%"> Operating Leases and Incremental Borrowing Rate</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company leases office space under operating leases with expiration dates through 2029. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. The estimation of the incremental borrowing rate is based on an estimate of the Company's unsecured borrowing rate for its Notes, adjusted for tenor and collateralized security features. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">For leases with a lease term of 12 months or less ("short-term leases"), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:107%">Loss Contingencies</span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:112%">The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates.</span></div><div style="text-align:justify;text-indent:36pt"><span><br/></span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:112%">Concentrations of Risk </span></div><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company's policy is designed to limit exposure from any particular issuer or institution.</span></div><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company's accounts receivable balance or total revenue.</span></div><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company's service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Net Loss per Share </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period without consideration for potentially dilutive securities as they do not share in losses. The diluted net loss per share attributable to common </span></div><div style="margin-bottom:9pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">stockholders is computed giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, unvested RSUs, unvested common stock and restricted stock issued in connection with certain business combinations, convertible senior notes and warrants are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights. See Note 15 for additional details. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Recently Adopted Accounting Pronouncements </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">ASU No. 2020-06</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company adopted ASU 2020-06, effective February 1, 2022, using the modified retrospective method. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The new guidance simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, the guidance removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, no longer requires separately presenting in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature is no longer amortized into income as interest expense over the life of the instrument. Instead, the convertible debt instrument is accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative, or (2) a convertible debt instrument was issued at a substantial premium. Additionally, the guidance requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share, which is consistent with the Company’s accounting treatment prior to the adoption of the new guidance.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company recognized a cumulative effect of initially applying the guidance as an adjustment to the February 1, 2022 opening balance of accumulated deficit. Due to the elimination of the equity conversion component of the Company’s convertible senior notes outstanding as of February 1, 2022, additional paid-in capital was reduced. The elimination of the equity conversion component had the effect of increasing the Company’s net debt balance. The reduction of other liabilities is related to changes to the Company’s deferred tax liabilities.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The adoption of the new guidance resulted in the following changes to the Company’s consolidated balance sheet as of February 1, 2022:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.853%"><tr><td style="width:1.0%"/><td style="width:37.406%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.385%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.812%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.385%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.812%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.385%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.815%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at <br/>January 31, 2022</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Adjustments from Adoption of ASU 2020-06</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at <br/>February 1, 2022</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="15" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Liabilities</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Convertible senior notes, net</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Convertible senior notes, net, noncurrent</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,816 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">372 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,188 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other liabilities, noncurrent</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">30 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Stockholders’ equity</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Additional paid-in capital</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,750 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(528)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,222 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accumulated deficit</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,816)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">156 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,660)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In addition, the adoption of the new guidance resulted in a decrease in reported net interest expense of approximately $85 million and a decrease in basic and diluted net loss per share of $0.54 in fiscal 2023.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">ASU No. 2021-08</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company adopted the Financial Accounting Standards Board ("FASB") issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), effective February 1, 2022, on a prospective basis. The update requires contract assets and contract liabilities acquired in a business combination be recognized and measured in accordance with the latest revenue guidance. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">ASU No. 2021-04</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company adopted the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”), effective February 1, 2022, on a prospective basis. The new guidance addresses specific guidance related to modifications or exchanges of freestanding equity-classified written call options (such as warrants) by specifying the accounting for various modification scenarios. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.</span></div> Revenue is derived from subscription fees (which include support fees) and professional services fees. The Company sells subscriptions to its platform through arrangements that are generally <span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOmZkMDFkYTU1MWVkZDQ3YWZiNmVhM2M0NThmNGE2ZDgzL3NlYzpmZDAxZGE1NTFlZGQ0N2FmYjZlYTNjNDU4ZjRhNmQ4M18xMTIvZnJhZzpmMjlhY2Q2MGMwYzI0OGE0OTA2Y2NjY2UxOGZlOTEzMi90ZXh0cmVnaW9uOmYyOWFjZDYwYzBjMjQ4YTQ5MDZjY2NjZTE4ZmU5MTMyXzU5NA_9ec0f383-f737-4c82-97a6-bfdd2cd401aa">one</span> to five years in length. The arrangements are generally non-cancellable and non-refundable. Furthermore, if a customer reduces the contracted <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">usage or service level, the customer has no right of refund. The subscription arrangements do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. This revenue recognition policy is consistent for sales generated directly with customers and sales generated indirectly through channel partners.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Revenue recognition is determined through the following steps:</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Identification of the contract, or contracts, with a customer;</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Identification of the performance obligations in the contract;</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Determination of the transaction price;</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Allocation of the transaction price to the performance obligations in the contract; and</span></div><div style="margin-bottom:9pt;padding-left:36pt;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">Recognition of revenue when, or as, the performance obligations are satisfied.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company recognizes revenue net of any applicable value added or sales tax.</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Subscription Revenue</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Subscription revenue, which includes support, is recognized on a straight-line basis over the non-cancellable contractual term of the arrangement, generally beginning on the date that the Company’s service is made available to the customer.</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Professional Services Revenue</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Professional services principally consist of customer-specific requests for application integrations, user interface enhancements and other customer-specific requests. Revenue for professional services is recognized as services are performed in proportion to their pattern of transfer.</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Contracts with Multiple Performance Obligations</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price ("SSP") basis.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company determines SSP based on observable, if available, prices for those related services when sold separately. When such observable prices are not available, the Company determines SSP based on overarching pricing objectives and strategies, taking into consideration market conditions and other factors, including customer size, volume purchased, market and industry conditions, product-specific factors and historical sales of the deliverables. Pricing objectives, market conditions or other factors may change in the future resulting in changes to standalone selling prices that could impact the timing or amount of revenue recognition.</span></div>Deferred revenue consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s subscription and support services and professional services arrangements. The Company primarily invoices its customers for its subscription services arrangements annually in advance. The Company’s payment terms generally provide that customers pay the invoiced portion of the total arrangement fee within 30 days of the invoice date. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as deferred revenue, noncurrent in the consolidated balance sheets.Costs of revenue primarily consist of costs related to providing the Company’s cloud-based platform to its customers, including third-party hosting fees, amortization of capitalized internal-use software and finite-lived purchased developed technology, customer support, other employee-related expenses for security, technical operations and professional services staff, and allocated overhead costs. P5Y P30D Sales commissions earned by the Company’s sales force are generally considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for new revenue contracts, including incremental sales to existing customers, are deferred and then amortized on a straight-line basis over a period of benefit, which is determined to be generally five years. The Company determined the period of benefit by taking into consideration the terms of its customer contracts, its technology and other factors. <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Sales commissions for renewal contracts (which are not considered commensurate with sales commissions for new revenue contracts and incremental sales to existing customers) are deferred and then amortized on a straight-line basis over the related period of benefit, which is generally two years, as determined by considering the average contractual term for renewal contracts.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Sales commissions capitalized as contract costs totaled $121 million and $171 million in fiscal 2023 and 2022, respectively. Amortization of contract costs was $84 million, $57 million and $40 million in fiscal 2023, 2022 and 2021, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations.</span></div> P5Y P2Y 121000000 171000000 84000000 57000000 40000000 Research and development expense incurred in the normal course of business is expensed as incurred. Qualifying internally-developed software development costs, including the associated stock-based compensation expenses, are capitalized during the application development stage, as long as management has authorized and committed to funding the project, it is probable the project will be completed and the software will be used to perform the function intended. Capitalization of such costs ceases once the project is substantially complete and ready for its intended use. Capitalized software development costs are included in Intangible assets, net on the consolidated balance sheets and are amortized on a straight-line basis over an expected useful life of 3 years. P3Y Advertising costs are expensed as incurred. 77000000 79000000 33000000 <div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Restructuring generally includes significant actions involving employee-related severance charges, facilities consolidation and contract termination costs. Employee-related severance charges are largely based upon substantive severance plans, while some are mandated requirements in certain foreign jurisdictions. Severance costs generally include severance payments, outplacement services, health insurance coverage and legal costs. These charges are reflected in the period when both the actions are probable, at the balance sheet date, and the amounts are reasonably estimable. Right-of-use asset impairments are recognized on the date the premises have been vacated or the Company have ceased-use of the leased facilities.</span></div><div style="text-align:justify;text-indent:36pt"><span><br/></span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Actual results may differ from the Company's estimates and assumptions. Restructuring liabilities are classified in accrued expenses and other current liabilities in the consolidated balance sheets.</span></div> <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company's equity incentive plans provide for granting stock options, restricted stock units ("RSUs"), restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense related to stock awards (including stock options, RSUs, market-based RSUs, and ESPP) is measured based on the fair value of the awards granted and recognized as an expense over the requisite service period. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each option and ESPP awards are estimated on the grant date using the Black-Scholes option pricing model which requires the use of various assumptions, including the expected term of the award, the expected volatility of the price of the underlying common stock, risk-free interest rates, and expected dividend yield </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">of the underlying common stock. Stock-based compensation expense is recognized following the straight-line attribution method over the requisite service period for options, and over the offering period for ESPP awards. The expected term of the Company’s stock options granted to employees has been determined utilizing the simplified method due to lack of historical exercise data. The expected volatility has been determined using a weighted-average of the historical volatility measures of a group of guideline companies and the Company's own historical volatility. The risk-free interest rate used is based on the U.S. Treasury yield in effect at the time of grant for a period consistent with the expected term of the award. The expected dividend is assumed to be zero as the Company has never declared or paid any cash dividends and do not currently intend to declare dividends in the foreseeable future.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each RSU award is based on the fair value of the underlying common stock as of the grant date. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, generally four years.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The fair value of each market-based RSU award is measured using a Monte Carlo simulation valuation model which requires the use of various assumptions, including the stock price volatility and risk-free interest rate as of the valuation date corresponding to the length of time remaining in the performance period. Stock-based compensation expense for awards with market conditions is recognized over the requisite service period using the accelerated attribution method and is not reversed if the market condition is not met.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The assumptions used to determine the fair value of the stock awards represent management's best estimates. These estimates involve inherent uncertainties and the application of management's judgment. Forfeitures are accounted for as they occur.</span></div> 0 P4Y <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. Deferred tax assets are also recognized for operating losses and tax credit carry forwards. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. Management considers all positive and negative evidence in evaluating the Company’s ability to realize its deferred tax assets, for example its historical results and forecasts of future ability to realize its deferred tax assets, including forecasts of future taxable income by jurisdiction. Deferred tax assets and liabilities are measured using enacted tax rates applicable in the years in which they are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in the provision for income taxes in the period that includes the enactment date.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company does not provide for income taxes on undistributed earnings of subsidiaries that are intended to be indefinitely reinvested. Where the Company does not intend to indefinitely reinvest subsidiary earnings, income and withholding taxes, as applicable, are provided on such undistributed earnings.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The calculation of tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company determines if the weight of available evidence indicates that it is more likely than not that a tax position will be sustained on tax audit, assuming that all issues are audited and resolution of any related appeals or litigation processes are considered. The tax benefit is then measured as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The reserves for uncertain tax positions are adjusted as facts and circumstances change, for example on closing of a tax audit, expiration of statutes of limitation on potential assessments or refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such a determination is made. The provisions for income taxes include the impact of reserves for uncertain tax positions, along with the related interest and penalties.</span></div> Cash and cash equivalents consist of cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. Cash equivalents generally consist of investments in money market funds. The fair market value of cash equivalents approximated their carrying value as of January 31, 2023 and 2022. 7000000 8000000 <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company’s short-term investments comprise of U.S. treasury securities and corporate debt securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, short-term investments, including securities with stated maturities beyond twelve months, are classified within current assets in the consolidated balance sheets. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Available-for-sale securities are recorded at fair value each reporting period and are periodically evaluated for impairment. For unrealized losses in securities that the Company intends to hold and will not more likely than not be required to sell before recovery, the Company further evaluates whether declines in fair value below amortized cost are due to credit or non-credit related factors. </span></div>The Company considers credit related impairments to be changes in value that are driven by a change in the creditor’s ability to meet its payment obligations, and records an allowance and recognizes a corresponding loss in interest income and other, net when the impairment is incurred. Unrealized non-credit related losses and unrealized gains are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Realized gains and losses are determined based on the specific identification method and are reported in interest income and other, net in the consolidated statements of operations. <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company's strategic investments consist primarily of equity investments in privately held companies and are included in Other assets on the consolidated balance sheets. Investments in privately held companies without readily determinable fair values in which the Company does not own a controlling interest or have significant influence over are measured using the measurement alternative. In applying the measurement alternative, the Company adjusts the carrying values of strategic investments based on observable price changes from orderly transactions for identical or similar investments of the same issuer. Additionally, the Company evaluates its strategic investments at least quarterly for impairment. Adjustments and impairments are recorded in Interest and other, net on the consolidated statements of operations.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In determining the estimated fair value of its strategic investments in privately held companies, the Company uses the most recent and available data. Valuations of privately held securities are inherently complex due to the lack of readily available market data and require the use of judgment. The determination of whether an orderly transaction is for an identical or similar investment requires significant Company judgment. In its evaluation, the Company considers factors such as differences in the rights and preferences of the investments and the extent to which those differences would affect the fair values of those investments. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology, general market conditions and liquidity considerations.</span></div> Accounts receivable are recorded at the invoiced amount, net of allowances. These allowances are based on the Company’s assessment of the collectibility of accounts by considering the age of each outstanding invoice, the collection history of each customer, and an evaluation of current expected risk of credit loss based on current economic conditions and reasonable and supportable forecasts of future economic conditions over the life of the receivable. The Company assesses collectibility by reviewing accounts receivable on an aggregated basis where similar characteristics exist and on an individual basis when specific customers with collectibility issues are identified. Amounts deemed uncollectible are recorded as an allowance in the consolidated balance sheets with an offsetting decrease in deferred revenue or a charge to general and administrative expense in the consolidated statements of operations. <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment, net, is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Repairs and maintenance costs are expensed as incurred.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The useful lives of property and equipment are as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:69.075%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:28.725%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Useful lives</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computers and equipment</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 years</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 years</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shorter of estimated useful life or remaining lease term</span></td></tr></table></div> <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The useful lives of property and equipment are as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:69.075%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:28.725%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Useful lives</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computers and equipment</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 years</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 years</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shorter of estimated useful life or remaining lease term</span></td></tr></table><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment consisted of the following: </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:4pt;font-weight:400;line-height:120%"> </span></div><div style="margin-top:5pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computers and equipment</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">88 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">82 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment, gross</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">107 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">100 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less accumulated depreciation</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(48)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(35)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment, net</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">59 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">65 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr></table></div> P3Y P7Y <div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Business combinations are accounted for under the acquisition method of accounting, which requires the acquired assets, including separately identifiable intangible assets, and assumed liabilities to be recorded as of the acquisition date at their respective estimated fair values. Any excess of the purchase price over the fair value of the assets acquired, including separately identifiable intangible assets and liabilities assumed, is recorded as goodwill. </span></div><div style="text-align:justify;text-indent:36pt"><span><br/></span></div><div style="text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The determination of the fair value of assets acquired and liabilities assumed involves assessments of factors such as the expected future cash flows associated with individual assets and liabilities and appropriate discount rates at the date of the acquisition. Significant management inputs used in the estimation of fair value of assets acquired and liabilities assumed include, but are not limited to, expected future cash flows, future changes in technology, estimated replacement costs, discount rates and assumptions about the period of time the brand will continue to be used in the Company’s product portfolio. Where appropriate, external advisers are consulted to assist in the determination of fair value. For non-observable market values, fair value has been determined using acceptable valuation methods. The results of operations for businesses acquired are included in the financial statements from the acquisition date. Acquisition-related expenses and post-acquisition restructuring costs are recognized separately from the business combination and are expensed as incurred.</span></div> <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Goodwill represents the excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination. Goodwill amounts are not amortized. Goodwill is tested for impairment annually on the first day of the fourth quarter of each fiscal year, or whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. The Company operates as a single operating segment.</span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:107%">Management has the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of the Company is less than the carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of the Company is less than the carrying amount, a quantitative assessment is performed by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value, not to exceed the total amount of goodwill allocated to that reporting unit. The Company also has the option to bypass the qualitative assessment, and perform the quantitative assessment. No goodwill impairments were recorded during the years presented.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Long-lived assets, such as property and equipment and finite-lived intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by comparing the carrying amount to the estimated undiscounted future cash flows expected to be generated. If the carrying amount exceeds the undiscounted cash flows, the assets are determined to be impaired and an impairment charge is recognized as the amount by which the carrying amount exceeds its fair value. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives.</span></div> 0 0 0 <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company leases office space under operating leases with expiration dates through 2029. The Company determines whether an arrangement constitutes a lease and records lease liabilities and right-of-use assets on its consolidated balance sheets at lease commencement. Lease liabilities are measured based on the present value of the total lease payments not yet paid, discounted based on the more readily determinable of either the rate implicit in the lease or the incremental borrowing rate, which is the estimated rate the Company would be required to pay for a collateralized borrowing equal to the total lease payments over the term of the lease. Lease liabilities due within twelve months are included within accrued expenses and other current liabilities on the consolidated balance sheet. The estimation of the incremental borrowing rate is based on an estimate of the Company's unsecured borrowing rate for its Notes, adjusted for tenor and collateralized security features. Right-of-use assets are measured based on the corresponding lease liability adjusted for (i) payments made to the lessor at or before the commencement date, (ii) initial direct costs incurred and (iii) tenant incentives received, incurred or payable under the lease. Recognition of rent expense begins when the lessor makes the underlying asset available to the Company. The Company does not assume renewals or early terminations of its leases unless it is reasonably certain to exercise these options at commencement and does not allocate consideration between lease and non-lease components.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">For leases with a lease term of 12 months or less ("short-term leases"), rent expense is recorded in the consolidated statements of operations on a straight-line basis over the lease term and records variable lease payments as incurred.</span></div> The Company is periodically involved in various legal claims and proceedings. The Company routinely reviews the status of each significant matter and assesses its potential financial exposure. If the potential loss from any matter is considered probable and the amount can be reasonably estimated, the Company records a liability for the estimated loss. If either or both of the criteria for recording the liability are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may have been incurred. If there is a reasonable possibility that a loss may have been incurred, the Company discloses the estimate of the amount of loss or range of loss, discloses that the amount is immaterial, or discloses that an estimate of loss cannot be made, as applicable. Because of inherent uncertainties related to these legal matters, the Company bases its loss accruals on the best information available at the time. As additional information becomes available, the Company reassesses its potential liability and may review its estimates. Actual outcomes of these legal and regulatory proceedings may differ materially from the Company’s estimates. <div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's short-term investments are primarily intended to facilitate liquidity and capital preservation and consist predominately of highly liquid investment-grade fixed-income securities, diversified among industries and individual issuers. The Company's policy is designed to limit exposure from any particular issuer or institution.</span></div><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Credit risk arising from accounts receivable is mitigated due to the large number of customers and their dispersion across various industries and geographies. For the periods presented, there were no customers that represented more than 10% of the Company's accounts receivable balance or total revenue.</span></div><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company serves customers and users from data center facilities located across various different physical locations, such as the U.S., Europe and Asia-Pacific, most of which are operated by a single third party. The Company has disaster recovery protocols at the third-party service providers. Even with these procedures for disaster recovery in place, access to the Company's service could be significantly interrupted, resulting in an adverse effect on its operating results and financial condition.</span></div> Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. Under the two-class method, basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period without consideration for potentially dilutive securities as they do not share in losses. The diluted net loss per share attributable to common stockholders is computed giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, options to purchase common stock, unvested RSUs, unvested common stock and restricted stock issued in connection with certain business combinations, convertible senior notes and warrants are considered common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is antidilutive. The rights of the holders of the Company's Class A and Class B common stock are identical, except with respect to voting and conversion rights. <div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">ASU No. 2020-06</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company adopted ASU 2020-06, effective February 1, 2022, using the modified retrospective method. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The new guidance simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity. Among other changes, the guidance removes from GAAP the liability and equity separation model for convertible instruments with a cash conversion feature, and as a result, after adoption, no longer requires separately presenting in equity an embedded conversion feature for such debt. Similarly, the embedded conversion feature is no longer amortized into income as interest expense over the life of the instrument. Instead, the convertible debt instrument is accounted for wholly as debt unless (1) a convertible instrument contains features that require bifurcation as a derivative, or (2) a convertible debt instrument was issued at a substantial premium. Additionally, the guidance requires the application of the if-converted method to calculate the impact of convertible instruments on diluted earnings per share, which is consistent with the Company’s accounting treatment prior to the adoption of the new guidance.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company recognized a cumulative effect of initially applying the guidance as an adjustment to the February 1, 2022 opening balance of accumulated deficit. Due to the elimination of the equity conversion component of the Company’s convertible senior notes outstanding as of February 1, 2022, additional paid-in capital was reduced. The elimination of the equity conversion component had the effect of increasing the Company’s net debt balance. The reduction of other liabilities is related to changes to the Company’s deferred tax liabilities.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">ASU No. 2021-08</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company adopted the Financial Accounting Standards Board ("FASB") issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), effective February 1, 2022, on a prospective basis. The update requires contract assets and contract liabilities acquired in a business combination be recognized and measured in accordance with the latest revenue guidance. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">ASU No. 2021-04</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company adopted the FASB issued ASU No. 2021-04, Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (“ASU 2021-04”), effective February 1, 2022, on a prospective basis. The new guidance addresses specific guidance related to modifications or exchanges of freestanding equity-classified written call options (such as warrants) by specifying the accounting for various modification scenarios. The adoption of the new guidance did not have a material impact on the Company’s consolidated financial statements.</span></div> <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The adoption of the new guidance resulted in the following changes to the Company’s consolidated balance sheet as of February 1, 2022:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.853%"><tr><td style="width:1.0%"/><td style="width:37.406%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.385%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.812%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.385%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.812%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.385%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:18.815%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at <br/>January 31, 2022</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Adjustments from Adoption of ASU 2020-06</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Balance at <br/>February 1, 2022</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="15" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Liabilities</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Convertible senior notes, net</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Convertible senior notes, net, noncurrent</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,816 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">372 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,188 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other liabilities, noncurrent</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">30 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%">Stockholders’ equity</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Additional paid-in capital</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,750 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(528)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,222 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accumulated deficit</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,816)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">156 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,660)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 16000000 1000000 17000000 1816000000 372000000 2188000000 31000000 -1000000 30000000 7750000000 -528000000 7222000000 -1816000000 156000000 -1660000000 -85000000 -0.54 -0.54 Business Combinations<div style="margin-bottom:8pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Acquisition of Auth0</span></div><div style="margin-bottom:8pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On May 3, 2021, the Company acquired all outstanding shares of privately-held Auth0, an Identity-as-a-Service company. Total consideration transferred for Auth0 was $5,671 million, including approximately 19 million shares of common stock valued at $5,176 million, cash of $257 million, and assumed outstanding equity awards with vested fair value of $238 million. Cash consideration of $4 million and approximately 1 million shares valued at $295 million were held back as partial security for post-closing true-up adjustments as well as any indemnification claims made within one year of the acquisition date. The consideration held back was paid in full during fiscal 2023. The Company incurred $29 million of acquisition-related costs, which were recorded as general and administrative expenses in its consolidated statement of operations in fiscal 2022.</span></div><div style="margin-bottom:8pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The transaction was accounted for as a business combination. The total purchase price of $5,671 million was allocated to the tangible and identifiable intangible assets and liabilities based on their estimated fair values. The excess of purchase consideration over the fair value of the assets acquired and liabilities assumed was $5,290 million and was recorded as goodwill.</span></div><div style="margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Acquisition of atSpoke</span></div><div style="margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On August 2, 2021, the Company acquired all issued and outstanding capital stock of privately-held atSpoke, a modern workplace operations platform. The acquisition date cash consideration for atSpoke was approximately $79 million, of which $13 million of consideration was held back as partial security for any adjustments and indemnification obligations and was paid within 18 months of the closing date.</span></div><div style="margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company recorded $18 million for developed technology intangible assets with an estimated useful life of 3 years and recorded $62 million of goodwill. The Company incurred $1 million of acquisition-related costs, which were recorded as general and administrative expenses in its consolidated statement of operations in fiscal 2022.</span></div> 5671000000 19000000 5176000000 257000000 238000000 4000000 1000000 295000000 29000000 5671000000 5290000000 79000000 13000000 P18M 18000000 P3Y 62000000 1000000 Cash Equivalents and Investments <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Cash Equivalents and Short-term Investments</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:43.687%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.266%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Amortized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Cost</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gain</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Loss</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,207 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(22)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,185 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,340 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,473 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,449 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"><br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:43.687%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.266%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Amortized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Cost</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gain</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Loss</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,922 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,913 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">331 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">329 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,253 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(11)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,405 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(11)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,394 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">All short-term investments were designated as available-for-sale securities as of January 31, 2023 and 2022. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents the contractual maturities of the Company's short-term investments:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Amortized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Cost</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Due within one year</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,097 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,076 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Due between one to five years</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">243 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">240 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,340 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Interest receivable of $10 million and $6 million is included in Prepaid expenses and other current assets on the consolidated balance sheets as of January 31, 2023 and 2022, respectively. </span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents the fair values and unrealized losses related to the Company's investments in available-for-sale debt securities classified by length of time that the securities have been in a continuous unrealized loss position as of January 31, 2023:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:25.069%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.606%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Less Than 12 Months</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">More Than 12 Months</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Total</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated Fair Value</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Losses</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated Fair Value</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Losses</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated Fair Value</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Losses</span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="33" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,204 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">846 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(13)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,050 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(22)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">114 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">127 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 1.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,217 </span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">960 </span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(15)</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,177 </span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company had 159 and 193 short-term investments in unrealized loss positions as of January 31, 2023 and 2022, respectively.</span></div><div style="text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">For available-for-sale debt securities that have unrealized losses, the Company evaluates whether (i) the Company has the intention to sell any of these investments, (ii) it is not more likely than not that the Company will be required to sell any of these available-for-sale debt securities before recovery of the entire amortized cost basis and (iii) the decline in the fair value of the investment is due to credit or non-credit related factors. There were no material credit or non-credit related impairments for short-term investments as of January 31, 2023 and 2022.</span></div><div style="margin-bottom:9pt;margin-top:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Strategic Investments</span></div>Strategic investments primarily include equity investments in privately held companies, which do not have a readily determinable fair value. As of January 31, 2023 and 2022, the balance of strategic investments was $25 million and $15 million, respectively. <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following tables present the amortized cost, unrealized gain (loss) and estimated fair value of cash equivalents and short-term investments:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:43.687%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.266%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Amortized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Cost</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gain</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Loss</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,207 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(22)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,185 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,340 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,473 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,449 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:43.687%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.262%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.387%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.266%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Amortized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Cost</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gain</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Loss</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,922 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,913 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">331 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">329 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,253 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(11)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,405 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(11)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,394 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 133000000 0 0 133000000 133000000 0 0 133000000 2207000000 0 22000000 2185000000 133000000 0 2000000 131000000 2340000000 0 24000000 2316000000 2473000000 0 24000000 2449000000 152000000 0 0 152000000 152000000 0 0 152000000 1922000000 0 9000000 1913000000 331000000 0 2000000 329000000 2253000000 0 11000000 2242000000 2405000000 0 11000000 2394000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents the contractual maturities of the Company's short-term investments:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Amortized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Cost</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Due within one year</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,097 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,076 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Due between one to five years</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">243 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">240 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,340 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 2097000000 2076000000 243000000 240000000 2340000000 2316000000 10000000 6000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents the fair values and unrealized losses related to the Company's investments in available-for-sale debt securities classified by length of time that the securities have been in a continuous unrealized loss position as of January 31, 2023:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:25.069%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.595%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:10.606%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Less Than 12 Months</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">More Than 12 Months</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Total</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated Fair Value</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Losses</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated Fair Value</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Losses</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated Fair Value</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:middle"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Unrealized</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Losses</span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="33" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,204 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">846 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(13)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,050 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(22)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">13 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">114 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">127 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 1.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,217 </span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">960 </span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(15)</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,177 </span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#cceeff;border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 1204000000 9000000 846000000 13000000 2050000000 22000000 13000000 0 114000000 2000000 127000000 2000000 1217000000 9000000 960000000 15000000 2177000000 24000000 159 193 0 0 25000000 15000000 Fair Value Measurements <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Three levels of inputs may be used to measure as follows: </span></div><div style="margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Level 1—Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in </span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">active markets. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Level 2—Valuations based on other inputs that are directly or indirectly observable in the marketplace. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Level 3—Valuations based on unobservable inputs that are supported by little or no market activity. </span></div><div style="margin-bottom:9pt;margin-top:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Assets and Liabilities Measured at Fair Value on a Recurring Basis </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following tables present information about financial assets that were measured at fair value on a recurring basis using the above input categories:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:43.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.207%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 1</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 2</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 3</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Total</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Assets:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,185 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,185 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents and short-term investments</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,449 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"><br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:43.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.207%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 1</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 2</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 3</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Total</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Assets:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,913 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,913 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">329 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">329 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents and short-term investments</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,394 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable and accounts payable approximate fair value due to their short-term maturities and are excluded from the fair value tables above. </span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Fair Value Measurements of Other Financial Instruments</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Principal Amount</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025 convertible senior notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,060 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">933 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026 convertible senior notes</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,150 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">981 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Notes are recorded at face value less unamortized debt issuance costs (See Note 9 for additional details). The estimated fair values of the Notes, which are Level 2 financial instruments, were determined based on the quoted bid prices of the Notes in an over-the-counter market on the last trading day of the reporting period.</span></div> <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Financial assets are measured at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Three levels of inputs may be used to measure as follows: </span></div><div style="margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Level 1—Valuations based on observable inputs that reflect quoted prices for identical assets or liabilities in </span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">active markets. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Level 2—Valuations based on other inputs that are directly or indirectly observable in the marketplace. </span></div>Level 3—Valuations based on unobservable inputs that are supported by little or no market activity. <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following tables present information about financial assets that were measured at fair value on a recurring basis using the above input categories:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:43.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.207%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 1</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 2</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 3</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Total</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Assets:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,185 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,185 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">131 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents and short-term investments</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,316 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,449 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"><br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:43.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.207%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="21" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 1</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 2</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Level 3</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Total</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="21" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Assets:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash equivalents:</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Money market funds</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Short-term investments:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">U.S. treasury securities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,913 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,913 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Corporate debt securities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">329 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">329 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total short-term investments</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total cash equivalents and short-term investments</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">152 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,242 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2,394 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 133000000 0 0 133000000 133000000 0 0 133000000 0 2185000000 0 2185000000 0 131000000 0 131000000 0 2316000000 0 2316000000 133000000 2316000000 0 2449000000 152000000 0 0 152000000 152000000 0 0 152000000 0 1913000000 0 1913000000 0 329000000 0 329000000 0 2242000000 0 2242000000 152000000 2242000000 0 2394000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table presents the principal amounts and estimated fair values of financial instruments that are not recorded at fair value on the consolidated balance sheets:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Principal Amount</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Estimated</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Fair Value</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025 convertible senior notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,060 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">933 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026 convertible senior notes</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,150 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">981 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 1060000000 933000000 1150000000 981000000 Goodwill and Intangible Assets, net <div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Goodwill </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023 and 2022, goodwill was $5,400 million and $5,401 million, respectively. No goodwill impairments were recorded during fiscal 2023, 2022 and 2021.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Intangible Assets, net </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Intangible assets consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gross</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Accumulated Amortization</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Net</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="15" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Capitalized internal-use software costs</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(28)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Purchased developed technology</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">220 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(93)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">127 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Customer relationships</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">141 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(62)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">79 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Trade name</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(7)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Software licenses</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">431 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(190)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">241 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"><br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gross</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Accumulated Amortization</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Net</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Capitalized internal-use software costs</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">36 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Purchased developed technology</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">220 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(48)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">172 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Customer relationships</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">141 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">115 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Trade name</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">18 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">418 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(101)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">317 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:4pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:15pt"><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-Average Remaining Useful Life</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Purchased developed technology</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.0 years</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.0 years</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Customer relationships</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.4 years</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.0 years</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Trade name</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.3 years</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.3 years</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:80.040%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.760%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Remaining Amortization </span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">84 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">72 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">63 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2027</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2028</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Thereafter</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">241 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Amortization expense of intangible assets was $93 million, $69 million and $11 million in fiscal 2023, 2022 and 2021, respectively.</span></div> 5400000000 5401000000 0 0 0 <div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Intangible assets consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gross</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Accumulated Amortization</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Net</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="15" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Capitalized internal-use software costs</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(28)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Purchased developed technology</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">220 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(93)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">127 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Customer relationships</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">141 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(62)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">79 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Trade name</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(7)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Software licenses</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">431 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(190)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">241 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"><br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Gross</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Accumulated Amortization</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Net</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Capitalized internal-use software costs</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">36 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(24)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Purchased developed technology</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">220 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(48)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">172 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Customer relationships</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">141 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">115 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Trade name</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">18 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">418 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(101)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">317 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The weighted-average remaining useful lives of the Company’s acquired intangible assets are as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr style="height:15pt"><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-Average Remaining Useful Life</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Purchased developed technology</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.0 years</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.0 years</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Customer relationships</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.4 years</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.0 years</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Trade name</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.3 years</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.3 years</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 48000000 28000000 20000000 220000000 93000000 127000000 141000000 62000000 79000000 21000000 7000000 14000000 1000000 0 1000000 431000000 190000000 241000000 36000000 24000000 12000000 220000000 48000000 172000000 141000000 26000000 115000000 21000000 3000000 18000000 418000000 101000000 317000000 P3Y P4Y P3Y4M24D P4Y P3Y3M18D P4Y3M18D <div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, estimated remaining amortization expense for the intangible assets by fiscal year was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:80.040%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:17.760%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Remaining Amortization </span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">84 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">72 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">63 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2027</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">20 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2028</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Thereafter</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">241 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Amortization expense of intangible assets was $93 million, $69 million and $11 million in fiscal 2023, 2022 and 2021, respectively.</span></div> 84000000 72000000 63000000 20000000 2000000 0 241000000 93000000 69000000 11000000 Balance Sheet Components <div style="margin-bottom:9pt;margin-top:4pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Property and Equipment, net </span></div><div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Property and equipment consisted of the following: </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:4pt;font-weight:400;line-height:120%"> </span></div><div style="margin-top:5pt;text-align:center"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Computers and equipment</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Furniture and fixtures</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Leasehold improvements</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">88 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">82 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment, gross</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">107 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">100 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less accumulated depreciation</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(48)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(35)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Property and equipment, net</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">59 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">65 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Depreciation expense was $12 million in fiscal 2023 and 2022, and $9 million in fiscal 2021. </span></div><div style="margin-bottom:9pt;margin-top:7pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Accrued Expenses and Other Current Liabilities </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Accrued expenses and other current liabilities consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued expenses</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">67 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued taxes payable</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"><span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOmZkMDFkYTU1MWVkZDQ3YWZiNmVhM2M0NThmNGE2ZDgzL3NlYzpmZDAxZGE1NTFlZGQ0N2FmYjZlYTNjNDU4ZjRhNmQ4M18xMjcvZnJhZzo5NTgyYjU1ODVhMWI0ODIzODk2MDVkMDU1MmMyY2JiZC90YWJsZToxZDFjZjY2MzZiYzM0YzUxYmFiYmRkZWU2N2VkNjkxNi90YWJsZXJhbmdlOjFkMWNmNjYzNmJjMzRjNTFiYWJiZGRlZTY3ZWQ2OTE2XzYtMC0xLTEtNzMzNDA_38dec94c-223f-4c6e-89eb-271364b52842"><span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOmZkMDFkYTU1MWVkZDQ3YWZiNmVhM2M0NThmNGE2ZDgzL3NlYzpmZDAxZGE1NTFlZGQ0N2FmYjZlYTNjNDU4ZjRhNmQ4M18xMjcvZnJhZzo5NTgyYjU1ODVhMWI0ODIzODk2MDVkMDU1MmMyY2JiZC90YWJsZToxZDFjZjY2MzZiYzM0YzUxYmFiYmRkZWU2N2VkNjkxNi90YWJsZXJhbmdlOjFkMWNmNjYzNmJjMzRjNTFiYWJiZGRlZTY3ZWQ2OTE2XzYtMC0xLTEtNzMzNDA_af496f39-69c6-45b6-aefc-63e7fb876899">Operating lease liabilities</span></span></span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">32 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued expenses and other current liabilities</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">112 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">90 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Other Liabilities, Noncurrent</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Other liabilities, noncurrent consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred tax liabilities</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">22 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other liabilities, noncurrent</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">23 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div> 0 1000000 19000000 17000000 88000000 82000000 107000000 100000000 48000000 35000000 59000000 65000000 12000000 12000000 9000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Accrued expenses and other current liabilities consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued expenses</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">67 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued taxes payable</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"><span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOmZkMDFkYTU1MWVkZDQ3YWZiNmVhM2M0NThmNGE2ZDgzL3NlYzpmZDAxZGE1NTFlZGQ0N2FmYjZlYTNjNDU4ZjRhNmQ4M18xMjcvZnJhZzo5NTgyYjU1ODVhMWI0ODIzODk2MDVkMDU1MmMyY2JiZC90YWJsZToxZDFjZjY2MzZiYzM0YzUxYmFiYmRkZWU2N2VkNjkxNi90YWJsZXJhbmdlOjFkMWNmNjYzNmJjMzRjNTFiYWJiZGRlZTY3ZWQ2OTE2XzYtMC0xLTEtNzMzNDA_38dec94c-223f-4c6e-89eb-271364b52842"><span style="-sec-ix-hidden:id3VybDovL2RvY3MudjEvZG9jOmZkMDFkYTU1MWVkZDQ3YWZiNmVhM2M0NThmNGE2ZDgzL3NlYzpmZDAxZGE1NTFlZGQ0N2FmYjZlYTNjNDU4ZjRhNmQ4M18xMjcvZnJhZzo5NTgyYjU1ODVhMWI0ODIzODk2MDVkMDU1MmMyY2JiZC90YWJsZToxZDFjZjY2MzZiYzM0YzUxYmFiYmRkZWU2N2VkNjkxNi90YWJsZXJhbmdlOjFkMWNmNjYzNmJjMzRjNTFiYWJiZGRlZTY3ZWQ2OTE2XzYtMC0xLTEtNzMzNDA_af496f39-69c6-45b6-aefc-63e7fb876899">Operating lease liabilities</span></span></span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">32 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Accrued expenses and other current liabilities</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">112 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">90 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 67000000 48000000 5000000 7000000 32000000 27000000 8000000 8000000 112000000 90000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Other liabilities, noncurrent consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred tax liabilities</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">22 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other liabilities, noncurrent</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">23 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 12000000 9000000 11000000 22000000 23000000 31000000 Deferred Revenue and Performance Obligations<div style="margin-bottom:9pt;margin-top:6pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Deferred Revenue</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Deferred revenue, which is a contract liability, consists primarily of payments received and accounts receivable recorded in advance of revenue recognition under the Company’s contracts with customers and is recognized as the revenue recognition criteria are met.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Subscription revenue recognized during fiscal</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> 2023 and 2022 included $952 million and $495 million, respectively, from deferred revenue balances at the beginning of the respective periods. Professional services and other revenue recognized in fiscal 2023 and 2022 from deferred revenue balances at the beginning of the respective periods was $14 million and $7 million, respectively. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">Transaction Price Allocated to the Remaining Performance Obligations</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Transaction price allocated to the remaining performance obligations represents all future, non-cancelable contracted revenue that has not yet been recognized, inclusive of deferred revenue that has been invoiced and non-cancelable amounts that will be invoiced and recognized as revenue in future periods.</span></div><div style="margin-bottom:12pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Total remaining non-cancelable performance obligations under subscription contracts with customers was approximately $3,007 million as of January 31, 2023. Of this amount, </span><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">the</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> Company expects to recognize revenue of approximately $1,684 million, or 56%, over the next 12 months, with the balance to be recognized as revenue thereafter. Remaining performance obligations for professional services and other contracts as of January 31, 2023 were not material.</span></div> 952000000 495000000 14000000 7000000 3007000000 1684000000 0.56 P12M Convertible Senior Notes, Net<div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">2023 Convertible Senior Notes</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The 2023 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.25% per year. Interest is payable in cash semi-annually in arrears on February 15 and August 15 of each year, beginning on August 15, 2018. The outstanding 2023 Notes matured on February 15, 2023. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The terms of the 2023 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2023 Indenture"). Upon conversion, the 2023 Notes may be settled in </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The 2023 Notes are convertible at an initial conversion rate of 20.6795 shares of Class A common stock per $1,000 principal amount of the 2023 Notes, which is equal to an initial conversion price of approximately $48.36 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2023 Indenture. As of January 31, 2023, an immaterial amount of 2023 Notes remained outstanding.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During fiscal 2023, the Company issued approximately 0.4 million shares of Class A common stock and paid an immaterial amount in cash to settle approximately $17 million principal amount of 2023 Notes.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, the effective interest rate on the 2023 Notes was 0.85%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2023 Notes was 5.68%. Interest expense recognized related to the 2023 Notes was immaterial during fiscal 2023, 2022 and 2021.</span></div><div style="margin-top:3pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The net carrying amount of the 2023 Notes consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:66.882%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Liability component:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Principal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: unamortized debt issuance costs and debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net carrying amount</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:14pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equity component:</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2023 Notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Carrying amount of the equity component</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(2)</span></div></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(2)</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%"> Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Note Hedges</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In connection with the pricing of the 2023 Notes, the Company entered into convertible note hedges with respect to its Class A common stock. The Note Hedges are purchased call options that give the Company the option to purchase shares, subject to anti-dilution adjustments substantially identical to those in the 2023 Notes, of its Class A common stock for approximately $48.36 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2023 Notes, exercisable upon conversion of the 2023 Notes. The Note Hedges will expire in 2023, if not exercised earlier. The Note Hedges are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2023 Notes under certain circumstances. The Note Hedges are separate transactions and are not part of the terms of the 2023 Notes. The Note Hedges meet the criteria for classification as equity and, as such, are not remeasured each reporting period.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During fiscal 2023, the Company exercised and net-share-settled Note Hedges corresponding to approximately $12 million principal amount of 2023 Notes and received approximately 0.1 million shares of Class A common stock and an immaterial cash payment. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, Note Hedges giving the Company the option to purchase approximately 0.1 million shares (subject to adjustment) remained outstanding.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Warrants</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In connection with the issuance of the 2023 Notes, the Company entered into separate warrant transactions pursuant to which it sold net-share-settled (or, at the Company’s election subject to certain conditions, cash-settled) warrants to acquire shares, subject to anti-dilution adjustments, over 80 scheduled trading days beginning in May 2023 of the Company’s Class A common stock at an initial exercise price of approximately $68.06 per share (subject to adjustment). If the Warrants are not exercised on their exercise dates, they will expire. If the market value per share of the Company’s Class A common stock exceeds the applicable exercise price of the Warrants, the Warrants could have a dilutive effect on the Company’s Class A common stock unless, subject to the terms of the Warrants, the Company elects to cash settle the Warrants. The Warrants are separate transactions and are not part of the terms of the 2023 Notes or the Note Hedges. The Warrants meet the criteria for classification as equity and, as such, are not remeasured each reporting period.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, Warrants to acquire up to approximately 1 million shares (subject to adjustment) remained outstanding.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">2025 Convertible Senior Notes</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The 2025 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.125% per year. Interest is payable in cash semi-annually in arrears on March 1 and September 1 of each year, beginning on March 1, 2020. The 2025 Notes mature on September 1, 2025 unless earlier redeemed, repurchased or converted. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The terms of the 2025 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2025 Indenture"). Upon conversion, the 2025 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The 2025 Notes are convertible at an initial conversion rate of 5.2991 shares of Class A common stock per $1,000 principal amount of the 2025 Notes, which is equal to an initial conversion price of approximately $188.71 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2025 Indenture. Prior to the close of business on the business day immediately preceding June 1, 2025, holders of the 2025 Notes may convert all or a portion of their 2025 Notes only in multiples of $1,000 principal amount, under the following circumstances:</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">during any fiscal quarter commencing after the fiscal quarter ending on January 31, 2020 (and only during such fiscal quarter), if the last reported sale price of Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2025 Notes on each applicable trading day;</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2025 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of Class A common stock and the conversion rate on such trading day;</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">upon the occurrence of specified corporate events, as described in the 2025 Indenture.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On or after June 1, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2025 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2023, the conditions allowing holders of the 2025 Notes to convert during the three months ending April 30, 2023 were not met, and as a result, the 2025 Notes were classified as noncurrent liabilities as of January 31, 2023.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company may redeem for cash all or any portion of the 2025 Notes, at its option, on or after September 6, 2022, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on and including the trading day preceding </span></div><div style="margin-bottom:9pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Holders of the 2025 Notes who convert their 2025 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2025 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2025 Indenture), holders of the 2025 Notes may require the Company to repurchase all or a portion of their 2025 Notes at a price equal to 100% of the principal amount of the 2025 Notes being repurchased, plus any accrued and unpaid interest.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, the effective interest rate on the 2025 Notes was 0.43%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2025 Notes was 4.10%. The following table sets forth total interest expense recognized related to the 2025 Notes:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Contractual interest expense</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">36 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">34 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;border-bottom:3pt double #000000;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">39 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">37 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Not applicable subsequent to the adoption of ASU 2020-06.</span></div><div style="margin-bottom:9pt;margin-top:3pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The net carrying amount of the 2025 Notes consisted of the following:</span></div><div style="margin-bottom:9pt;margin-top:3pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:66.882%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Liability component:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Principal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,060 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,060 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: unamortized debt issuance costs and debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(149)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net carrying amount</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,052 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">911 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:14pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equity component:</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025 Notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">221 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Carrying amount of the equity component</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(2)</span></div></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">217 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(2)</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%"> Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">2025 Capped Calls </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In connection with the pricing of the 2025 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2025 Capped Calls are purchased call options that give the Company the option to purchase approximately 6 million shares, subject to anti-dilution adjustments substantially identical to those in the 2025 Notes, of its Class A common stock for approximately $188.71 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2025 Notes, exercisable upon conversion of the 2025 Notes. The 2025 Capped Calls have initial cap prices of $255.88 per share (subject to adjustment) and will expire in 2025, if not exercised earlier. The 2025 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2025 Notes under certain circumstances. The 2025 Capped Calls are separate transactions and are not part of the terms of the 2025 Notes. The 2025 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:174%">2026 Convertible Senior Notes</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The 2026 Notes are senior, unsecured obligations of the Company, and bear interest at a fixed rate of 0.375% per year. Interest is payable in cash semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2020. The 2026 Notes mature on June 15, 2026 unless earlier redeemed, repurchased or converted.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The terms of the 2026 Notes are governed by an Indenture by and between the Company and Wilmington Trust, National Association, as Trustee (the "2026 Indenture"). Upon conversion, the 2026 Notes may be settled in cash, shares of Class A common stock or a combination of cash and shares of Class A common stock, at the Company’s election.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The 2026 Notes are convertible at an initial conversion rate of 4.1912 shares of Class A common stock per $1,000 principal amount of the 2026 Notes, which is equal to an initial conversion price of approximately $238.60 per share of Class A common stock, subject to adjustment under certain circumstances in accordance with the terms of the 2026 Indenture. Prior to the close of business on the business day immediately preceding March 15, 2026, holders of the 2026 Notes may convert all or a portion of their 2026 Notes only in multiples of $1,000 principal amount, under the following circumstances:</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the 2026 Notes on each applicable trading day;</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the 2026 Notes for each trading day of that five consecutive trading day period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on such trading day;</span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">if the Company calls the notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or </span></div><div style="margin-bottom:9pt;margin-top:6pt;padding-left:36pt;text-align:justify;text-indent:-18pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">•</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%;padding-left:14.5pt">upon the occurrence of specified corporate events, as described in the 2026 Indenture.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On or after March 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2026 Notes regardless of the foregoing circumstances. During the three months ended January 31, 2023, the conditions allowing holders of the 2026 Notes to convert during the three months ending April 30, 2023 were not met, and as a result, the 2026 Notes were classified as noncurrent liabilities as of January 31, 2023. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after June 20, 2023, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on and including the trading day preceding the date on which the Company provides notice of redemption price equal to 100% of the principal amount of the notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Holders of the 2026 Notes who convert their 2026 Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the 2026 Indenture) or in connection with the Company’s issuance of a redemption notice are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the 2026 Indenture), holders of the 2026 Notes may require the Company to repurchase all or a portion of their 2026 Notes at a price equal to 100% of the principal amount of the 2026 Notes being repurchased, plus any accrued and unpaid interest. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, the effective interest rate on the 2026 Notes was 0.60%. As of January 31, 2022 and 2021, prior to the adoption of ASU 2020-06, the effective interest rate on the liability component of the 2026 Notes was 5.75%. The following table sets forth total interest expense recognized related to the 2026 Notes:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Contractual interest expense</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt issuance costs</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">46 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">51 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Not applicable subsequent to the adoption of ASU 2020-06.</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The net carrying amount of the 2026 Notes consisted of the following:</span></div><div style="margin-bottom:9pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:66.882%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Liability component:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Principal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,150 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,150 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: unamortized debt issuance costs and debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(245)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net carrying amount</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,141 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">905 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:14pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equity component:</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026 Notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">310 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Carrying amount of the equity component</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(2)</span></div></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">306 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(2)</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%"> Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">2026 Capped Calls</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In connection with the pricing of the 2026 Notes, the Company entered into capped call transactions with respect to its Class A common stock. The 2026 Capped Calls are purchased call options that give the Company the option to purchase approximately 5 million shares, subject to anti-dilution adjustments substantially identical to those in the 2026 Notes, of its Class A common stock for approximately $238.60 per share (subject to adjustment), corresponding to the approximate initial conversion price of the 2026 Notes, exercisable upon conversion of the 2026 Notes. The 2026 Capped Calls have initial cap prices of $360.14 per share (subject to adjustment) and will expire in 2026, if not exercised earlier. The 2026 Capped Calls are intended to offset potential dilution to the Company’s Class A common stock and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion of the 2026 Notes under certain circumstances. The 2026 Capped Calls are separate transactions and are not part of the terms of the 2026 Notes. The 2026 Capped Calls meet the criteria for classification as equity and, as such, are not remeasured each reporting period.</span></div> 0.0025 48.36 400000 17000000 0.0085 0.0568 0.0568 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The net carrying amount of the 2023 Notes consisted of the following:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:66.882%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Liability component:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Principal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">17 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: unamortized debt issuance costs and debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net carrying amount</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:14pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equity component:</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2023 Notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Carrying amount of the equity component</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(2)</span></div></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(2)</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%"> Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.</span><div style="margin-bottom:9pt;margin-top:3pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The net carrying amount of the 2025 Notes consisted of the following:</span></div><div style="margin-bottom:9pt;margin-top:3pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:66.882%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Liability component:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Principal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,060 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,060 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: unamortized debt issuance costs and debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(149)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net carrying amount</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,052 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">911 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:14pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equity component:</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025 Notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">221 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Carrying amount of the equity component</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(2)</span></div></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">217 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(2)</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%"> Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The net carrying amount of the 2026 Notes consisted of the following:</span></div><div style="margin-bottom:9pt"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:66.882%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.543%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:14.545%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Liability component:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Principal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,150 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,150 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: unamortized debt issuance costs and debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(245)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net carrying amount</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,141 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">905 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr style="height:14pt"><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Equity component:</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026 Notes</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">310 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less: issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(4)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Carrying amount of the equity component</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(2)</span></div></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">306 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Subsequent to the adoption of ASU 2020-06 under the modified retrospective method, the equity component and debt discount are eliminated. </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(2)</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%"> Included in the January 31, 2022 consolidated balance sheet within Additional paid-in capital.</span></div> 0 17000000 0 1000000 0 16000000 4000000 0 4000000 48.36 12000000 100000 100000 80 68.06 1000000 0.00125 188.71 20 30 1.30 5 5 5 0.98 1.30 20 30 1 1 0.0043 0.0410 0.0410 The following table sets forth total interest expense recognized related to the 2025 Notes:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Contractual interest expense</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt issuance costs</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">36 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">34 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;border-bottom:3pt double #000000;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">39 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">37 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Not applicable subsequent to the adoption of ASU 2020-06.</span>The following table sets forth total interest expense recognized related to the 2026 Notes:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Contractual interest expense</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt issuance costs</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="padding:0 1pt"/><td colspan="2" style="padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Amortization of debt discount</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">46 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">51 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1) </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Not applicable subsequent to the adoption of ASU 2020-06.</span> 1000000 1000000 1000000 3000000 2000000 2000000 36000000 34000000 4000000 39000000 37000000 1060000000 1060000000 8000000 149000000 1052000000 911000000 221000000 4000000 217000000 6000000 188.71 255.88 0.00375 238.60 20 30 1.30 5 5 5 0.98 1.30 20 30 1 1 0.0060 0.0575 0.0575 4000000 4000000 3000000 3000000 1000000 1000000 46000000 27000000 7000000 51000000 31000000 1150000000 1150000000 9000000 245000000 1141000000 905000000 310000000 4000000 306000000 5000000 238.60 360.14 LeasesThe Company has entered into various non-cancelable office space operating leases with original lease periods expiring between 2023 and 2029. These leases do not contain material variable rent payments, residual value guarantees, financial covenants or other restrictions. The Company's corporate headquarters lease in San Francisco has a 10 year term, which expires in October 2028. The Company is entitled to two five-year options to extend this lease, subject to certain requirements. <div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Operating lease costs were as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="padding-left:6.75pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease costs</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">40 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">38 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">33 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1)    </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The weighted-average remaining term of operating leases was 5.1 years and 5.9 years as of January 31, 2023 and January 31, 2022, respectively, and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 5.3% and 5.5% as of January 31, 2023 and January 31, 2022, respectively.</span></div><div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Maturities of operating lease liabilities, which do not include short-term leases, were as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:78.870%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:18.930%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%;text-decoration:underline">Fiscal Year Ending January 31:</span></td><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">42 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">32 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2027</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2028</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Thereafter</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">24 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total lease payments</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">203 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less imputed interest</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less tenant improvement allowances not yet incurred</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total operating lease liabilities</span></td><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">175 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Cash payments made related to operating lease liabilities were $44 million and $40 million in fiscal 2023 and 2022, respectively.</span></div> P10Y 2 P5Y <div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Operating lease costs were as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="padding-left:6.75pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease costs</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6.5pt;font-weight:400;line-height:100%;position:relative;top:-3.5pt;vertical-align:baseline">(1)</span></div></td><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">40 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">38 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">33 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:5.2pt;font-weight:400;line-height:120%;position:relative;top:-2.8pt;vertical-align:baseline">(1)    </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:8pt;font-weight:400;line-height:120%">Amounts are presented exclusive of sublease income and include short-term leases, which are immaterial.</span></div> 40000000 38000000 33000000 P5Y1M6D P5Y10M24D 0.053 0.055 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Maturities of operating lease liabilities, which do not include short-term leases, were as follows:</span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:78.870%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:18.930%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:100%;text-decoration:underline">Fiscal Year Ending January 31:</span></td><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2024</span></td><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2025</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">42 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2026</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">32 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2027</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2028</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Thereafter</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">24 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total lease payments</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">203 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less imputed interest</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Less tenant improvement allowances not yet incurred</span></td><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total operating lease liabilities</span></td><td colspan="3" style="display:none"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">175 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 43000000 42000000 32000000 31000000 31000000 24000000 203000000 26000000 2000000 175000000 44000000 40000000 Commitments and Contingencies <div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Letters of Credit</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In conjunction with the execution of certain office space operating leases, letters of credit in the aggregate amount of $6 million and $9 million were issued and outstanding as of January 31, 2023 and January 31, 2022, respectively. No draws have been made under such letters of credit. Noncurrent restricted cash of $6 million associated with these letters of credit is included in Other assets on the consolidated balance sheets as of January 31, 2023 and January 31, 2022. </span></div><div style="margin-bottom:9pt;margin-top:7pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Legal Matters </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">From time to time in the normal course of business, the Company may be subject to various legal matters such as threatened or pending claims or proceedings.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">On May 20, 2022, a purported shareholder filed a putative class action lawsuit in the United States District Court for the Northern District of California against the Company and certain of its executive officers, captioned </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">In re Okta, Inc. Securities Litigation, </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">No. 3:22-cv-02990. The lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, alleging that the defendants made false or misleading statements or omissions concerning the Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuit seeks an order certifying the lawsuit as a class action and unspecified damages.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Additionally, two purported shareholders filed derivative lawsuits on behalf of the Company in the United States District Court for the Northern District of California against certain of its current and former executive officers and directors, captioned </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">O’Dell v. McKinnon et al.</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">, No. 3:22-cv-07480 (filed Nov. 28, 2022), and </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:400;line-height:120%">LR Trust v. McKinnon et al</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">., No. 3:22-cv-08627 (filed Dec. 13, 2022). The lawsuits allege, among other things, that the defendants breached their fiduciary duties by making false or misleading statements or omissions concerning the </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Company’s cybersecurity controls, vulnerability to data breaches, and the Company’s integration of Auth0. The lawsuits seek orders permitting the plaintiffs to maintain this action derivatively on behalf of the Company, awarding unspecified damages allegedly sustained by the Company, awarding restitution from the individual defendants, and requiring the Company to make certain reforms to its corporate governance and controls.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company intends to defend these lawsuits vigorously. At this time, the Company is unable to predict the outcome or estimate the amount of loss or range of losses that could potentially result from these lawsuits.</span></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Warranties and Indemnification </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these obligations.</span></div><div style="margin-bottom:12pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company has entered into service-level agreements with a majority of its customers defining levels of uptime reliability and performance and permitting certain customers to receive credits for paid amounts related to subscription services when the Company fails to meet the defined levels of uptime. In very limited instances, the Company allows customers to early terminate their agreements in the event that the Company fails to meet those levels as they may constitute a breach of contract. If the customer did terminate, they would receive a refund of prepaid unused subscription fees. To date, the Company has not experienced any significant failures to meet defined levels of uptime reliability and performance as a result of those agreements and, as a result, the Company has not incurred significant costs and has not accrued any material liabilities in the accompanying consolidated financial statements as a result of these warranties.</span></div><div style="margin-bottom:12pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Agreements with customers and other third parties may include indemnification or other provisions under which the Company agrees to indemnify or otherwise be liable to them for losses suffered or incurred as a result of claims of intellectual property infringement, damages caused by us to property or persons, or other liabilities relating to or arising from the use of the Company’s platform or other acts or omissions. The Company cannot reasonably estimate potential payment obligations as a result of indemnification claims because it cannot predict when and under what circumstances they may be incurred. As a result, no material liabilities have been recognized in the accompanying consolidated financial statements related to these indemnification obligations.</span></div> 6000000 9000000 0 6000000 6000000 2 Common Stock and Stockholders' Equity <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Common Stock </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Holders of Class A and Class B common stock are entitled to one vote per share and 10 votes per share, respectively, and the shares of Class A common stock and Class B common stock are identical, except for voting and conversion rights. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder on a one-for-one basis, and are automatically converted into Class A common stock upon sale or transfer, subject to certain limited exceptions. Shares of Class A common stock are not convertible.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, shares of common stock reserved for future issuance were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:78.285%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:19.515%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(shares in thousands)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Options and unvested RSUs outstanding</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15,728 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Available for future stock option and RSU grants</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">25,228 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Available for ESPP</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,831 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">47,787 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div>Awards Issued as Charitable ContributionsDuring fiscal 2023, 2022 and 2021, the Company issued 41,250, 30,000 and 42,500 shares, respectively, of Class A common stock as charitable contributions and recognized $4 million, $7 million and $9 million, respectively, as general and administrative expense in the consolidated statements of operations. 1 10 1 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, shares of common stock reserved for future issuance were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:78.285%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:19.515%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31, 2023</span></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(shares in thousands)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Options and unvested RSUs outstanding</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15,728 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Available for future stock option and RSU grants</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">25,228 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Available for ESPP</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,831 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">47,787 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 15728000 25228000 6831000 47787000 41250 30000 42500 4000000 7000000 9000000 Employee Incentive Plans <div style="margin-bottom:9pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Equity Incentive Plans</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company has two equity incentive plans: the 2009 Stock Plan (“2009 Plan”) and the 2017 Equity Incentive Plan (“2017 Plan”). All shares that remain available for future grants are under the 2017 Plan. As of January 31, 2023, options to purchase 1,758,264 shares of Class A common stock and 4,594,675 shares of Class B common stock remained outstanding.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company’s equity incentive plans provide for granting stock options, RSUs, restricted stock awards to employees, consultants, officers and directors and RSUs with market-based vesting conditions to certain executives. In addition, the Company offers an ESPP to eligible employees.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense by award type was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Stock options</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">82 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">132 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">RSUs </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">464 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">335 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">164 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">ESPP </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restricted stock awards</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">112 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">84 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">677 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">566 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">195 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:1pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cost of revenue:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Subscription</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Professional services and other</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Research and development</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">275 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">193 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">63 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sales and marketing</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">159 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">136 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">53 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">General and administrative</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">160 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">176 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">677 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">566 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">195 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:12pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Stock Options </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Options issued under the Plan generally are exercisable for periods not to exceed ten years and generally vest over four years with 25% vesting after one year and with the remainder vesting monthly thereafter in equal installments. Shares offered under the Plan may be: (i) authorized but unissued shares or (ii) treasury shares. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A summary of stock option activity and related information was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:43.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.207%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Number of</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Options</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">(in thousands)</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Average</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Exercise</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Price</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Average</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Remaining</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Contractual</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Term</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">(Years)</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Aggregate</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Intrinsic Value</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">(in millions)</span></div></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2022</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,984 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">39.59 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.2</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,314 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercised </span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,416)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11.92 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expired</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">189.80 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Forfeited</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(189)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">80.67 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2023</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,353 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43.92 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.3</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">331 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="background-color:#ffffff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested and expected to vest</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,353 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43.92 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.3</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">331 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested and exercisable </span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,729 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">29.75 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.9</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">323 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">No options were granted during fiscal 2023. The weighted-average grant-date fair value of options granted was $211.58 and $63.32 during fiscal 2022 and 2021, respectively. The total grant-date fair value of stock options vested was $104 million, $314 million and $20 million during fiscal 2023, 2022 and 2021, respectively. The intrinsic value of the options exercised, which represents the difference between the fair market value of the Company’s common stock on the date of exercise and the exercise price of each option, was $108 million, $545 million and $772 million during fiscal 2023, 2022 and 2021, respectively. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023 and January 31, 2022, there was a total of $90 million and $210 million, respectively, of unrecognized stock-based compensation expense related to options, which is being recognized over a weighted-average period of 1.8 years. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:56.209%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.642%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.788%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.793%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected volatility</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">46 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">45 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected term (in years)</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.0</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.3</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.3</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Risk-free interest rate</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:right"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.03% </span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:right"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.37% - 0.44%</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected dividend yield</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;margin-top:1pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Restricted Stock Units</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.560%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Number of<br/>RSUs<br/>(in thousands)</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-<br/>Average<br/>Grant Date Fair Value Per Share</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2022</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,226 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">207.26 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,194 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">111.84 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,556)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">180.81 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Forfeited</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,489)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">191.40 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2023</span></td><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,375 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">143.77 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:1pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company granted 7,194,187 RSUs with an aggregate fair value of $805 million during fiscal 2023. As of January 31, 2023 and 2022, there was a total of $1,200 million and $1,152 million, respectively, of unrecognized stock-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 3.0 years, based on vesting under the award service conditions. The total fair value of RSUs vested during fiscal 2023, 2022 and 2021 was $229 million, $531 million and $410 million, respectively.</span></div><div style="margin-bottom:9pt;margin-top:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Market-based Restricted Stock Units</span></div><div style="margin-bottom:9pt;margin-top:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">In March 2022, the Company granted market-based RSUs to certain members of management. The target number of market-based RSUs granted was 58,150. One-third of these market-based RSUs vest over each of a one-, two- and three-year performance period, each starting on February 1, 2022. The number of shares that can be earned ranges from 0% to 200% of the target number of shares based on the relative performance of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the respective performance periods and subject to continuous employment through the vesting dates. The $244.73 grant date fair value per target market-based RSU was determined using a Monte Carlo simulation approach. Compensation expense for awards with market conditions is recognized over the service period using the accelerated attribution method and is not reversed if the market condition is not met.</span></div><div style="margin-bottom:5pt;margin-top:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Restricted Stock Awards Issued in Connection with Business Combinations</span></div><div style="text-align:justify;text-indent:36pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:115%">In fiscal 2022, the Company entered into revesting agreements with the founders of the acquired businesses pursuant to which 1,269,008 restricted shares of Okta’s Class A common stock with a weighted-average fair value per share of $268.98 issued as of the respective closing dates will vest over 3 years.</span></div><div style="text-align:justify;text-indent:27pt"><span><br/></span></div><div style="text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:115%">In connection with the business combinations, as of January 31, 2023, there was $141 million of unrecognized stock-based compensation expense related to unvested restricted shares, which is being recognized over a weighted-average period of 1.3 years based on vesting under the award service conditions.</span></div><div style="margin-bottom:5pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-style:italic;font-weight:700;line-height:120%">Employee Stock Purchase Plan</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The ESPP provides for 12-month offering periods beginning June 21 and December 21 of each year, and each offering period consists of up to two six-month purchase periods. The ESPP contains a reset provision under which the offering period resets if the fair market value of the Company’s common stock on the purchase date is less than the fair market value on the offering date.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:52.554%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:13.958%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.958%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.962%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected volatility</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">63% - 90%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">44% - 48%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48% - 54%</span></div></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected term (in years)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.5 - 1.0</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.5 - 1.0</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.5 - 1.0</span></div></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Risk-free interest rate</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.46% - 4.67%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.06% - 0.29%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.09% - 0.18%</span></div></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected dividend yield</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td></tr></table></div><div style="margin-bottom:9pt;margin-top:1pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During fiscal 2023, the Company's employees purchased 491,965 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $63.97 per share, with proceeds of $31 million. During fiscal 2022, the Company's employees purchased 185,707 shares of its Class A common stock under the ESPP. The shares were purchased at a weighted-average purchase price of $191.54 per share, with proceeds of $36 million.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023 and January 31, 2022, there was $26 million and $17 million, respectively, of unrecognized stock-based compensation expense related to the ESPP which is being recognized over a weighted-average vesting period of 0.7 years.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:700;line-height:120%">Employee Defined Contribution Plan</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company has a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees. A portion of employee contributions are matched up to a fixed maximum dollar amount per year per employee. The Company began matching contributions in fiscal 2023. Matching contributions to the plan were $21 million during fiscal 2023.</span></div> 2 1758264 4594675 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense by award type was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Stock options</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">82 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">132 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">RSUs </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">464 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">335 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">164 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">ESPP </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">19 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restricted stock awards</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">112 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">84 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">677 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">566 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">195 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 82000000 132000000 21000000 464000000 335000000 164000000 19000000 15000000 10000000 112000000 84000000 0 677000000 566000000 195000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Stock-based compensation expense was recorded in the following cost and expense categories in the consolidated statements of operations:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cost of revenue:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Subscription</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">69 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Professional services and other</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">12 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Research and development</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">275 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">193 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">63 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Sales and marketing</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">159 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">136 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">53 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">General and administrative</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">160 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">176 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">49 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">677 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">566 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">195 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 69000000 49000000 21000000 14000000 12000000 9000000 275000000 193000000 63000000 159000000 136000000 53000000 160000000 176000000 49000000 677000000 566000000 195000000 P10Y P4Y 0.25 P1Y <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A summary of stock option activity and related information was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:43.929%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.207%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Number of</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Options</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">(in thousands)</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Average</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Exercise</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Price</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%"> </span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Average</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Remaining</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Contractual</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Term</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">(Years)</span></div></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Aggregate</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Intrinsic Value</span></div><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">(in millions)</span></div></td></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2022</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,984 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">39.59 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5.2</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,314 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Exercised </span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,416)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">11.92 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expired</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(26)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">189.80 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Forfeited</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(189)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">80.67 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2023</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,353 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43.92 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.3</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">331 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">As of January 31, 2023</span></td><td colspan="3" style="background-color:#ffffff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested and expected to vest</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,353 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43.92 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.3</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">331 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested and exercisable </span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,729 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">29.75 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.9</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">323 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 7984000 39.59 P5Y2M12D 1314000000 1416000 11.92 26000 189.80 189000 80.67 6353000 43.92 P4Y3M18D 331000000 6353000 43.92 P4Y3M18D 331000000 5729000 29.75 P3Y10M24D 323000000 0 211.58 63.32 104000000 314000000 20000000 108000000 545000000 772000000 90000000 210000000 P1Y9M18D P1Y9M18D <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:56.209%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.642%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.788%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.793%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected volatility</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">46 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">45 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected term (in years)</span></td><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.0</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.3</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.3</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Risk-free interest rate</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:right"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1.03% </span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:right"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.37% - 0.44%</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected dividend yield</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 0 0.46 0.45 P0Y P6Y3M18D P6Y3M18D 0 0.0103 0.0037 0.0044 0 0 0 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A summary of RSU activity (inclusive of market-based RSUs) and related information was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.560%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.530%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Number of<br/>RSUs<br/>(in thousands)</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Weighted-<br/>Average<br/>Grant Date Fair Value Per Share</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2022</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,226 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">207.26 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Granted</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,194 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">111.84 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Vested</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2,556)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">180.81 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Forfeited</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,489)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">191.40 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Outstanding as of January 31, 2023</span></td><td colspan="2" style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,375 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">143.77 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 6226000 207.26 7194000 111.84 2556000 180.81 1489000 191.40 9375000 143.77 7194187 805000000 1200000000 1152000000 P3Y 229000000 531000000 410000000 58150 P3Y 0 2 244.73 1269008 268.98 P3Y 141000000 P1Y3M18D P12M 2 P6M <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company estimated the fair value of ESPP purchase rights using a Black-Scholes option pricing model with the following assumptions:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:52.554%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td style="width:1.0%"/><td style="width:13.958%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.958%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:13.962%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected volatility</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">63% - 90%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">44% - 48%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48% - 54%</span></div></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected term (in years)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.5 - 1.0</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.5 - 1.0</span></div></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.5 - 1.0</span></div></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Risk-free interest rate</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.46% - 4.67%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.06% - 0.29%</span></div></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.09% - 0.18%</span></div></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Expected dividend yield</span></td><td colspan="3" style="display:none"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">—</span></td></tr></table> 0.63 0.90 0.44 0.48 0.48 0.54 P0Y6M P1Y P0Y6M P1Y P0Y6M P1Y 0.0246 0.0467 0.0006 0.0029 0.0009 0.0018 0 0 0 491965 63.97 31000000 185707 191.54 36000000 26000000 17000000 P0Y8M12D 21000000 Income Taxes<div style="margin-bottom:12pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The domestic and foreign components of pre-tax loss for fiscal 2023, 2022 and 2021 were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Domestic</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(834)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(904)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(282)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Foreign</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">33 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">54 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Loss before provision for (benefit from) income taxes</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(801)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(850)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(266)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The components of the provision for (benefit from) income taxes for fiscal 2023, 2022 and 2021 were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Current:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Federal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Foreign</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 13.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total current provision for income taxes</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred:</span></td><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Federal</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Foreign</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 13.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred provision for (benefit from) income taxes</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(6)</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total provision for (benefit from) income taxes</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">For fiscal 2023, the income tax expense resulted primarily from income tax expense related to profitable foreign jurisdictions, the tax impact of shortfalls from stock-based compensation in the United Kingdom, and state taxes. For fiscal 2022, the income tax benefit resulted from the release of valuation allowance in the United States in connection with acquisitions and excess tax benefits from stock-based compensation in the United Kingdom, offset by income tax expense related to profitable foreign jurisdictions. For fiscal 2021, the income tax expense from profitable jurisdictions was partially offset by excess tax benefits from stock-based compensation in the United Kingdom. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:6pt;font-weight:400;line-height:120%"> </span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2023, 2022 and 2021:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Tax at federal statutory rate</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State income taxes, net of federal benefit</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.6 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.9 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Change in valuation allowance</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9.9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(36.1)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(101.0)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Stock-based compensation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12.3)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">70.2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Research and development credits</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.6 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.6 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Non-deductible expenses</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.4)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other, net</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.2)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.6)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.8)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Effective tax rate</span></td><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.6)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.2 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.1)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td></tr></table></div><div style="text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Tax Cuts and Jobs Act enacted on December 22, 2017 amended Internal Revenue Code Section 174 to require that specific research and experimental (“R&amp;E”) expenditures be capitalized and amortized over five years (U.S. R&amp;E) or fifteen years (non-U.S. R&amp;E) beginning in fiscal 2023. The capitalization of R&amp;E expenditures resulted in a deferred tax asset of $189 million. Additionally, the effective tax rate was impacted by (5.4)% due to </span></div><div style="text-align:justify"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">certain tax deductions being disavowed, which further resulted in the utilization of federal and state tax attributes to offset this impact.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2023 and 2022 were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred tax assets:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net operating loss carryforwards</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">817 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">955 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Capitalized research expenditures</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">189 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Stock-based compensation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">52 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">50 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other reserves and accruals</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">40 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Research and development and other credits</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">113 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">92 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred tax assets</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,245 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,185 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,078)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(904)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred tax assets, net</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">167 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">281 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred tax liabilities:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Convertible debt</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(91)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred commissions</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(77)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(68)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other deferred tax liabilities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(31)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(37)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Depreciation and amortization</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(56)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(78)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred tax liabilities</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(169)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(277)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net deferred tax assets (liabilities)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As a result of continuing losses, the Company has determined that it is not more likely than not that it will realize the benefits of the U.S. deferred tax assets and, therefore, the Company has recorded a valuation allowance to reduce the carrying value of the U.S. deferred tax assets, net of U.S. deferred tax liabilities. The U.S. valuation allowance increased by $174 million and $349 million during fiscal 2023 and 2022, respectively. </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, the Company had approximately $3,208 million of federal and $2,108 million of state net operating loss carryforwards available to offset future taxable income. If not utilized, the federal and state net operating loss carryforwards will begin to expire in 2029 and 2023, respectively. As of January 31, 2023, the Company had approximately $46 million of UK net operating losses which do not expire.</span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As of January 31, 2023, the Company had federal research and development tax credit carryforwards of $98 million and California research and development tax credit carryforwards of $65 million. The federal research and development credits will start to expire in 2030 while the California research and development credits do not expire. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of future ownership changes as defined in Section 382 of the Internal Revenue Code and similar state tax laws. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Accounting guidance for income taxes requires a deferred tax liability to be established for the U.S. tax impact of undistributed earnings of foreign subsidiaries unless it can be shown that these earnings will be permanently reinvested outside the U.S. If the Company repatriated its accumulated foreign earnings, any deferred income taxes for the estimated U.S. income tax, foreign income tax, and applicable withholding taxes on earnings of subsidiaries is insignificant. </span></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross amount of unrecognized tax benefits as of the beginning of the year</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">37 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">22 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Additions based on tax positions related to a prior year</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Additions based on tax positions related to current year</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Reductions based on tax positions taken in a prior year </span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross amount of unrecognized tax benefits as of the end of the year</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">37 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">22 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:1pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company is subject to taxation in the U.S. and various other state and foreign jurisdictions. As the Company has net operating loss carryforwards for the U.S. federal and state jurisdictions, the statute of limitations is open for all years. For material foreign jurisdictions, the tax years open to examination include the tax years 2017 and forward.</span></div>As of January 31, 2023 and 2022, the Company has an immaterial amount of unrecognized tax benefits that if recognized would impact the effective tax rate. As of January 31, 2021, the Company had no unrecognized tax benefits that if recognized would impact the effective tax rate. The Company's policy is to include interest and penalties related to unrecognized tax benefits within the provision for income taxes. As of January 31, 2023, 2022 and 2021, the Company has not accrued a material amount in interest and penalties related to unrecognized tax benefits. The Company does not have any significant uncertain tax positions as of January 31, 2023 for which it is reasonably possible that the positions will increase or decrease within the next twelve months. <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The domestic and foreign components of pre-tax loss for fiscal 2023, 2022 and 2021 were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Domestic</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(834)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(904)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(282)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Foreign</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">33 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">54 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Loss before provision for (benefit from) income taxes</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(801)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(850)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(266)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> -834000000 -904000000 -282000000 33000000 54000000 16000000 -801000000 -850000000 -266000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The components of the provision for (benefit from) income taxes for fiscal 2023, 2022 and 2021 were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Current:</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Federal</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Foreign</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 13.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total current provision for income taxes</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred:</span></td><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="3" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Federal</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(8)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Foreign</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 13.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred provision for (benefit from) income taxes</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(6)</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total provision for (benefit from) income taxes</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 0 0 0 2000000 0 0 5000000 4000000 1000000 7000000 4000000 1000000 0 -8000000 0 0 -1000000 0 7000000 3000000 -1000000 7000000 -6000000 -1000000 14000000 -2000000 0 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following is a reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for fiscal 2023, 2022 and 2021:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Tax at federal statutory rate</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">21.0 </span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">State income taxes, net of federal benefit</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.6 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.9 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4.1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Change in valuation allowance</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(9.9)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(36.1)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(101.0)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Stock-based compensation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(12.3)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8.4 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">70.2 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Research and development credits</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">2.6 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">3.6 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6.4 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Non-deductible expenses</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.4)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other, net</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.2)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.6)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.8)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Effective tax rate</span></td><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1.6)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">0.2 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(0.1)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">%</span></td></tr></table> 0.210 0.210 0.210 0.036 0.039 0.041 -0.099 -0.361 -1.010 -0.123 0.084 0.702 -0.026 -0.036 -0.064 -0.054 0 0 -0.012 -0.006 -0.008 -0.016 0.002 -0.001 189000000 -0.054 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The tax effects of temporary differences and related deferred tax assets and liabilities as of January 31, 2023 and 2022 were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:71.707%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.205%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">As of January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred tax assets:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net operating loss carryforwards</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">817 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">955 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Capitalized research expenditures</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">189 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Stock-based compensation</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">52 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">48 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease liabilities</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">50 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other reserves and accruals</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">31 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">40 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Research and development and other credits</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">113 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">92 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred tax assets</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,245 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,185 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Valuation allowance</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1,078)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(904)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred tax assets, net</span></td><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">167 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">281 </span></td><td style="background-color:#ffffff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred tax liabilities:</span></td><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:1pt solid #000000;padding:0 1pt"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Convertible debt</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(91)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Deferred commissions</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(77)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(68)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Other deferred tax liabilities</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(3)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Operating lease right-of-use assets</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(31)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(37)</span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Depreciation and amortization</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(56)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(78)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 12.25pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total deferred tax liabilities</span></td><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(169)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(277)</span></td><td style="background-color:#cceeff;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net deferred tax assets (liabilities)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 817000000 955000000 189000000 0 52000000 48000000 43000000 50000000 31000000 40000000 113000000 92000000 1245000000 1185000000 1078000000 904000000 167000000 281000000 0 91000000 77000000 68000000 5000000 3000000 31000000 37000000 56000000 78000000 169000000 277000000 2000000 4000000 174000000 349000000 3208000000 2108000000 46000000 98000000 65000000 <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">A reconciliation of beginning and ending amount of unrecognized tax benefit was as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross amount of unrecognized tax benefits as of the beginning of the year</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">37 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">22 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">16 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Additions based on tax positions related to a prior year</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Additions based on tax positions related to current year</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">10 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Reductions based on tax positions taken in a prior year </span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(1)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Gross amount of unrecognized tax benefits as of the end of the year</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">43 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">37 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">22 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 37000000 22000000 16000000 1000000 5000000 0 7000000 10000000 7000000 2000000 0 1000000 43000000 37000000 22000000 0 0 0 0 0 0 0 Net Loss Per Share <span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company computes net loss per share of common stock in conformity with the two-class method required for participating securities. The following table presents the calculation of basic and diluted net loss per share:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:35.317%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:9.032%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:8.738%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:9.032%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:8.738%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:9.032%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:8.741%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="33" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class A</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class B</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class A</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class B</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class A</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class B</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="33" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions, shares in thousands, except per share data)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Numerator:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(778)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(37)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(806)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(42)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(249)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(17)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Denominator:</span></td><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Weighted-average shares outstanding, basic and diluted</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">150,891 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,132 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">140,684 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,352 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">118,882 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8,330 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss per share, basic and diluted</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.16)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.16)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.73)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.73)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2.09)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2.09)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">As the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:59.133%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.765%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.765%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.769%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(shares in thousands)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Issued and outstanding stock options</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,353 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,984 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8,250 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Unvested RSUs issued and outstanding</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,317 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,226 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,452 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Unvested market-based RSUs issued and outstanding</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">116 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Unvested restricted stock awards issued and outstanding</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">627 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,269 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares committed under the ESPP</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">921 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">253 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">137 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares related to the 2023 Notes</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">356 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">832 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares subject to warrants related to the issuance of the 2023 Notes</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,048 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,048 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,048 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares related to the 2025 Notes</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,617 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,617 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,617 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares related to the 2026 Notes</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,820 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,820 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,820 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">28,819 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27,573 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">25,156 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Company uses the if-converted method for calculating any potential dilutive effect of the conversion options embedded in the Notes on diluted net income per share, if applicable. The conversion options of the 2023 Notes, 2025 Notes and 2026 Notes are dilutive in periods of net income on a weighted-average basis using an assumed conversion date equal to the later of the beginning of the reporting period and the date of issuance of the respective Notes. The exercise rights of the Warrants will have a dilutive impact on net income per share of common stock under the treasury-stock method when the average market price per share of the Company’s Class A common stock for a given period exceeds the conversion price of $68.06 per share.</span></div> The following table presents the calculation of basic and diluted net loss per share:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:99.561%"><tr><td style="width:1.0%"/><td style="width:35.317%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:9.032%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:8.738%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:9.032%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:8.738%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:9.032%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.534%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:8.741%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="33" style="border-bottom:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="9" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class A</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class B</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class A</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class B</span></td><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class A</span></div></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:left;vertical-align:top"><div style="text-align:center"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Class B</span></div></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="33" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:middle"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions, shares in thousands, except per share data)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Numerator:</span></td><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss</span></td><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(778)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(37)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(806)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(42)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(249)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#ffffff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(17)</span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Denominator:</span></td><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="3" style="background-color:#cceeff;border-top:3pt double #000000;padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt 2px 7.75pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Weighted-average shares outstanding, basic and diluted</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">150,891 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,132 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">140,684 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,352 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">118,882 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8,330 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Net loss per share, basic and diluted</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.16)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.16)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.73)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(5.73)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2.09)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">(2.09)</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:3pt double #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> -778000000 -37000000 -806000000 -42000000 -249000000 -17000000 150891000 150891000 7132000 7132000 140684000 140684000 7352000 7352000 118882000 118882000 8330000 8330000 -5.16 -5.16 -5.16 -5.16 -5.73 -5.73 -5.73 -5.73 -2.09 -2.09 -2.09 -2.09 Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:59.133%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.765%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.765%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:11.769%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(shares in thousands)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Issued and outstanding stock options</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,353 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">7,984 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">8,250 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Unvested RSUs issued and outstanding</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">9,317 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">6,226 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,452 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Unvested market-based RSUs issued and outstanding</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">116 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Unvested restricted stock awards issued and outstanding</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">627 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,269 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares committed under the ESPP</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">921 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">253 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">137 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares related to the 2023 Notes</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">356 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">832 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares subject to warrants related to the issuance of the 2023 Notes</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,048 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,048 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,048 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares related to the 2025 Notes</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,617 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,617 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">5,617 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Shares related to the 2026 Notes</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,820 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,820 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">4,820 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">28,819 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">27,573 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">25,156 </span></td><td style="background-color:#ffffff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table> 6353000 7984000 8250000 9317000 6226000 4452000 116000 0 0 627000 1269000 0 921000 253000 137000 0 356000 832000 1048000 1048000 1048000 5617000 5617000 5617000 4820000 4820000 4820000 28819000 27573000 25156000 68.06 Restructuring and Other Charges<div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During the third quarter of fiscal 2023, the Company announced a real estate optimization plan which provided for closing duplicative sites and decommissioning underutilized offices and floors. As a result, the Company recognized non-cash lease impairment charges. The non-cash lease impairment charges represent the amount that the carrying value of the asset groups exceeded their estimated fair values. The asset groups primarily include operating lease right-of-use assets, leasehold improvements, and related property and equipment. To estimate the fair value of the asset group, the Company utilized a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">During the fourth quarter of fiscal 2023, the Company approved a restructuring plan (the “Restructuring Plan”) intended to reduce operating expenses and improve profitability. </span><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Restructuring Plan involves a reduction of the Company’s workforce by approximately 300 full-time employees.</span><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%"> </span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The Restructuring Plan is expected to be substantially complete by the first quarter of fiscal 2024. Aggregate restructuring costs associated with the Restructuring Plan are estimated to be approximately $15 million. The charges that the Company expects to incur throughout the completion of its Restructuring Plan are subject to a number of assumptions, including local law requirements in various jurisdictions, and the actual remaining expenses may differ from the original estimates.</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes the Company’s restructuring and other charges during the period:</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:75.069%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:22.731%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Severance and termination benefit costs</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease impairment charges</span></td><td colspan="3" style="padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">29 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes the Company’s restructuring liability that is included in accrued expenses and other current liabilities on the consolidated balance sheet:</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:75.069%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:22.731%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Severance and termination benefit costs</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Balance as of January 31, 2022</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructuring charges</span></td><td colspan="3" style="padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash payments</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Balance as of January 31, 2023</span></td><td style="border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15 </span></td><td style="border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 300 15000000 <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes the Company’s restructuring and other charges during the period:</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:75.069%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:22.731%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Severance and termination benefit costs</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Lease impairment charges</span></td><td colspan="3" style="padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">14</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">29 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 15000000 14000000 29000000 <div style="margin-bottom:9pt;margin-top:6pt;text-align:justify;text-indent:27pt"><span style="background-color:#ffffff;color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">The following table summarizes the Company’s restructuring liability that is included in accrued expenses and other current liabilities on the consolidated balance sheet:</span></div><div style="margin-bottom:9pt;margin-top:6pt;text-align:justify"><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:75.069%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:22.731%"/><td style="width:0.1%"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Severance and termination benefit costs</span></td></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="3" style="border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Balance as of January 31, 2022</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Restructuring charges</span></td><td colspan="3" style="padding:2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15</span></td></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt 2px 7pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Cash payments</span></td><td colspan="2" style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">— </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Balance as of January 31, 2023</span></td><td style="border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">15 </span></td><td style="border-bottom:3pt double #000;border-top:1pt solid #000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/></tr></table></div> 0 15000000 0 15000000 Geographical Information<div style="margin-bottom:9pt;margin-top:4pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Revenue by location is determined by the billing address of the customer. The following table sets forth revenue by geographic area:<br/></span><table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">United States</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,456 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,036 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">702 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">International</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">402 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">264 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,858 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,300 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">835 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table></div><div style="margin-bottom:9pt;text-align:justify;text-indent:27pt"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:120%">Other than the United States, no individual country exceeded 10% of total revenue for fiscal 2023, 2022 and 2021. </span></div>Property and equipment by geographic location is based on the location of the legal entity that owns the asset. As of January 31, 2023 and 2022, substantially all of the Company’s property and equipment was located in the United States. The following table sets forth revenue by geographic area:<table style="border-collapse:collapse;display:inline-table;margin-bottom:5pt;vertical-align:text-bottom;width:100.000%"><tr><td style="width:1.0%"/><td style="width:57.818%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.204%"/><td style="width:0.1%"/><td style="width:0.1%"/><td style="width:0.384%"/><td style="width:0.1%"/><td style="width:1.0%"/><td style="width:12.206%"/><td style="width:0.1%"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="15" style="padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">Year Ended January 31,</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%"> </span></td><td colspan="3" style="border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2023</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2022</span></td><td colspan="3" style="border-top:1pt solid #000000;padding:0 1pt"/><td colspan="3" style="border-bottom:1pt solid #000;border-top:1pt solid #000000;padding:2px 1pt;text-align:center;vertical-align:top"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:700;line-height:100%">2021</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="padding:0 1pt"/><td colspan="15" style="background-color:#ffffff;border-top:1pt solid #000;padding:2px 1pt;text-align:center;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:9pt;font-weight:400;line-height:100%">(dollars in millions)</span></td><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">United States</span></td><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,456 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,036 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">702 </span></td><td style="background-color:#cceeff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#ffffff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">International</span></td><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">402 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">264 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#ffffff;padding:0 1pt"/><td colspan="2" style="background-color:#ffffff;padding:2px 0 2px 1pt;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">133 </span></td><td style="background-color:#ffffff;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr><tr><td colspan="3" style="background-color:#cceeff;padding:2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">Total</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,858 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">1,300 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="background-color:#cceeff;padding:0 1pt"/><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0 2px 1pt;text-align:left;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">$</span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 0;text-align:right;vertical-align:bottom"><span style="color:#000000;font-family:'Arial',sans-serif;font-size:10pt;font-weight:400;line-height:100%">835 </span></td><td style="background-color:#cceeff;border-bottom:3pt double #000000;border-top:1pt solid #000000;padding:2px 1pt 2px 0;text-align:right;vertical-align:bottom"/><td colspan="3" style="display:none"/><td colspan="3" style="display:none"/></tr></table> 1456000000 1036000000 702000000 402000000 264000000 133000000 1858000000 1300000000 835000000 EXCEL 100 Financial_Report.xlsx IDEA: XBRL DOCUMENT begin 644 Financial_Report.xlsx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

4Y25[3F[_FD]X@C8B'?*92"*8_-OR:AV&*I./XL0/M%<], M'?>OW]%OL^1U,L],\NLD_#>8J^6D=]%#<[Y@ZU ])-NO?)>0G^+-DE!F?]%V M9SOHH=E:JB3:.>L(HB#./]G/74/L.6"OQH'L'$A3![ISH%FB>6196C=,L>E8 M)%LD4FN-EEYD;9-YZVR"..W&1R7TKX'V4]-;%@CTG85KCNXXDVO!=1\IB3ZC M1\V8^3KD*%F@VR!F\2Q@(?HB)=<_LWB.O@7L.0@#%7#Y[CM'3*$]R(\W7+$@ ME)\TW@.?K84(XA=]_?1X@SY^^(0^H"!&=T$8ZAZ5X[[2":5A]6>[X*_RX$E- M\'^S^ Q1_ -I=5>>2.7K5C.E0O MY8K-^*2GQZ+D8L-[T]]_P\/!GU59.0*S'@09X41\6H"]8M _0XMF8VLYM'[Y< \;W00?841'7G5T0^+ MZ(=@]-_XAH<(5\4$.K;ENB,P*\?S(L?SKN/YW&6.CL"L'"^*'"\>+$HO* MX[G"IFX\CXH 1T['\Z@4PN @2,C""A$/3!$=G'XL[YX!MW"545T3XST1@-MS M+!_BI):W5UU ZT>!*S2["4SMQIV+-W9:O5VAV7F:^HU=%? =$#240!,[0%._ ML=L"CAM5\"JKVA*.30W'OZ"(XZH"7ZMR7^* M>HY-0<>=*SIV6M)=H=EYFJ*.755U7"[9I4$.F=@!FJ*.W59U?+RL@R;V?,[4 M=?(+ZCHIE^S#V$$3.W93TPE8,*=/9X]G2(EL8OZ&9#K[SN;JE2$ZK>2NT.S$ M]V;AW:?A;N?AIZCDQ%1RTJ22M^!AN5@3?.$?4K%LA4>8UK#15'4"5_4Z-J+_ M$#"5A$%;]Y@BJC=9Z.T.P\C:(@L*)HS1[0B:=0$,0H"'+1F:R@]FB=IR,T.T\C1(A;(4+**J/J)5JV MJG^)4B-'*"Q'CK$3D/$PYM"(*S<[3J!8/7I!IO3.-&[Q$*XQJ7Z*>$1X>+#R.DA-0 MFC!TZSX[Q1J+9Z2-1SMSTZF0<85FY[EW:,+QJ8GR=LKAFQ0TL<,T.L2#=)^\RJCV:)$1'!XL.,K\@U4E#->ZATZQ5.(9&>.-.C/1J1YQA68?RS)ZQ.^R MZ5-Y^JK)B8TJHSHF^D9,^!V6'@!Z F*RRY/J.\\5FMTN1KGXG3=_?*?"Q!6: MG:<1)KZK8QS^\6,&PO=V]R:W-H965TU *^W' MSW;2D'6020QNP%_GS>/S^JNW%/))S0 T>LX85WUOIO7\U/?5> 894<=B#MST M3(3,B#95.?757 ))75#&_# (8C\CE'M)S[7=R:0G]UX9[.IUIV^ GO3F9PA#TP_Q.FII?J:0T ZZHX$C"I.^=X=-S'-D -^*1 MPE+5RLA.923$DZUQT/I3 A.=/W8GD%Y81:5F\LF'*_:%F.#3PTSI4661EL M"#+*BW_R7":B%A"&&P+",B!TW,6''.6 :)+TI%@B:4<;-5MP4W71!HYRZ\I0 M2]-+39Q.+@F5Z)&P'- -$)5+,"G7"GU$0[, TIP!$A-T0:1\H7R*SC*1VV[" M4_19:6K2 BE:B2@W6O %2$U')OA6:$"' ]"$,G5D98%3(5V[0@>(^O[5#$#7&C+U8QUKM ?6DXKUI#&W]<6ABK7 W5I8 MV/6SCK;0:SL]>\@L$AS$0<]?K*%H512M[1R.-SO6-L5 M:WO'#A=Z<=UAW-K@<*>BZ#12K#N=BBG^QSV#5Q<-;KP;MC$\ M^NOX[G;P&\/]V@/&/@9OB)Q2KA"#B8D*CMOF[)7%^ZJH:#%W;YJ1T.:%Y(HS M\R8%:0>8_HDP5&7%/I.J5V[R&U!+ P04 " !K@&-6>R>0M:X# V%@ M&0 'AL+W=O:-FG7 M_(*T=(!$FV37:9VJ5;M[<;H7+C%@-;%SMBG=_?6SDS0E8#*8'EY [#S?C^WG M:V+'XPT7CW)%B$+/1<[DQ%DI55ZZKIRO2('E&2\)TW<67!18Z:)8NK(4!&>5 MJ,C=P/,BM\"4.=-Q57R#7)?XW MS=1JXEPX*",+O,[55[[YDS0#&AK>G.>R^D:;.C;2P?.U5+QHQ+H'!67U+WYN M$K$E\*,#@J 1!+N"X0%!V C"7<'@@�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

&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5CQJ-&PO M=V]R:W-H965T&UL4$L! A0#% @ :X!C5E5I3@D/! 9 L !D ("! MJ T! 'AL+W=O&PO=V]R:W-H965T&UL4$L! A0#% M @ :X!C5NVV$ZE=! F@\ !D ("!6!H! 'AL+W=O&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5C(9H%,Z M!@ BQ$ !D ("!-B4! 'AL+W=O&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5LH\R&,@ P YP< !D M ("!O38! 'AL+W=O&PO=V]R M:W-H965T(\ 0!X;"]W;W)K&UL M4$L! A0#% @ :X!C5KQ0L&,O!@ ,"@ !D ("!<#\! M 'AL+W=O&PO=V]R:W-H965TDNM6/P0 ,@6 9 M " @:)( 0!X;"]W;W)K&UL4$L! A0#% @ M:X!C5F7N0(\-!P $D$ !D ("!&$T! 'AL+W=O&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5H>J:4$4 P M20@ !D ("!(ET! 'AL+W=O&PO=V]R:W-H965T MZX(+)@8 $\Q 9 " @6ID 0!X;"]W;W)K&UL4$L! A0#% @ :X!C5MA=D[/B @ \0H !D M ("!QVH! 'AL+W=OR>0M:X# V%@ &0 @('@;0$ >&PO=V]R:W-H M965T&UL4$L! M A0#% @ :X!C5M)OD86^ @ @@D !D ("!.G@$ >&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C M5J=Z5EF7 @ DP8 !D ("!BH$! 'AL+W=O&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5@;&;DVM P 51 M !D ("!090! 'AL+W=O&H1ID$ V' &0 @($EF $ M>&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5NPUMH%P @ B@8 !D M ("!?* ! 'AL+W=O&PO=V]R:W-H965T M0, !(0 9 M " @3.F 0!X;"]W;W)K&UL4$L! A0# M% @ :X!C5N)1+GP6! *10 !D ("!XZD! 'AL+W=O M&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5K30 MBQ_8 P #!4 !D ("!8KT! 'AL+W=O&PO=V]R:W-H965T&UL4$L! A0#% @ :X!C5D"JB&PO M=V]R:W-H965T&UL4$L! A0#% @ :X!C5AP"'UIU P W0T !D ("! MC]&PO=V]R:W-H965T&UL4$L! A0#% M @ :X!C5GBP\WQ1! ^! !D ("!GN0! 'AL+W=O&UL4$L! A0#% @ :X!C5HH0KSZ; M!0 +2H !D ("!"_(! 'AL+W=O&PO=V]R:W-H965T[HJ? ( )<% 9 " @4OZ 0!X;"]W;W)K&UL4$L! A0#% @ :X!C5JSAPRXR P 40T !D M ("!_OP! 'AL+W=O&PO=V]R M:W-H965T&UL M4$L! A0#% @ :X!C5NFZYEY8 P O!4 T ( !KP8" M 'AL+W-T>6QE&PO=V]R:V)O;VLN>&UL4$L! M A0#% @ :X!C5B 5OA"$ @ )C( !H ( !;Q$" 'AL M+U]R96QS+W=O XML 101 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 102 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 103 FilingSummary.xml IDEA: XBRL DOCUMENT 3.22.4 html 285 475 1 false 80 0 false 13 false false R1.htm 0000001 - Document - Cover Sheet http://www.okta.com/role/Cover Cover Cover 1 false false R2.htm 0000002 - Document - Audit Information Sheet http://www.okta.com/role/AuditInformation Audit Information Cover 2 false false R3.htm 0000003 - Statement - CONSOLIDATED BALANCE SHEETS Sheet http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS CONSOLIDATED BALANCE SHEETS Statements 3 false false R4.htm 0000004 - Statement - CONSOLIDATED BALANCE SHEETS (Parenthetical) Sheet http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical CONSOLIDATED BALANCE SHEETS (Parenthetical) Statements 4 false false R5.htm 0000005 - Statement - CONSOLIDATED STATEMENTS OF OPERATIONS Sheet http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS CONSOLIDATED STATEMENTS OF OPERATIONS Statements 5 false false R6.htm 0000006 - Statement - CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS Sheet http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS Statements 6 false false R7.htm 0000007 - Statement - CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY Sheet http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY Statements 7 false false R8.htm 0000008 - Statement - CONSOLIDATED STATEMENTS OF CASH FLOWS Sheet http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS CONSOLIDATED STATEMENTS OF CASH FLOWS Statements 8 false false R9.htm 0000009 - Disclosure - Overview and Basis of Presentation Sheet http://www.okta.com/role/OverviewandBasisofPresentation Overview and Basis of Presentation Notes 9 false false R10.htm 0000010 - Disclosure - Summary of Significant Accounting Policies Sheet http://www.okta.com/role/SummaryofSignificantAccountingPolicies Summary of Significant Accounting Policies Notes 10 false false R11.htm 0000011 - Disclosure - Business Combinations Sheet http://www.okta.com/role/BusinessCombinations Business Combinations Notes 11 false false R12.htm 0000012 - Disclosure - Cash Equivalents and Investments Sheet http://www.okta.com/role/CashEquivalentsandInvestments Cash Equivalents and Investments Notes 12 false false R13.htm 0000013 - Disclosure - Fair Value Measurements Sheet http://www.okta.com/role/FairValueMeasurements Fair Value Measurements Notes 13 false false R14.htm 0000014 - Disclosure - Goodwill and Intangible Assets, net Sheet http://www.okta.com/role/GoodwillandIntangibleAssetsnet Goodwill and Intangible Assets, net Notes 14 false false R15.htm 0000015 - Disclosure - Balance Sheet Components Sheet http://www.okta.com/role/BalanceSheetComponents Balance Sheet Components Notes 15 false false R16.htm 0000016 - Disclosure - Deferred Revenue and Performance Obligations Sheet http://www.okta.com/role/DeferredRevenueandPerformanceObligations Deferred Revenue and Performance Obligations Notes 16 false false R17.htm 0000017 - Disclosure - Convertible Senior Notes, Net Notes http://www.okta.com/role/ConvertibleSeniorNotesNet Convertible Senior Notes, Net Notes 17 false false R18.htm 0000018 - Disclosure - Leases Sheet http://www.okta.com/role/Leases Leases Notes 18 false false R19.htm 0000019 - Disclosure - Commitments and Contingencies Sheet http://www.okta.com/role/CommitmentsandContingencies Commitments and Contingencies Notes 19 false false R20.htm 0000020 - Disclosure - Common Stock and Stockholders' Equity Sheet http://www.okta.com/role/CommonStockandStockholdersEquity Common Stock and Stockholders' Equity Notes 20 false false R21.htm 0000021 - Disclosure - Employee Incentive Plans Sheet http://www.okta.com/role/EmployeeIncentivePlans Employee Incentive Plans Notes 21 false false R22.htm 0000022 - Disclosure - Income Taxes Sheet http://www.okta.com/role/IncomeTaxes Income Taxes Notes 22 false false R23.htm 0000023 - Disclosure - Net Loss Per Share Sheet http://www.okta.com/role/NetLossPerShare Net Loss Per Share Notes 23 false false R24.htm 0000024 - Disclosure - Restructuring and Other Charges Sheet http://www.okta.com/role/RestructuringandOtherCharges Restructuring and Other Charges Notes 24 false false R25.htm 0000025 - Disclosure - Geographical Information Sheet http://www.okta.com/role/GeographicalInformation Geographical Information Notes 25 false false R26.htm 0000026 - Disclosure - Summary of Significant Accounting Policies (Policies) Sheet http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies Summary of Significant Accounting Policies (Policies) Policies http://www.okta.com/role/SummaryofSignificantAccountingPolicies 26 false false R27.htm 0000027 - Disclosure - Summary of Significant Accounting Policies (Tables) Sheet http://www.okta.com/role/SummaryofSignificantAccountingPoliciesTables Summary of Significant Accounting Policies (Tables) Tables http://www.okta.com/role/SummaryofSignificantAccountingPolicies 27 false false R28.htm 0000028 - Disclosure - Cash Equivalents and Investments (Tables) Sheet http://www.okta.com/role/CashEquivalentsandInvestmentsTables Cash Equivalents and Investments (Tables) Tables http://www.okta.com/role/CashEquivalentsandInvestments 28 false false R29.htm 0000029 - Disclosure - Fair Value Measurements (Tables) Sheet http://www.okta.com/role/FairValueMeasurementsTables Fair Value Measurements (Tables) Tables http://www.okta.com/role/FairValueMeasurements 29 false false R30.htm 0000030 - Disclosure - Goodwill and Intangible Assets, net (Tables) Sheet http://www.okta.com/role/GoodwillandIntangibleAssetsnetTables Goodwill and Intangible Assets, net (Tables) Tables http://www.okta.com/role/GoodwillandIntangibleAssetsnet 30 false false R31.htm 0000031 - Disclosure - Balance Sheet Components (Tables) Sheet http://www.okta.com/role/BalanceSheetComponentsTables Balance Sheet Components (Tables) Tables http://www.okta.com/role/BalanceSheetComponents 31 false false R32.htm 0000032 - Disclosure - Convertible Senior Notes, Net (Tables) Notes http://www.okta.com/role/ConvertibleSeniorNotesNetTables Convertible Senior Notes, Net (Tables) Tables http://www.okta.com/role/ConvertibleSeniorNotesNet 32 false false R33.htm 0000033 - Disclosure - Leases (Tables) Sheet http://www.okta.com/role/LeasesTables Leases (Tables) Tables http://www.okta.com/role/Leases 33 false false R34.htm 0000034 - Disclosure - Common Stock and Stockholders' Equity (Tables) Sheet http://www.okta.com/role/CommonStockandStockholdersEquityTables Common Stock and Stockholders' Equity (Tables) Tables http://www.okta.com/role/CommonStockandStockholdersEquity 34 false false R35.htm 0000035 - Disclosure - Employee Incentive Plans (Tables) Sheet http://www.okta.com/role/EmployeeIncentivePlansTables Employee Incentive Plans (Tables) Tables http://www.okta.com/role/EmployeeIncentivePlans 35 false false R36.htm 0000036 - Disclosure - Income Taxes (Tables) Sheet http://www.okta.com/role/IncomeTaxesTables Income Taxes (Tables) Tables http://www.okta.com/role/IncomeTaxes 36 false false R37.htm 0000037 - Disclosure - Net Loss Per Share (Tables) Sheet http://www.okta.com/role/NetLossPerShareTables Net Loss Per Share (Tables) Tables http://www.okta.com/role/NetLossPerShare 37 false false R38.htm 0000038 - Disclosure - Restructuring and Other Charges (Tables) Sheet http://www.okta.com/role/RestructuringandOtherChargesTables Restructuring and Other Charges (Tables) Tables http://www.okta.com/role/RestructuringandOtherCharges 38 false false R39.htm 0000039 - Disclosure - Geographical Information (Tables) Sheet http://www.okta.com/role/GeographicalInformationTables Geographical Information (Tables) Tables http://www.okta.com/role/GeographicalInformation 39 false false R40.htm 0000040 - Disclosure - Overview and Basis of Presentation (Details) Sheet http://www.okta.com/role/OverviewandBasisofPresentationDetails Overview and Basis of Presentation (Details) Details http://www.okta.com/role/OverviewandBasisofPresentation 40 false false R41.htm 0000041 - Disclosure - Summary of Significant Accounting Policies - Narrative (Details) Sheet http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails Summary of Significant Accounting Policies - Narrative (Details) Details 41 false false R42.htm 0000042 - Disclosure - Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details) Sheet http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details) Details 42 false false R43.htm 0000043 - Disclosure - Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements (Details) Sheet http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements (Details) Details 43 false false R44.htm 0000044 - Disclosure - Business Combinations (Details) Sheet http://www.okta.com/role/BusinessCombinationsDetails Business Combinations (Details) Details http://www.okta.com/role/BusinessCombinations 44 false false R45.htm 0000045 - Disclosure - Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details) Sheet http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details) Details 45 false false R46.htm 0000046 - Disclosure - Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) Sheet http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details) Details 46 false false R47.htm 0000047 - Disclosure - Cash Equivalents and Investments - Narrative (Details) Sheet http://www.okta.com/role/CashEquivalentsandInvestmentsNarrativeDetails Cash Equivalents and Investments - Narrative (Details) Details 47 false false R48.htm 0000048 - Disclosure - Cash Equivalents and Investments - Schedule of Unrealized Loss Position and Fair Value of Debt Securities (Details) Sheet http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails Cash Equivalents and Investments - Schedule of Unrealized Loss Position and Fair Value of Debt Securities (Details) Details 48 false false R49.htm 0000049 - Disclosure - Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details) Sheet http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details) Details 49 false false R50.htm 0000050 - Disclosure - Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details) Sheet http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details) Details 50 false false R51.htm 0000051 - Disclosure - Goodwill and Intangible Assets, net - Narrative (Details) Sheet http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails Goodwill and Intangible Assets, net - Narrative (Details) Details 51 false false R52.htm 0000052 - Disclosure - Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) Sheet http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details) Details 52 false false R53.htm 0000053 - Disclosure - Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details) Sheet http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details) Details 53 false false R54.htm 0000054 - Disclosure - Balance Sheet Components - Property and Equipment, Net (Details) Sheet http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails Balance Sheet Components - Property and Equipment, Net (Details) Details 54 false false R55.htm 0000055 - Disclosure - Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) Sheet http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) Details 55 false false R56.htm 0000056 - Disclosure - Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details) Sheet http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details) Details 56 false false R57.htm 0000057 - Disclosure - Deferred Revenue and Performance Obligations (Details) Sheet http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails Deferred Revenue and Performance Obligations (Details) Details http://www.okta.com/role/DeferredRevenueandPerformanceObligations 57 false false R58.htm 0000058 - Disclosure - Convertible Senior Notes, Net - Narrative (Details) Notes http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails Convertible Senior Notes, Net - Narrative (Details) Details 58 false false R59.htm 0000059 - Disclosure - Convertible Senior Notes, Net - Schedule of Interest Expense (Details) Notes http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails Convertible Senior Notes, Net - Schedule of Interest Expense (Details) Details 59 false false R60.htm 0000060 - Disclosure - Convertible Senior Notes, Net - Schedule of Convertible Debt (Details) Notes http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails Convertible Senior Notes, Net - Schedule of Convertible Debt (Details) Details 60 false false R61.htm 0000061 - Disclosure - Leases - Narrative (Details) Sheet http://www.okta.com/role/LeasesNarrativeDetails Leases - Narrative (Details) Details 61 false false R62.htm 0000062 - Disclosure - Leases - Schedule of Operating Lease Costs (Details) Sheet http://www.okta.com/role/LeasesScheduleofOperatingLeaseCostsDetails Leases - Schedule of Operating Lease Costs (Details) Details 62 false false R63.htm 0000063 - Disclosure - Leases - Schedule of Maturities of Operating Leases (Details) Sheet http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails Leases - Schedule of Maturities of Operating Leases (Details) Details 63 false false R64.htm 0000064 - Disclosure - Commitments and Contingencies (Details) Sheet http://www.okta.com/role/CommitmentsandContingenciesDetails Commitments and Contingencies (Details) Details http://www.okta.com/role/CommitmentsandContingencies 64 false false R65.htm 0000065 - Disclosure - Common Stock and Stockholders' Equity - Narrative (Details) Sheet http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails Common Stock and Stockholders' Equity - Narrative (Details) Details 65 false false R66.htm 0000066 - Disclosure - Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details) Sheet http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details) Details 66 false false R67.htm 0000067 - Disclosure - Employee Incentive Plans - Narrative (Details) Sheet http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails Employee Incentive Plans - Narrative (Details) Details 67 false false R68.htm 0000068 - Disclosure - Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details) Sheet http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details) Details 68 false false R69.htm 0000069 - Disclosure - Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) Sheet http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details) Details 69 false false R70.htm 0000070 - Disclosure - Employee Incentive Plans - Schedule of Stock Option Activity (Details) Sheet http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails Employee Incentive Plans - Schedule of Stock Option Activity (Details) Details 70 false false R71.htm 0000071 - Disclosure - Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details) Sheet http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details) Details 71 false false R72.htm 0000072 - Disclosure - Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details) Sheet http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details) Details 72 false false R73.htm 0000073 - Disclosure - Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details) Sheet http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details) Details 73 false false R74.htm 0000074 - Disclosure - Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) Sheet http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details) Details 74 false false R75.htm 0000075 - Disclosure - Income Taxes - Reconciliation of Effective Income Tax Rate (Details) Sheet http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails Income Taxes - Reconciliation of Effective Income Tax Rate (Details) Details 75 false false R76.htm 0000076 - Disclosure - Income Taxes - Narrative (Details) Sheet http://www.okta.com/role/IncomeTaxesNarrativeDetails Income Taxes - Narrative (Details) Details 76 false false R77.htm 0000077 - Disclosure - Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) Sheet http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) Details 77 false false R78.htm 0000078 - Disclosure - Income Taxes - Unrecognized Tax Benefits Rollforward (Details) Sheet http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails Income Taxes - Unrecognized Tax Benefits Rollforward (Details) Details 78 false false R79.htm 0000079 - Disclosure - Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) Sheet http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details) Details 79 false false R80.htm 0000080 - Disclosure - Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) Sheet http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) Details 80 false false R81.htm 0000081 - Disclosure - Net Loss Per Share - Narrative (Details) Sheet http://www.okta.com/role/NetLossPerShareNarrativeDetails Net Loss Per Share - Narrative (Details) Details 81 false false R82.htm 0000082 - Disclosure - Restructuring and Other Charges - Narrative (Details) Sheet http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails Restructuring and Other Charges - Narrative (Details) Details 82 false false R83.htm 0000083 - Disclosure - Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details) Sheet http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details) Details 83 false false R84.htm 0000084 - Disclosure - Restructuring and Other Charges - Schedule of Restructuring Reserve (Details) Sheet http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails Restructuring and Other Charges - Schedule of Restructuring Reserve (Details) Details 84 false false R85.htm 0000085 - Disclosure - Geographical Information (Details) Sheet http://www.okta.com/role/GeographicalInformationDetails Geographical Information (Details) Details http://www.okta.com/role/GeographicalInformationTables 85 false false All Reports Book All Reports [ix-0514-Hidden-Fact-Eligible-For-Transform] WARN: 7 fact(s) appearing in ix:hidden were eligible for transformation: okta:RevenueFromContractWithCustomerContractDuration, us-gaap:DebtInstrumentConvertibleConversionRatio1, us-gaap:SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage - okta-20230131.htm 4 okta-20230131.htm exhibit1016-transitionagre.htm okta-1312023_ex211.htm okta-1312023_ex231.htm okta-1312023_ex311.htm okta-1312023_ex312.htm okta-1312023_ex321.htm okta-20230131.xsd okta-20230131_cal.xml okta-20230131_def.xml okta-20230131_lab.xml okta-20230131_pre.xml okta-20230131_g1.jpg http://fasb.org/us-gaap/2022 http://xbrl.sec.gov/dei/2022 true true JSON 106 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "okta-20230131.htm": { "axisCustom": 0, "axisStandard": 33, "baseTaxonomies": { "http://fasb.org/us-gaap/2022": 1208, "http://xbrl.sec.gov/dei/2022": 38 }, "contextCount": 285, "dts": { "calculationLink": { "local": [ "okta-20230131_cal.xml" ] }, "definitionLink": { "local": [ "okta-20230131_def.xml" ] }, "inline": { "local": [ "okta-20230131.htm" ] }, "labelLink": { "local": [ "okta-20230131_lab.xml" ] }, "presentationLink": { "local": [ "okta-20230131_pre.xml" ] }, "schema": { "local": [ "okta-20230131.xsd" ], "remote": [ "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/reference-2009-12-16.xsd", "https://www.xbrl.org/2020/extensible-enumerations-2.0.xsd", "https://www.xbrl.org/dtr/type/2020-01-21/types.xsd", "https://xbrl.fasb.org/srt/2022/elts/srt-2022.xsd", "https://xbrl.fasb.org/srt/2022/elts/srt-roles-2022.xsd", "https://xbrl.fasb.org/srt/2022/elts/srt-types-2022.xsd", "https://xbrl.fasb.org/us-gaap/2022/elts/us-gaap-2022.xsd", "https://xbrl.fasb.org/us-gaap/2022/elts/us-roles-2022.xsd", "https://xbrl.fasb.org/us-gaap/2022/elts/us-types-2022.xsd", "https://xbrl.sec.gov/country/2022/country-2022.xsd", "https://xbrl.sec.gov/dei/2022/dei-2022.xsd" ] } }, "elementCount": 709, "entityCount": 1, "hidden": { "http://fasb.org/us-gaap/2022": 9, "http://www.okta.com/20230131": 1, "http://xbrl.sec.gov/dei/2022": 4, "total": 14 }, "keyCustom": 51, "keyStandard": 424, "memberCustom": 19, "memberStandard": 53, "nsprefix": "okta", "nsuri": "http://www.okta.com/20230131", "report": { "R1": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "true", "longName": "0000001 - Document - Cover", "menuCat": "Cover", "order": "1", "role": "http://www.okta.com/role/Cover", "shortName": "Cover", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentType", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000010 - Disclosure - Summary of Significant Accounting Policies", "menuCat": "Notes", "order": "10", "role": "http://www.okta.com/role/SummaryofSignificantAccountingPolicies", "shortName": "Summary of Significant Accounting Policies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R11": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000011 - Disclosure - Business Combinations", "menuCat": "Notes", "order": "11", "role": "http://www.okta.com/role/BusinessCombinations", "shortName": "Business Combinations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R12": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CashCashEquivalentsAndShortTermInvestmentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000012 - Disclosure - Cash Equivalents and Investments", "menuCat": "Notes", "order": "12", "role": "http://www.okta.com/role/CashEquivalentsandInvestments", "shortName": "Cash Equivalents and Investments", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CashCashEquivalentsAndShortTermInvestmentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R13": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000013 - Disclosure - Fair Value Measurements", "menuCat": "Notes", "order": "13", "role": "http://www.okta.com/role/FairValueMeasurements", "shortName": "Fair Value Measurements", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R14": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000014 - Disclosure - Goodwill and Intangible Assets, net", "menuCat": "Notes", "order": "14", "role": "http://www.okta.com/role/GoodwillandIntangibleAssetsnet", "shortName": "Goodwill and Intangible Assets, net", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R15": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SupplementalBalanceSheetDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000015 - Disclosure - Balance Sheet Components", "menuCat": "Notes", "order": "15", "role": "http://www.okta.com/role/BalanceSheetComponents", "shortName": "Balance Sheet Components", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SupplementalBalanceSheetDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R16": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000016 - Disclosure - Deferred Revenue and Performance Obligations", "menuCat": "Notes", "order": "16", "role": "http://www.okta.com/role/DeferredRevenueandPerformanceObligations", "shortName": "Deferred Revenue and Performance Obligations", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R17": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000017 - Disclosure - Convertible Senior Notes, Net", "menuCat": "Notes", "order": "17", "role": "http://www.okta.com/role/ConvertibleSeniorNotesNet", "shortName": "Convertible Senior Notes, Net", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000018 - Disclosure - Leases", "menuCat": "Notes", "order": "18", "role": "http://www.okta.com/role/Leases", "shortName": "Leases", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeasesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R19": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000019 - Disclosure - Commitments and Contingencies", "menuCat": "Notes", "order": "19", "role": "http://www.okta.com/role/CommitmentsandContingencies", "shortName": "Commitments and Contingencies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsAndContingenciesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R2": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "dei:AuditorName", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "false", "longName": "0000002 - Document - Audit Information", "menuCat": "Cover", "order": "2", "role": "http://www.okta.com/role/AuditInformation", "shortName": "Audit Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "dei:AuditorName", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R20": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000020 - Disclosure - Common Stock and Stockholders' Equity", "menuCat": "Notes", "order": "20", "role": "http://www.okta.com/role/CommonStockandStockholdersEquity", "shortName": "Common Stock and Stockholders' Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R21": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000021 - Disclosure - Employee Incentive Plans", "menuCat": "Notes", "order": "21", "role": "http://www.okta.com/role/EmployeeIncentivePlans", "shortName": "Employee Incentive Plans", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R22": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000022 - Disclosure - Income Taxes", "menuCat": "Notes", "order": "22", "role": "http://www.okta.com/role/IncomeTaxes", "shortName": "Income Taxes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R23": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000023 - Disclosure - Net Loss Per Share", "menuCat": "Notes", "order": "23", "role": "http://www.okta.com/role/NetLossPerShare", "shortName": "Net Loss Per Share", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R24": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000024 - Disclosure - Restructuring and Other Charges", "menuCat": "Notes", "order": "24", "role": "http://www.okta.com/role/RestructuringandOtherCharges", "shortName": "Restructuring and Other Charges", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R25": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000025 - Disclosure - Geographical Information", "menuCat": "Notes", "order": "25", "role": "http://www.okta.com/role/GeographicalInformation", "shortName": "Geographical Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BasisOfAccountingPolicyPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000026 - Disclosure - Summary of Significant Accounting Policies (Policies)", "menuCat": "Policies", "order": "26", "role": "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies", "shortName": "Summary of Significant Accounting Policies (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BasisOfAccountingPolicyPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R27": { "firstAnchor": { "ancestors": [ "div", "us-gaap:PropertyPlantAndEquipmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000027 - Disclosure - Summary of Significant Accounting Policies (Tables)", "menuCat": "Tables", "order": "27", "role": "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesTables", "shortName": "Summary of Significant Accounting Policies (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "lang": "en-US", "name": "us-gaap:ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R28": { "firstAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000028 - Disclosure - Cash Equivalents and Investments (Tables)", "menuCat": "Tables", "order": "28", "role": "http://www.okta.com/role/CashEquivalentsandInvestmentsTables", "shortName": "Cash Equivalents and Investments (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R29": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000029 - Disclosure - Fair Value Measurements (Tables)", "menuCat": "Tables", "order": "29", "role": "http://www.okta.com/role/FairValueMeasurementsTables", "shortName": "Fair Value Measurements (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R3": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "0000003 - Statement - CONSOLIDATED BALANCE SHEETS", "menuCat": "Statements", "order": "3", "role": "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "shortName": "CONSOLIDATED BALANCE SHEETS", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:ShortTermInvestments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R30": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000030 - Disclosure - Goodwill and Intangible Assets, net (Tables)", "menuCat": "Tables", "order": "30", "role": "http://www.okta.com/role/GoodwillandIntangibleAssetsnetTables", "shortName": "Goodwill and Intangible Assets, net (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R31": { "firstAnchor": { "ancestors": [ "div", "us-gaap:PropertyPlantAndEquipmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000031 - Disclosure - Balance Sheet Components (Tables)", "menuCat": "Tables", "order": "31", "role": "http://www.okta.com/role/BalanceSheetComponentsTables", "shortName": "Balance Sheet Components (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "lang": "en-US", "name": "us-gaap:OtherCurrentLiabilitiesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R32": { "firstAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConvertibleDebtTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000032 - Disclosure - Convertible Senior Notes, Net (Tables)", "menuCat": "Tables", "order": "32", "role": "http://www.okta.com/role/ConvertibleSeniorNotesNetTables", "shortName": "Convertible Senior Notes, Net (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConvertibleDebtTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R33": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeaseCostTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000033 - Disclosure - Leases (Tables)", "menuCat": "Tables", "order": "33", "role": "http://www.okta.com/role/LeasesTables", "shortName": "Leases (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeaseCostTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R34": { "firstAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "okta:ScheduleOfCommonStockReservedForFutureIssuanceTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000034 - Disclosure - Common Stock and Stockholders' Equity (Tables)", "menuCat": "Tables", "order": "34", "role": "http://www.okta.com/role/CommonStockandStockholdersEquityTables", "shortName": "Common Stock and Stockholders' Equity (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "okta:ScheduleOfCommonStockReservedForFutureIssuanceTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R35": { "firstAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000035 - Disclosure - Employee Incentive Plans (Tables)", "menuCat": "Tables", "order": "35", "role": "http://www.okta.com/role/EmployeeIncentivePlansTables", "shortName": "Employee Incentive Plans (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R36": { "firstAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000036 - Disclosure - Income Taxes (Tables)", "menuCat": "Tables", "order": "36", "role": "http://www.okta.com/role/IncomeTaxesTables", "shortName": "Income Taxes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R37": { "firstAnchor": { "ancestors": [ "span", "ix:continuation", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000037 - Disclosure - Net Loss Per Share (Tables)", "menuCat": "Tables", "order": "37", "role": "http://www.okta.com/role/NetLossPerShareTables", "shortName": "Net Loss Per Share (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "span", "ix:continuation", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R38": { "firstAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRestructuringAndRelatedCostsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000038 - Disclosure - Restructuring and Other Charges (Tables)", "menuCat": "Tables", "order": "38", "role": "http://www.okta.com/role/RestructuringandOtherChargesTables", "shortName": "Restructuring and Other Charges (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRestructuringAndRelatedCostsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R39": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromExternalCustomersByGeographicAreasTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000039 - Disclosure - Geographical Information (Tables)", "menuCat": "Tables", "order": "39", "role": "http://www.okta.com/role/GeographicalInformationTables", "shortName": "Geographical Information (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromExternalCustomersByGeographicAreasTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R4": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "0000004 - Statement - CONSOLIDATED BALANCE SHEETS (Parenthetical)", "menuCat": "Statements", "order": "4", "role": "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "shortName": "CONSOLIDATED BALANCE SHEETS (Parenthetical)", "subGroupType": "parenthetical", "uniqueAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:AllowanceForDoubtfulAccountsReceivableCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R40": { "firstAnchor": { "ancestors": [ "us-gaap:NumberOfReportableSegments", "us-gaap:ConsolidationPolicyTextBlock", "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "segment", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000040 - Disclosure - Overview and Basis of Presentation (Details)", "menuCat": "Details", "order": "40", "role": "http://www.okta.com/role/OverviewandBasisofPresentationDetails", "shortName": "Overview and Basis of Presentation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "us-gaap:NumberOfReportableSegments", "us-gaap:ConsolidationPolicyTextBlock", "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unique": true, "unitRef": "segment", "xsiNil": "false" } }, "R41": { "firstAnchor": { "ancestors": [ "ix:continuation", "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "okta:DeferredRevenuePaymentTerms", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000041 - Disclosure - Summary of Significant Accounting Policies - Narrative (Details)", "menuCat": "Details", "order": "41", "role": "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails", "shortName": "Summary of Significant Accounting Policies - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "ix:continuation", "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "okta:DeferredRevenuePaymentTerms", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R42": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:PropertyPlantAndEquipmentTextBlock", "div", "us-gaap:PropertyPlantAndEquipmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i6665a24e06a140fba3fc1fcd4fff6071_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentUsefulLife", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000042 - Disclosure - Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details)", "menuCat": "Details", "order": "42", "role": "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails", "shortName": "Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:PropertyPlantAndEquipmentTextBlock", "div", "us-gaap:PropertyPlantAndEquipmentPolicyTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i6665a24e06a140fba3fc1fcd4fff6071_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentUsefulLife", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R43": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:ConvertibleDebtCurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000043 - Disclosure - Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements (Details)", "menuCat": "Details", "order": "43", "role": "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails", "shortName": "Summary of Significant Accounting Policies - Schedule of New Accounting Pronouncements (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i386f338b805f48e691e3e352990cd9aa_I20220131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:ConvertibleDebtCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R44": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000044 - Disclosure - Business Combinations (Details)", "menuCat": "Details", "order": "44", "role": "http://www.okta.com/role/BusinessCombinationsDetails", "shortName": "Business Combinations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i3eac0d637c6a483e9e99b9a99b94d0f7_D20210503-20210503", "decimals": "-6", "lang": "en-US", "name": "us-gaap:BusinessCombinationConsiderationTransferred1", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R45": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000045 - Disclosure - Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details)", "menuCat": "Details", "order": "45", "role": "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "shortName": "Cash Equivalents and Investments - Schedule of Cash Equivalents and Short-term Investments (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:AvailableForSaleDebtSecuritiesAccumulatedGrossUnrealizedGainBeforeTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R46": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000046 - Disclosure - Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details)", "menuCat": "Details", "order": "46", "role": "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails", "shortName": "Cash Equivalents and Investments - Schedule of Contractual Maturities of Short-term Investments (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:InvestmentsClassifiedByContractualMaturityDateTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i62f142355cb94ffab8a8bc71d2d7e93d_I20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:AvailableForSaleSecuritiesDebtMaturitiesWithinOneYearAmortizedCost", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R47": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:InterestReceivableCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000047 - Disclosure - Cash Equivalents and Investments - Narrative (Details)", "menuCat": "Details", "order": "47", "role": "http://www.okta.com/role/CashEquivalentsandInvestmentsNarrativeDetails", "shortName": "Cash Equivalents and Investments - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:InterestReceivableCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R48": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:DebtSecuritiesAvailableForSaleUnrealizedLossPositionFairValueTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPositionLessThan12Months", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000048 - Disclosure - Cash Equivalents and Investments - Schedule of Unrealized Loss Position and Fair Value of Debt Securities (Details)", "menuCat": "Details", "order": "48", "role": "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails", "shortName": "Cash Equivalents and Investments - Schedule of Unrealized Loss Position and Fair Value of Debt Securities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:DebtSecuritiesAvailableForSaleUnrealizedLossPositionFairValueTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPositionLessThan12Months", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R49": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i96364fdad702415fb923e301869d25a6_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000049 - Disclosure - Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details)", "menuCat": "Details", "order": "49", "role": "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails", "shortName": "Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i96364fdad702415fb923e301869d25a6_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:CashAndCashEquivalentsFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R5": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "0000005 - Statement - CONSOLIDATED STATEMENTS OF OPERATIONS", "menuCat": "Statements", "order": "5", "role": "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "shortName": "CONSOLIDATED STATEMENTS OF OPERATIONS", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:CostOfGoodsAndServicesSold", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R50": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i9e130ae38dd645d88b399cf4c149522f_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:LongTermDebtFairValue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000050 - Disclosure - Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details)", "menuCat": "Details", "order": "50", "role": "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails", "shortName": "Fair Value Measurements - Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i9e130ae38dd645d88b399cf4c149522f_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:LongTermDebtFairValue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R51": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:Goodwill", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000051 - Disclosure - Goodwill and Intangible Assets, net - Narrative (Details)", "menuCat": "Details", "order": "51", "role": "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails", "shortName": "Goodwill and Intangible Assets, net - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:AmortizationOfIntangibleAssets", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R52": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000052 - Disclosure - Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details)", "menuCat": "Details", "order": "52", "role": "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails", "shortName": "Goodwill and Intangible Assets, net - Schedule of Intangible Assets (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R53": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000053 - Disclosure - Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details)", "menuCat": "Details", "order": "53", "role": "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails", "shortName": "Goodwill and Intangible Assets, net - Remaining Amortization Expense (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R54": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000054 - Disclosure - Balance Sheet Components - Property and Equipment, Net (Details)", "menuCat": "Details", "order": "54", "role": "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "shortName": "Balance Sheet Components - Property and Equipment, Net (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "ix:continuation", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R55": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:OtherCurrentLiabilitiesTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:AccruedLiabilitiesCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000055 - Disclosure - Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details)", "menuCat": "Details", "order": "55", "role": "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails", "shortName": "Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:OtherCurrentLiabilitiesTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:AccruedLiabilitiesCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R56": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:OtherNoncurrentLiabilitiesTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DeferredIncomeTaxLiabilitiesNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000056 - Disclosure - Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details)", "menuCat": "Details", "order": "56", "role": "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails", "shortName": "Balance Sheet Components - Schedule of Other Liabilities, Noncurrent (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:OtherNoncurrentLiabilitiesTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DeferredIncomeTaxLiabilitiesNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R57": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000057 - Disclosure - Deferred Revenue and Performance Obligations (Details)", "menuCat": "Details", "order": "57", "role": "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails", "shortName": "Deferred Revenue and Performance Obligations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R58": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000058 - Disclosure - Convertible Senior Notes, Net - Narrative (Details)", "menuCat": "Details", "order": "58", "role": "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "shortName": "Convertible Senior Notes, Net - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i033002f78d7248e4a1b99a532cb83b1c_I20230131", "decimals": "-5", "lang": "en-US", "name": "okta:DerivativeInstrumentNumberOfSharesAvailableForPurchase", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R59": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i7c8a972f69c345e2974418f1a6b426e3_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:InterestExpenseDebtExcludingAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000059 - Disclosure - Convertible Senior Notes, Net - Schedule of Interest Expense (Details)", "menuCat": "Details", "order": "59", "role": "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "shortName": "Convertible Senior Notes, Net - Schedule of Interest Expense (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i7c8a972f69c345e2974418f1a6b426e3_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:InterestExpenseDebtExcludingAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R6": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "0000006 - Statement - CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS", "menuCat": "Statements", "order": "6", "role": "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS", "shortName": "CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:OtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R60": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ConvertibleDebtTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i36bc1f63566441c9b765f869aa5c24b9_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DebtInstrumentCarryingAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000060 - Disclosure - Convertible Senior Notes, Net - Schedule of Convertible Debt (Details)", "menuCat": "Details", "order": "60", "role": "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "shortName": "Convertible Senior Notes, Net - Schedule of Convertible Debt (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ConvertibleDebtTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i36bc1f63566441c9b765f869aa5c24b9_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DebtInstrumentCarryingAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R61": { "firstAnchor": { "ancestors": [ "ix:continuation", "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "okta:LesseeOperatingLeaseNumberOfRenewalOptions", "reportCount": 1, "unique": true, "unitRef": "renewaloption", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000061 - Disclosure - Leases - Narrative (Details)", "menuCat": "Details", "order": "61", "role": "http://www.okta.com/role/LeasesNarrativeDetails", "shortName": "Leases - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "ix:continuation", "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "okta:LesseeOperatingLeaseNumberOfRenewalOptions", "reportCount": 1, "unique": true, "unitRef": "renewaloption", "xsiNil": "false" } }, "R62": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000062 - Disclosure - Leases - Schedule of Operating Lease Costs (Details)", "menuCat": "Details", "order": "62", "role": "http://www.okta.com/role/LeasesScheduleofOperatingLeaseCostsDetails", "shortName": "Leases - Schedule of Operating Lease Costs (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R63": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000063 - Disclosure - Leases - Schedule of Maturities of Operating Leases (Details)", "menuCat": "Details", "order": "63", "role": "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails", "shortName": "Leases - Schedule of Maturities of Operating Leases (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R64": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:RestrictedCashNoncurrent", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000064 - Disclosure - Commitments and Contingencies (Details)", "menuCat": "Details", "order": "64", "role": "http://www.okta.com/role/CommitmentsandContingenciesDetails", "shortName": "Commitments and Contingencies (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i720b49182957442d833a51c9af2d1af8_D20221128-20221213", "decimals": "INF", "lang": "en-US", "name": "us-gaap:LossContingencyNumberOfPlaintiffs", "reportCount": 1, "unique": true, "unitRef": "plaintiff", "xsiNil": "false" } }, "R65": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:NoncashContributionExpense", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000065 - Disclosure - Common Stock and Stockholders' Equity - Narrative (Details)", "menuCat": "Details", "order": "65", "role": "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "shortName": "Common Stock and Stockholders' Equity - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i64fa541e7f724f4cad55c49b6b45912e_D20220201-20230131", "decimals": "INF", "lang": "en-US", "name": "okta:CommonStockVotingRightsNumberOfVotesEquivalent", "reportCount": 1, "unique": true, "unitRef": "vote", "xsiNil": "false" } }, "R66": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "okta:ScheduleOfCommonStockReservedForFutureIssuanceTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-3", "first": true, "lang": "en-US", "name": "okta:CommonStockCapitalSharesReservedForFutureIssuanceAndShareBasedCompensationArrangementByShareBasedPaymentAwardOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000066 - Disclosure - Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details)", "menuCat": "Details", "order": "66", "role": "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails", "shortName": "Common Stock and Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "okta:ScheduleOfCommonStockReservedForFutureIssuanceTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-3", "first": true, "lang": "en-US", "name": "okta:CommonStockCapitalSharesReservedForFutureIssuanceAndShareBasedCompensationArrangementByShareBasedPaymentAwardOutstandingNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R67": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "okta:SharebasedCompensationArrangementbySharebasedPaymentAwardNumberOfEquityIncentivePlans", "reportCount": 1, "unique": true, "unitRef": "numberofincentiveplan", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000067 - Disclosure - Employee Incentive Plans - Narrative (Details)", "menuCat": "Details", "order": "67", "role": "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "shortName": "Employee Incentive Plans - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "okta:SharebasedCompensationArrangementbySharebasedPaymentAwardNumberOfEquityIncentivePlans", "reportCount": 1, "unique": true, "unitRef": "numberofincentiveplan", "xsiNil": "false" } }, "R68": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000068 - Disclosure - Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details)", "menuCat": "Details", "order": "68", "role": "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "shortName": "Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Award Type (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i109e2262fa844d24af70b546ba11db2f_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R69": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000069 - Disclosure - Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details)", "menuCat": "Details", "order": "69", "role": "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails", "shortName": "Employee Incentive Plans - Schedule of Stock-based Compensation Expense by Statement of Operations Location (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ib06d75638da240ac921301402de7b5e7_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:AllocatedShareBasedCompensationExpense", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R7": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i83ff24a772c24cb399c07210b3541fe5_I20200131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:SharesOutstanding", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "0000007 - Statement - CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY", "menuCat": "Statements", "order": "7", "role": "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "shortName": "CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i83ff24a772c24cb399c07210b3541fe5_I20200131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:SharesOutstanding", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R70": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i377ff9ac0ea6408797fb88b53d26ac71_I20220131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000070 - Disclosure - Employee Incentive Plans - Schedule of Stock Option Activity (Details)", "menuCat": "Details", "order": "70", "role": "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails", "shortName": "Employee Incentive Plans - Schedule of Stock Option Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-3", "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R71": { "firstAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "id74729693fb64404bf07c0c3aca437f3_D20200201-20210131", "decimals": "4", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMinimum", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000071 - Disclosure - Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details)", "menuCat": "Details", "order": "71", "role": "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "shortName": "Employee Incentive Plans - Schedule of Estimated Fair Value Assumptions (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "td", "tr", "table", "us-gaap:ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "id74729693fb64404bf07c0c3aca437f3_D20200201-20210131", "decimals": "4", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMinimum", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R72": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i4844256c293442d781011e4b906effbe_I20220131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000072 - Disclosure - Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details)", "menuCat": "Details", "order": "72", "role": "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails", "shortName": "Employee Incentive Plans - Schedule of Restricted Stock Unit Activity (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i4844256c293442d781011e4b906effbe_I20220131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R73": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000073 - Disclosure - Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details)", "menuCat": "Details", "order": "73", "role": "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails", "shortName": "Income Taxes - Schedule of Domestic and Foreign Components of Pre-tax Loss (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R74": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:CurrentFederalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000074 - Disclosure - Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details)", "menuCat": "Details", "order": "74", "role": "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails", "shortName": "Income Taxes - Schedule of Components of Provision for (Benefit from) Income Taxes (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:CurrentFederalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R75": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "3", "first": true, "lang": "en-US", "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000075 - Disclosure - Income Taxes - Reconciliation of Effective Income Tax Rate (Details)", "menuCat": "Details", "order": "75", "role": "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails", "shortName": "Income Taxes - Reconciliation of Effective Income Tax Rate (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "3", "first": true, "lang": "en-US", "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R76": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "okta:DeferredTaxAssetsCapitalizedResearchAndDevelopmentExpense", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000076 - Disclosure - Income Taxes - Narrative (Details)", "menuCat": "Details", "order": "76", "role": "http://www.okta.com/role/IncomeTaxesNarrativeDetails", "shortName": "Income Taxes - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:ValuationAllowanceDeferredTaxAssetChangeInAmount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R77": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DeferredTaxAssetsOperatingLossCarryforwards", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000077 - Disclosure - Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details)", "menuCat": "Details", "order": "77", "role": "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails", "shortName": "Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ibd2941fba4924bc88f0012cb45c6d825_I20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:DeferredTaxAssetsOperatingLossCarryforwards", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R78": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i377ff9ac0ea6408797fb88b53d26ac71_I20220131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:UnrecognizedTaxBenefits", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000078 - Disclosure - Income Taxes - Unrecognized Tax Benefits Rollforward (Details)", "menuCat": "Details", "order": "78", "role": "http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails", "shortName": "Income Taxes - Unrecognized Tax Benefits Rollforward (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "us-gaap:ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i4e20e5868a8345a68a6e722600c31e7b_I20200131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:UnrecognizedTaxBenefits", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R79": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000079 - Disclosure - Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details)", "menuCat": "Details", "order": "79", "role": "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails", "shortName": "Net Loss Per Share - Schedule of Basic and Diluted Net Loss Per Share (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding", "span", "td", "tr", "table", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i64fa541e7f724f4cad55c49b6b45912e_D20220201-20230131", "decimals": "-3", "lang": "en-US", "name": "us-gaap:WeightedAverageNumberOfSharesOutstandingBasic", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R8": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "0000008 - Statement - CONSOLIDATED STATEMENTS OF CASH FLOWS", "menuCat": "Statements", "order": "8", "role": "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS", "shortName": "CONSOLIDATED STATEMENTS OF CASH FLOWS", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:ShareBasedCompensation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R80": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-3", "first": true, "lang": "en-US", "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000080 - Disclosure - Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details)", "menuCat": "Details", "order": "80", "role": "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails", "shortName": "Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ib427ccd420c44d6d84f0480bf3039318_D20220201-20230131", "decimals": "-3", "lang": "en-US", "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R81": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i033002f78d7248e4a1b99a532cb83b1c_I20230131", "decimals": "2", "first": true, "lang": "en-US", "name": "us-gaap:ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1", "reportCount": 1, "unitRef": "usdPerShare", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000081 - Disclosure - Net Loss Per Share - Narrative (Details)", "menuCat": "Details", "order": "81", "role": "http://www.okta.com/role/NetLossPerShareNarrativeDetails", "shortName": "Net Loss Per Share - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R82": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ia55156c89e2945adb232a9a700393c08_D20221101-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedCostExpectedNumberOfPositionsEliminated", "reportCount": 1, "unique": true, "unitRef": "employee", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000082 - Disclosure - Restructuring and Other Charges - Narrative (Details)", "menuCat": "Details", "order": "82", "role": "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails", "shortName": "Restructuring and Other Charges - Narrative (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "ia55156c89e2945adb232a9a700393c08_D20221101-20230131", "decimals": "INF", "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedCostExpectedNumberOfPositionsEliminated", "reportCount": 1, "unique": true, "unitRef": "employee", "xsiNil": "false" } }, "R83": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "okta:LeaseImpairmentCharges", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000083 - Disclosure - Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details)", "menuCat": "Details", "order": "83", "role": "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails", "shortName": "Restructuring and Other Charges - Summary of Restructuring and Other Charges (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfRestructuringAndRelatedCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i1a44367217f84cd3be1aa1d56c59aa32_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "okta:LeaseImpairmentCharges", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R84": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfRestructuringAndRelatedCostsTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i1a44367217f84cd3be1aa1d56c59aa32_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:RestructuringCharges", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000084 - Disclosure - Restructuring and Other Charges - Schedule of Restructuring Reserve (Details)", "menuCat": "Details", "order": "84", "role": "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "shortName": "Restructuring and Other Charges - Schedule of Restructuring Reserve (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5c805adb02bc470ea11eebe05c65b717_I20220131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:RestructuringReserve", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R85": { "firstAnchor": { "ancestors": [ "span", "td", "tr", "table", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": "-6", "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000085 - Disclosure - Geographical Information (Details)", "menuCat": "Details", "order": "85", "role": "http://www.okta.com/role/GeographicalInformationDetails", "shortName": "Geographical Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "td", "tr", "table", "ix:continuation", "div", "ix:continuation", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i588bf5748f214a58bdbb4a57cdfa3651_D20220201-20230131", "decimals": "-6", "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R9": { "firstAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "0000009 - Disclosure - Overview and Basis of Presentation", "menuCat": "Notes", "order": "9", "role": "http://www.okta.com/role/OverviewandBasisofPresentation", "shortName": "Overview and Basis of Presentation", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "body", "html" ], "baseRef": "okta-20230131.htm", "contextRef": "i5e7a3490f8214beb8b2b1b7e4dec8ae1_D20220201-20230131", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } } }, "segmentCount": 80, "tag": { "country_GB": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "UNITED KINGDOM", "terseLabel": "UK" } } }, "localname": "GB", "nsuri": "http://xbrl.sec.gov/country/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "country_US": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "UNITED STATES", "terseLabel": "United States" } } }, "localname": "US", "nsuri": "http://xbrl.sec.gov/country/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationDetails" ], "xbrltype": "domainItemType" }, "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag", "terseLabel": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_AuditorFirmId": { "auth_ref": [ "r805", "r806", "r807" ], "lang": { "en-us": { "role": { "documentation": "PCAOB issued Audit Firm Identifier", "label": "Auditor Firm ID", "terseLabel": "Auditor Firm ID" } } }, "localname": "AuditorFirmId", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/AuditInformation" ], "xbrltype": "nonemptySequenceNumberItemType" }, "dei_AuditorLocation": { "auth_ref": [ "r805", "r806", "r807" ], "lang": { "en-us": { "role": { "label": "Auditor Location", "terseLabel": "Auditor Location" } } }, "localname": "AuditorLocation", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/AuditInformation" ], "xbrltype": "internationalNameItemType" }, "dei_AuditorName": { "auth_ref": [ "r805", "r806", "r807" ], "lang": { "en-us": { "role": { "label": "Auditor Name", "terseLabel": "Auditor Name" } } }, "localname": "AuditorName", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/AuditInformation" ], "xbrltype": "internationalNameItemType" }, "dei_CityAreaCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Area code of city", "label": "City Area Code", "terseLabel": "City Area Code" } } }, "localname": "CityAreaCode", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "normalizedStringItemType" }, "dei_CoverAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Cover page.", "label": "Cover [Abstract]" } } }, "localname": "CoverAbstract", "nsuri": "http://xbrl.sec.gov/dei/2022", "xbrltype": "stringItemType" }, "dei_CurrentFiscalYearEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "End date of current fiscal year in the format --MM-DD.", "label": "Current Fiscal Year End Date", "terseLabel": "Current Fiscal Year End Date" } } }, "localname": "CurrentFiscalYearEndDate", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "gMonthDayItemType" }, "dei_DocumentAnnualReport": { "auth_ref": [ "r805", "r806", "r807" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as an annual report.", "label": "Document Annual Report", "terseLabel": "Document Annual Report" } } }, "localname": "DocumentAnnualReport", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_DocumentFiscalPeriodFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.", "label": "Document Fiscal Period Focus", "terseLabel": "Document Fiscal Period Focus" } } }, "localname": "DocumentFiscalPeriodFocus", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "fiscalPeriodItemType" }, "dei_DocumentFiscalYearFocus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "This is focus fiscal year of the document report in YYYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.", "label": "Document Fiscal Year Focus", "terseLabel": "Document Fiscal Year Focus" } } }, "localname": "DocumentFiscalYearFocus", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "gYearItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.", "label": "Document Period End Date", "terseLabel": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "dateItemType" }, "dei_DocumentTransitionReport": { "auth_ref": [ "r808" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true only for a form used as a transition report.", "label": "Document Transition Report", "terseLabel": "Document Transition Report" } } }, "localname": "DocumentTransitionReport", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type", "terseLabel": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "submissionTypeItemType" }, "dei_DocumentsIncorporatedByReferenceTextBlock": { "auth_ref": [ "r803" ], "lang": { "en-us": { "role": { "documentation": "Documents incorporated by reference.", "label": "Documents Incorporated by Reference [Text Block]", "terseLabel": "Documents Incorporated by Reference" } } }, "localname": "DocumentsIncorporatedByReferenceTextBlock", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "textBlockItemType" }, "dei_EntitiesTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Container to assemble all relevant information about each entity associated with the document instance", "label": "Entities [Table]", "terseLabel": "Entities [Table]" } } }, "localname": "EntitiesTable", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "stringItemType" }, "dei_EntityAddressAddressLine1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Address Line 1 such as Attn, Building Name, Street Name", "label": "Entity Address, Address Line One", "terseLabel": "Entity Address, Address Line One" } } }, "localname": "EntityAddressAddressLine1", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCityOrTown": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the City or Town", "label": "Entity Address, City or Town", "terseLabel": "Entity Address, City or Town" } } }, "localname": "EntityAddressCityOrTown", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressPostalZipCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Code for the postal or zip code", "label": "Entity Address, Postal Zip Code", "terseLabel": "Entity Address, Postal Zip Code" } } }, "localname": "EntityAddressPostalZipCode", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressStateOrProvince": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Name of the state or province.", "label": "Entity Address, State or Province", "terseLabel": "Entity Address, State or Province" } } }, "localname": "EntityAddressStateOrProvince", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "stateOrProvinceItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key", "terseLabel": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityCommonStockSharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.", "label": "Entity Common Stock, Shares Outstanding", "terseLabel": "Entity Common Stock, Shares Outstanding" } } }, "localname": "EntityCommonStockSharesOutstanding", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "sharesItemType" }, "dei_EntityCurrentReportingStatus": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Current Reporting Status", "terseLabel": "Entity Current Reporting Status" } } }, "localname": "EntityCurrentReportingStatus", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "yesNoItemType" }, "dei_EntityEmergingGrowthCompany": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "Indicate if registrant meets the emerging growth company criteria.", "label": "Entity Emerging Growth Company", "terseLabel": "Emerging Growth Company" } } }, "localname": "EntityEmergingGrowthCompany", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_EntityFileNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.", "label": "Entity File Number", "terseLabel": "Entity File Number" } } }, "localname": "EntityFileNumber", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "fileNumberItemType" }, "dei_EntityFilerCategory": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Filer Category", "terseLabel": "Entity Filer Category" } } }, "localname": "EntityFilerCategory", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "filerCategoryItemType" }, "dei_EntityIncorporationStateCountryCode": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Two-character EDGAR code representing the state or country of incorporation.", "label": "Entity Incorporation, State or Country Code", "terseLabel": "Entity Incorporation, State or Country Code" } } }, "localname": "EntityIncorporationStateCountryCode", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "edgarStateCountryItemType" }, "dei_EntityInformationLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Entity Information [Line Items]", "terseLabel": "Entity Information [Line Items]" } } }, "localname": "EntityInformationLineItems", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "stringItemType" }, "dei_EntityInteractiveDataCurrent": { "auth_ref": [ "r809" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).", "label": "Entity Interactive Data Current", "terseLabel": "Entity Interactive Data Current" } } }, "localname": "EntityInteractiveDataCurrent", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "yesNoItemType" }, "dei_EntityPublicFloat": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.", "label": "Entity Public Float", "terseLabel": "Entity Public Float" } } }, "localname": "EntityPublicFloat", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "monetaryItemType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Entity Registrant Name", "terseLabel": "Entity Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityShellCompany": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.", "label": "Entity Shell Company", "terseLabel": "Shell Company" } } }, "localname": "EntityShellCompany", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_EntitySmallBusiness": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "Indicates that the company is a Smaller Reporting Company (SRC).", "label": "Entity Small Business", "terseLabel": "Smaller Reporting Company" } } }, "localname": "EntitySmallBusiness", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_EntityTaxIdentificationNumber": { "auth_ref": [ "r802" ], "lang": { "en-us": { "role": { "documentation": "The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.", "label": "Entity Tax Identification Number", "terseLabel": "Entity Tax Identification Number" } } }, "localname": "EntityTaxIdentificationNumber", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "employerIdItemType" }, "dei_EntityVoluntaryFilers": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.", "label": "Entity Voluntary Filers", "terseLabel": "Entity Voluntary Filers" } } }, "localname": "EntityVoluntaryFilers", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "yesNoItemType" }, "dei_EntityWellKnownSeasonedIssuer": { "auth_ref": [ "r810" ], "lang": { "en-us": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.", "label": "Entity Well-known Seasoned Issuer", "terseLabel": "Entity Well-Known Seasoned Issuer" } } }, "localname": "EntityWellKnownSeasonedIssuer", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "yesNoItemType" }, "dei_IcfrAuditorAttestationFlag": { "auth_ref": [ "r805", "r806", "r807" ], "lang": { "en-us": { "role": { "label": "ICFR Auditor Attestation Flag", "terseLabel": "ICFR Auditor Attestation Flag" } } }, "localname": "IcfrAuditorAttestationFlag", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "booleanItemType" }, "dei_LocalPhoneNumber": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Local phone number for entity.", "label": "Local Phone Number", "terseLabel": "Local Phone Number" } } }, "localname": "LocalPhoneNumber", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "normalizedStringItemType" }, "dei_Security12bTitle": { "auth_ref": [ "r801" ], "lang": { "en-us": { "role": { "documentation": "Title of a 12(b) registered security.", "label": "Title of 12(b) Security", "terseLabel": "Title of 12(b) Security" } } }, "localname": "Security12bTitle", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "securityTitleItemType" }, "dei_SecurityExchangeName": { "auth_ref": [ "r804" ], "lang": { "en-us": { "role": { "documentation": "Name of the Exchange on which a security is registered.", "label": "Security Exchange Name", "terseLabel": "Security Exchange Name" } } }, "localname": "SecurityExchangeName", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "edgarExchangeCodeItemType" }, "dei_TradingSymbol": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Trading symbol of an instrument as listed on an exchange.", "label": "Trading Symbol", "terseLabel": "Trading Symbol" } } }, "localname": "TradingSymbol", "nsuri": "http://xbrl.sec.gov/dei/2022", "presentation": [ "http://www.okta.com/role/Cover" ], "xbrltype": "tradingSymbolItemType" }, "okta_A2017EquityIncentivePlanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2017 Equity Incentive Plan [Member]", "label": "2017 Equity Incentive Plan [Member]", "terseLabel": "2017 Equity Incentive Plan" } } }, "localname": "A2017EquityIncentivePlanMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "okta_A2023ConvertibleSeniorNotesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2023 Convertible Senior Notes [Member]", "label": "2023 Convertible Senior Notes [Member]", "terseLabel": "Shares subject to warrants related to the issuance of the 2023 Notes" } } }, "localname": "A2023ConvertibleSeniorNotesMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "okta_A2023RestructuringPlanMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "2023 Restructuring Plan", "label": "2023 Restructuring Plan [Member]", "terseLabel": "Restructuring Plan" } } }, "localname": "A2023RestructuringPlanMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails", "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "domainItemType" }, "okta_AdjustmentsToAdditionalPaidInCapitalPurchaseOfConvertibleNoteWarrants": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Adjustments To Additional Paid In Capital, Purchase Of Convertible Note Warrants", "label": "Adjustments To Additional Paid In Capital, Purchase Of Convertible Note Warrants", "negatedTerseLabel": "Payments for warrants related to convertible senior notes" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalPurchaseOfConvertibleNoteWarrants", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "okta_AdjustmentstoAdditionalPaidinCapitalPurchaseofCappedCallsforConvertibleNoteHedges": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Adjustments to Additional Paid in Capital, Purchase of Capped Calls for Convertible Note Hedges", "label": "Adjustments to Additional Paid in Capital, Purchase of Capped Calls for Convertible Note Hedges", "negatedTerseLabel": "Purchases of capped calls related to convertible senior notes" } } }, "localname": "AdjustmentstoAdditionalPaidinCapitalPurchaseofCappedCallsforConvertibleNoteHedges", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "okta_AuditInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Audit Information [Abstract]", "label": "Audit Information [Abstract]" } } }, "localname": "AuditInformationAbstract", "nsuri": "http://www.okta.com/20230131", "xbrltype": "stringItemType" }, "okta_Auth0AndAtSpokeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Auth0 and atSpoke", "label": "Auth0 and atSpoke [Member]", "terseLabel": "Auth0 and atSpoke" } } }, "localname": "Auth0AndAtSpokeMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "okta_Auth0Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Auth0", "label": "Auth0 [Member]", "terseLabel": "Auth0" } } }, "localname": "Auth0Member", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "domainItemType" }, "okta_BusinessAcquisitionEquityInterestIssuedOrIssuableHeldBackNumberOfShares": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business Acquisition, Equity Interest Issued or Issuable, Held Back, Number of Shares", "label": "Business Acquisition, Equity Interest Issued or Issuable, Held Back, Number of Shares", "terseLabel": "Equity consideration held back (in shares)" } } }, "localname": "BusinessAcquisitionEquityInterestIssuedOrIssuableHeldBackNumberOfShares", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "sharesItemType" }, "okta_BusinessCombinationConsiderationTransferredLiabilitiesIncurredCashHeldBack": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back", "label": "Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back", "terseLabel": "Cash consideration held back" } } }, "localname": "BusinessCombinationConsiderationTransferredLiabilitiesIncurredCashHeldBack", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "monetaryItemType" }, "okta_BusinessCombinationConsiderationTransferredLiabilitiesIncurredCashHeldBackPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back, Period", "label": "Business Combination, Consideration Transferred, Liabilities, Incurred, Cash Held Back, Period", "terseLabel": "Cash consideration hold back period" } } }, "localname": "BusinessCombinationConsiderationTransferredLiabilitiesIncurredCashHeldBackPeriod", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "durationItemType" }, "okta_BusinessCombinationConsiderationTransferredLiabilitiesIncurredEquityInterestsIssuedAndIssuableHeldBack": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Business Combination, Consideration Transferred, Liabilities, Incurred, Equity Interests Issued and Issuable Held Back", "label": "Business Combination, Consideration Transferred, Liabilities, Incurred, Equity Interests Issued and Issuable Held Back", "terseLabel": "Equity consideration held back" } } }, "localname": "BusinessCombinationConsiderationTransferredLiabilitiesIncurredEquityInterestsIssuedAndIssuableHeldBack", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "monetaryItemType" }, "okta_CapitalizedContractCostsAdditions": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Capitalized Contract Costs, Additions", "label": "Capitalized Contract Costs, Additions", "terseLabel": "Commissions capitalized as contract costs" } } }, "localname": "CapitalizedContractCostsAdditions", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "okta_CommonStockCapitalSharesReservedForFutureIssuanceAndShareBasedCompensationArrangementByShareBasedPaymentAwardOutstandingNumber": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-us": { "role": { "documentation": "Common Stock, Capital Shares Reserved For Future Issuance And Share-Based Compensation Arrangement By Share-Based Payment Award, Outstanding, Number", "label": "Common Stock, Capital Shares Reserved For Future Issuance And Share-Based Compensation Arrangement By Share-Based Payment Award, Outstanding, Number", "totalLabel": "Common stock reserved for future issuance and options and unvested RSUs outstanding (in shares)" } } }, "localname": "CommonStockCapitalSharesReservedForFutureIssuanceAndShareBasedCompensationArrangementByShareBasedPaymentAwardOutstandingNumber", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails" ], "xbrltype": "sharesItemType" }, "okta_CommonStockSharesIssuedUponConversion": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Common Stock, Shares Issued upon Conversion", "label": "Common Stock, Shares Issued upon Conversion", "terseLabel": "Number of shares issued upon conversion" } } }, "localname": "CommonStockSharesIssuedUponConversion", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "pureItemType" }, "okta_CommonStockVotingRightsNumberOfVotesEquivalent": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Common Stock, Voting Rights, Number Of Votes Equivalent", "label": "Common Stock, Voting Rights, Number Of Votes Equivalent", "terseLabel": "Number of votes per share" } } }, "localname": "CommonStockVotingRightsNumberOfVotesEquivalent", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "integerItemType" }, "okta_ConversionOfCommonStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Conversion Of Common Stock", "label": "Conversion Of Common Stock [Member]", "terseLabel": "Conversion of Class B common stock to Class A common stock" } } }, "localname": "ConversionOfCommonStockMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "domainItemType" }, "okta_ConversionOfConvertibleDebtMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Conversion Of Convertible Debt", "label": "Conversion Of Convertible Debt [Member]", "terseLabel": "Settlement of convertible senior notes" } } }, "localname": "ConversionOfConvertibleDebtMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "domainItemType" }, "okta_ConvertibleSeniorNotesDue2023Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible Senior Notes Due 2023 [Member]", "label": "Convertible Senior Notes Due 2023 [Member]", "terseLabel": "2023 Notes" } } }, "localname": "ConvertibleSeniorNotesDue2023Member", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/NetLossPerShareNarrativeDetails" ], "xbrltype": "domainItemType" }, "okta_ConvertibleSeniorNotesDue2025Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible Senior Notes Due 2025 [Member]", "label": "Convertible Senior Notes Due 2025 [Member]", "terseLabel": "2025 Notes" } } }, "localname": "ConvertibleSeniorNotesDue2025Member", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "okta_ConvertibleSeniorNotesDue2026Member": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Convertible Senior Notes Due 2026", "label": "Convertible Senior Notes Due 2026 [Member]", "terseLabel": "2026 Notes" } } }, "localname": "ConvertibleSeniorNotesDue2026Member", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "okta_CostofServicesLicensesandServicesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Cost of Services, Licenses and Services [Member]", "label": "Cost of Services, Licenses and Services [Member]", "terseLabel": "Subscription" } } }, "localname": "CostofServicesLicensesandServicesMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "domainItemType" }, "okta_DebtInstrumentConvertibleCarryingAmountofEquityComponentNet": { "auth_ref": [], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Convertible, Carrying Amount of Equity Component, Net", "label": "Debt Instrument, Convertible, Carrying Amount of Equity Component, Net", "totalLabel": "Carrying amount of the equity component" } } }, "localname": "DebtInstrumentConvertibleCarryingAmountofEquityComponentNet", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "monetaryItemType" }, "okta_DebtInstrumentConvertibleEquityComponentUnamortizedDiscountIssuanceCosts": { "auth_ref": [], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails": { "order": 1.0, "parentTag": "okta_DebtInstrumentConvertibleCarryingAmountofEquityComponentNet", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Convertible, Equity Component, Unamortized Discount Issuance Costs", "label": "Debt Instrument, Convertible, Equity Component, Unamortized Discount Issuance Costs", "negatedLabel": "Less: issuance costs" } } }, "localname": "DebtInstrumentConvertibleEquityComponentUnamortizedDiscountIssuanceCosts", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "monetaryItemType" }, "okta_DebtInstrumentConvertibleLimitWithinThresholdOfConsecutiveTradingDays": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Convertible, Limit Within Threshold Of Consecutive Trading Days", "label": "Debt Instrument, Convertible, Limit Within Threshold Of Consecutive Trading Days", "terseLabel": "Limit within threshold of consecutive trading days" } } }, "localname": "DebtInstrumentConvertibleLimitWithinThresholdOfConsecutiveTradingDays", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "integerItemType" }, "okta_DebtInstrumentConvertiblePeriodAfterConsecutiveTradingDays": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Convertible, Period After Consecutive Trading Days", "label": "Debt Instrument, Convertible, Period After Consecutive Trading Days", "terseLabel": "Number of consecutive business days" } } }, "localname": "DebtInstrumentConvertiblePeriodAfterConsecutiveTradingDays", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "integerItemType" }, "okta_DebtInstrumentRedemptionSalesPriceasaPercentageofConversionPrice": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Debt Instrument, Redemption, Sales Price as a Percentage of Conversion Price", "label": "Debt Instrument, Redemption, Sales Price as a Percentage of Conversion Price", "terseLabel": "Sales price as a percentage of conversion price" } } }, "localname": "DebtInstrumentRedemptionSalesPriceasaPercentageofConversionPrice", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "percentItemType" }, "okta_DeferredRevenuePaymentTerms": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Deferred Revenue, Payment Terms", "label": "Deferred Revenue, Payment Terms", "terseLabel": "Payment terms for deferred revenue" } } }, "localname": "DeferredRevenuePaymentTerms", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "durationItemType" }, "okta_DeferredSalesCommissionsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Deferred Sales Commissions, Policy [Policy Text Block]", "label": "Deferred Sales Commissions, Policy [Policy Text Block]", "terseLabel": "Deferred Commissions" } } }, "localname": "DeferredSalesCommissionsPolicyPolicyTextBlock", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "okta_DeferredTaxAssetsCapitalizedResearchAndDevelopmentExpense": { "auth_ref": [], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 6.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred Tax Assets, Capitalized Research and Development Expense", "label": "Deferred Tax Assets, Capitalized Research and Development Expense", "terseLabel": "Capitalized research expenditures", "verboseLabel": "Deferred tax asset, capitalized research expenditures" } } }, "localname": "DeferredTaxAssetsCapitalizedResearchAndDevelopmentExpense", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails", "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "okta_DeferredTaxAssetsOperatingLeaseLiabilities": { "auth_ref": [], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 3.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Deferred Tax Assets, Operating Lease Liabilities", "label": "Deferred Tax Assets, Operating Lease Liabilities", "terseLabel": "Operating lease liabilities" } } }, "localname": "DeferredTaxAssetsOperatingLeaseLiabilities", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "okta_DeferredTaxLiabilityConvertibleDebt": { "auth_ref": [], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred Tax Liability, Convertible Debt", "label": "Deferred Tax Liability, Convertible Debt", "negatedTerseLabel": "Convertible debt" } } }, "localname": "DeferredTaxLiabilityConvertibleDebt", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "okta_DeferredTaxLiabilityOperatingLeaseRightOfUseAssets": { "auth_ref": [], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 4.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Deferred Tax Liability, Operating Lease Right-of-Use Assets", "label": "Deferred Tax Liability, Operating Lease Right-of-Use Assets", "negatedTerseLabel": "Operating lease right-of-use assets" } } }, "localname": "DeferredTaxLiabilityOperatingLeaseRightOfUseAssets", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "okta_DepreciationAmortizationandAccretionExcludingAmortizationofDeferredSalesCommissions": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Depreciation, Amortization and Accretion, Excluding Amortization of Deferred Sales Commissions", "label": "Depreciation, Amortization and Accretion, Excluding Amortization of Deferred Sales Commissions", "terseLabel": "Depreciation, amortization and accretion" } } }, "localname": "DepreciationAmortizationandAccretionExcludingAmortizationofDeferredSalesCommissions", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "okta_DerivativeInstrumentHedgeExercisedSharesReceivedOnTransaction": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Derivative Instrument, Hedge Exercised, Shares Received on Transaction", "label": "Derivative Instrument, Hedge Exercised, Shares Received on Transaction", "terseLabel": "Hedge exercised, number of shares received" } } }, "localname": "DerivativeInstrumentHedgeExercisedSharesReceivedOnTransaction", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "sharesItemType" }, "okta_DerivativeInstrumentHedgeExercisedUnderlyingDebtInstrumentAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Derivative Instrument, Hedge Exercised, Underlying Debt Instrument Amount", "label": "Derivative Instrument, Hedge Exercised, Underlying Debt Instrument Amount", "terseLabel": "Hedge exercised, underlying debt instrument amount" } } }, "localname": "DerivativeInstrumentHedgeExercisedUnderlyingDebtInstrumentAmount", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "okta_DerivativeInstrumentNumberOfSharesAvailableForPurchase": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Derivative Instrument, Number Of Shares Available For Purchase", "label": "Derivative Instrument, Number Of Shares Available For Purchase", "terseLabel": "Number of shares available for purchase" } } }, "localname": "DerivativeInstrumentNumberOfSharesAvailableForPurchase", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "sharesItemType" }, "okta_DerivativeLawsuitMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Derivative Lawsuit", "label": "Derivative Lawsuit [Member]", "terseLabel": "Derivative Lawsuit" } } }, "localname": "DerivativeLawsuitMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "domainItemType" }, "okta_EquityComponentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equity Component [Abstract]", "label": "Equity Component [Abstract]", "terseLabel": "Equity component:" } } }, "localname": "EquityComponentAbstract", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "stringItemType" }, "okta_IncreaseDecreaseInOperatingLeaseRightOfUseAssets": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 16.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Increase (Decrease) In Operating Lease, Right-Of-Use Assets", "label": "Increase (Decrease) In Operating Lease, Right-Of-Use Assets", "negatedTerseLabel": "Operating lease right-of-use assets" } } }, "localname": "IncreaseDecreaseInOperatingLeaseRightOfUseAssets", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "okta_InitialCapPriceperShareCappedCalls": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Initial Cap Price per Share, Capped Calls", "label": "Initial Cap Price per Share, Capped Calls", "terseLabel": "Initial cap price (in dollars per share)" } } }, "localname": "InitialCapPriceperShareCappedCalls", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "perShareItemType" }, "okta_InterestExpenseAndOtherNonoperatingIncomeExpense": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 2.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Interest Expense and Other Nonoperating (Income) Expense", "label": "Interest Expense and Other Nonoperating (Income) Expense", "negatedTotalLabel": "Interest and other, net" } } }, "localname": "InterestExpenseAndOtherNonoperatingIncomeExpense", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "okta_LeaseImpairmentCharges": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 20.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails": { "order": 2.0, "parentTag": "us-gaap_RestructuringSettlementAndImpairmentProvisions", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Lease Impairment Charges", "label": "Lease Impairment Charges", "terseLabel": "Lease impairment charges" } } }, "localname": "LeaseImpairmentCharges", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "monetaryItemType" }, "okta_LesseeOperatingLeaseLiabilityTenantImprovementAllowance": { "auth_ref": [], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails": { "order": 1.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Lessee, Operating Lease, Liability, Tenant Improvement Allowance", "label": "Lessee, Operating Lease, Liability, Tenant Improvement Allowance", "negatedTerseLabel": "Less tenant improvement allowances not yet incurred" } } }, "localname": "LesseeOperatingLeaseLiabilityTenantImprovementAllowance", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "okta_LesseeOperatingLeaseNumberOfRenewalOptions": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Lessee, Operating Lease, Number Of Renewal Options", "label": "Lessee, Operating Lease, Number Of Renewal Options", "terseLabel": "Number of renewal options" } } }, "localname": "LesseeOperatingLeaseNumberOfRenewalOptions", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "integerItemType" }, "okta_LiabilityComponentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Liability Component [Abstract]", "label": "Liability Component [Abstract]", "terseLabel": "Liability component:" } } }, "localname": "LiabilityComponentAbstract", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "stringItemType" }, "okta_MarketBasedRSUsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Market-Based RSUs", "label": "Market-Based RSUs [Member]", "terseLabel": "Market-Based RSUs", "verboseLabel": "Unvested market-based RSUs issued and outstanding" } } }, "localname": "MarketBasedRSUsMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "okta_PaymentforCappedCallConvertibleDebt": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Payment for Capped Call, Convertible Debt", "label": "Payment for Capped Call, Convertible Debt", "negatedTerseLabel": "Purchases of capped calls related to convertible senior notes" } } }, "localname": "PaymentforCappedCallConvertibleDebt", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "okta_PercentageOfClosingSalePriceInExcessOfConvertibleNotes": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Percentage Of Closing Sale Price In Excess Of Convertible Notes", "label": "Percentage Of Closing Sale Price In Excess Of Convertible Notes", "terseLabel": "Percentage of closing sale price in excess of convertible notes" } } }, "localname": "PercentageOfClosingSalePriceInExcessOfConvertibleNotes", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "percentItemType" }, "okta_ProceedsfromTerminationofNoteHedges": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Proceeds from Termination of Note Hedges", "label": "Proceeds from Termination of Note Hedges", "terseLabel": "Proceeds from hedges related to convertible senior notes" } } }, "localname": "ProceedsfromTerminationofNoteHedges", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "okta_RevenueFromContractWithCustomerContractDuration": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Revenue From Contract With Customer, Contract Duration", "label": "Revenue From Contract With Customer, Contract Duration", "terseLabel": "Contract duration" } } }, "localname": "RevenueFromContractWithCustomerContractDuration", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "durationItemType" }, "okta_SanFranciscoTenYearLeaseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "San Francisco - Ten Year Lease [Member]", "label": "San Francisco - Ten Year Lease [Member]", "terseLabel": "San Francisco - Ten Year Lease" } } }, "localname": "SanFranciscoTenYearLeaseMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "domainItemType" }, "okta_ScheduleOfCommonStockReservedForFutureIssuanceTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule Of Common Stock Reserved For Future Issuance [Table Text Block]", "label": "Schedule Of Common Stock Reserved For Future Issuance [Table Text Block]", "terseLabel": "Schedule of Common Stock Reserved for Future Issuance" } } }, "localname": "ScheduleOfCommonStockReservedForFutureIssuanceTableTextBlock", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityTables" ], "xbrltype": "textBlockItemType" }, "okta_ShareBasedCompensationArrangementByShareBasedPaymentAwardEarnRatePercentOfSharesGranted": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-based Compensation Arrangement by Share-based Payment Award, Earn Rate, Percent of Shares Granted", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Earn Rate, Percent of Shares Granted", "terseLabel": "Earn rate, percent of shares granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEarnRatePercentOfSharesGranted", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "percentItemType" }, "okta_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOutstandingNumber": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails": { "order": 1.0, "parentTag": "okta_CommonStockCapitalSharesReservedForFutureIssuanceAndShareBasedCompensationArrangementByShareBasedPaymentAwardOutstandingNumber", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments, Outstanding, Number", "label": "Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments, Outstanding, Number", "terseLabel": "Options and unvested RSUs outstanding (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOutstandingNumber", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails" ], "xbrltype": "sharesItemType" }, "okta_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfOfferingPeriods": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share Based Compensation Arrangement By Share Based Payment Award, Number Of Offering Periods", "label": "Share Based Compensation Arrangement By Share Based Payment Award, Number Of Offering Periods", "terseLabel": "Number of offering periods" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfOfferingPeriods", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "integerItemType" }, "okta_ShareBasedCompensationArrangementByShareBasedPaymentAwardOfferingPeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share Based Compensation Arrangement By Share Based Payment Award, Offering Period", "label": "Share Based Compensation Arrangement By Share Based Payment Award, Offering Period", "terseLabel": "ESPP offering period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOfferingPeriod", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "okta_ShareBasedCompensationArrangementByShareBasedPaymentAwardPurchasePeriod": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share Based Compensation Arrangement By Share Based Payment Award, Purchase Period", "label": "Share Based Compensation Arrangement By Share Based Payment Award, Purchase Period", "terseLabel": "ESPP length of purchase period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardPurchasePeriod", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "okta_SharebasedCompensationArrangementbySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantedinPeriodAggregateFairValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other Than Options, Granted in Period, Aggregate Fair Value", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other Than Options, Granted in Period, Aggregate Fair Value", "verboseLabel": "Shares issued fair value" } } }, "localname": "SharebasedCompensationArrangementbySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantedinPeriodAggregateFairValue", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "okta_SharebasedCompensationArrangementbySharebasedPaymentAwardNumberOfEquityIncentivePlans": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-based Compensation Arrangement by Share-based Payment Award, Number Of Equity Incentive Plans", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Number Of Equity Incentive Plans", "terseLabel": "Number of equity incentive plans" } } }, "localname": "SharebasedCompensationArrangementbySharebasedPaymentAwardNumberOfEquityIncentivePlans", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "integerItemType" }, "okta_SharesRelatedTo2026ConvertibleSeniorNotesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shares Related to 2026 Convertible Senior Notes", "label": "Shares Related to 2026 Convertible Senior Notes [Member]", "terseLabel": "Shares related to the 2026 Notes" } } }, "localname": "SharesRelatedTo2026ConvertibleSeniorNotesMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "okta_SharesRelatedto2025ConvertibleSeniorNotesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Shares Related to 2025 Convertible Senior Notes [Member]", "label": "Shares Related to 2025 Convertible Senior Notes [Member]", "terseLabel": "Shares related to the 2025 Notes" } } }, "localname": "SharesRelatedto2025ConvertibleSeniorNotesMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "okta_StockIssuedDuringPeriodSharesAcquisitionsSubjectToFutureVestingIssuedForfeited": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock Issued During Period, Shares, Acquisitions, Subject to Future Vesting, Issued (Forfeited)", "label": "Stock Issued During Period, Shares, Acquisitions, Subject to Future Vesting, Issued (Forfeited)", "terseLabel": "Issuance of common stock in connection with business combinations subject to future vesting (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesAcquisitionsSubjectToFutureVestingIssuedForfeited", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "okta_StockIssuedDuringPeriodSharesEarlyExtinguishmentOfConvertibleDebt": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock Issued During Period, Shares, Early Extinguishment of Convertible Debt", "label": "Stock Issued During Period, Shares, Early Extinguishment of Convertible Debt", "terseLabel": "Equity component of early extinguishment of convertible senior notes (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesEarlyExtinguishmentOfConvertibleDebt", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "okta_StockIssuedDuringPeriodSharesNewIssuesCharitableContribution": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock Issued During Period, Shares, New Issues, Charitable Contribution", "label": "Stock Issued During Period, Shares, New Issues, Charitable Contribution", "terseLabel": "Issuance of common stock pursuant to charitable donation (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesNewIssuesCharitableContribution", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "sharesItemType" }, "okta_StockIssuedDuringPeriodValueNewIssuesCharitableContribution": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock Issued During Period, Value, New Issues, Charitable Contribution", "label": "Stock Issued During Period, Value, New Issues, Charitable Contribution", "verboseLabel": "Issuance of common stock pursuant to charitable donation" } } }, "localname": "StockIssuedDuringPeriodValueNewIssuesCharitableContribution", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "okta_StockIssuedExecutiveBonusSettlement": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Stock Issued, Executive Bonus Settlement", "label": "Stock Issued, Executive Bonus Settlement", "terseLabel": "Issuance of common stock for bonus settlement" } } }, "localname": "StockIssuedExecutiveBonusSettlement", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "okta_StockIssuedRepurchaseofConvertibleDebt": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Stock Issued, Repurchase of Convertible Debt", "label": "Stock Issued, Repurchase of Convertible Debt", "terseLabel": "Issuance of common stock for repurchases and conversions of convertible senior notes" } } }, "localname": "StockIssuedRepurchaseofConvertibleDebt", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "okta_StockOptionsAndRestrictedStockUnitsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock Options And Restricted Stock Units [Member]", "label": "Stock Options And Restricted Stock Units [Member]", "terseLabel": "Options and unvested RSUs outstanding" } } }, "localname": "StockOptionsAndRestrictedStockUnitsMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails" ], "xbrltype": "domainItemType" }, "okta_StockRedeemedSharesExerciseOfHedgesRelatedToConvertibleSeniorNotes": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Stock Redeemed, Shares, Exercise of Hedges Related to Convertible Senior Notes", "label": "Stock Redeemed, Shares, Exercise of Hedges Related to Convertible Senior Notes", "negatedTerseLabel": "Proceeds from hedges related to convertible senior notes (in shares)" } } }, "localname": "StockRedeemedSharesExerciseOfHedgesRelatedToConvertibleSeniorNotes", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "okta_StockRedeemedValueExerciseOfHedgesRelatedToConvertibleSeniorNotes": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Stock Redeemed, Value, Exercise of Hedges Related to Convertible Senior Notes", "label": "Stock Redeemed, Value, Exercise of Hedges Related to Convertible Senior Notes", "terseLabel": "Benefit from exercise of hedges related to convertible senior notes" } } }, "localname": "StockRedeemedValueExerciseOfHedgesRelatedToConvertibleSeniorNotes", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "okta_TechnologyServicesCostsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Technology Services Costs [Member]", "label": "Technology Services Costs [Member]", "terseLabel": "Professional services and other" } } }, "localname": "TechnologyServicesCostsMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "domainItemType" }, "okta_TownsendStreetLabsIncAtSpokeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Townsend Street Labs, Inc. (\u201catSpoke\u201d)", "label": "Townsend Street Labs, Inc. (\u201catSpoke\u201d) [Member]", "terseLabel": "atSpoke" } } }, "localname": "TownsendStreetLabsIncAtSpokeMember", "nsuri": "http://www.okta.com/20230131", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_CumulativeEffectPeriodOfAdoptionAdjustedBalanceMember": { "auth_ref": [ "r813", "r835", "r837", "r849", "r898", "r899", "r900", "r908", "r909", "r912", "r913", "r914", "r922" ], "lang": { "en-us": { "role": { "label": "Cumulative Effect, Period of Adoption, Adjusted Balance [Member]", "terseLabel": "Adjusted balance" } } }, "localname": "CumulativeEffectPeriodOfAdoptionAdjustedBalanceMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "domainItemType" }, "srt_CumulativeEffectPeriodOfAdoptionAdjustmentMember": { "auth_ref": [ "r225", "r278", "r285", "r291", "r360", "r549", "r550", "r551", "r582", "r583", "r610", "r613", "r615", "r616", "r672" ], "lang": { "en-us": { "role": { "label": "Cumulative Effect, Period of Adoption, Adjustment [Member]", "terseLabel": "Adjustment" } } }, "localname": "CumulativeEffectPeriodOfAdoptionAdjustmentMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "domainItemType" }, "srt_CumulativeEffectPeriodOfAdoptionAxis": { "auth_ref": [ "r225", "r278", "r285", "r291", "r360", "r549", "r550", "r551", "r582", "r583", "r610", "r613", "r615", "r616", "r672" ], "lang": { "en-us": { "role": { "label": "Cumulative Effect, Period of Adoption [Axis]", "terseLabel": "Cumulative Effect, Period of Adoption [Axis]" } } }, "localname": "CumulativeEffectPeriodOfAdoptionAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "stringItemType" }, "srt_CumulativeEffectPeriodOfAdoptionDomain": { "auth_ref": [ "r225", "r278", "r285", "r291", "r360", "r549", "r550", "r551", "r582", "r583", "r610", "r613", "r615", "r616", "r672" ], "lang": { "en-us": { "role": { "label": "Cumulative Effect, Period of Adoption [Domain]", "terseLabel": "Cumulative Effect, Period of Adoption [Domain]" } } }, "localname": "CumulativeEffectPeriodOfAdoptionDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "domainItemType" }, "srt_MaximumMember": { "auth_ref": [ "r414", "r415", "r416", "r417", "r510", "r705", "r726", "r757", "r758", "r774", "r782", "r799", "r866", "r925", "r926", "r927", "r928", "r929", "r930" ], "lang": { "en-us": { "role": { "label": "Maximum [Member]", "terseLabel": "Maximum" } } }, "localname": "MaximumMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/LeasesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_MinimumMember": { "auth_ref": [ "r414", "r415", "r416", "r417", "r510", "r705", "r726", "r757", "r758", "r774", "r782", "r799", "r866", "r925", "r926", "r927", "r928", "r929", "r930" ], "lang": { "en-us": { "role": { "label": "Minimum [Member]", "terseLabel": "Minimum" } } }, "localname": "MinimumMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/LeasesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_ProductOrServiceAxis": { "auth_ref": [ "r333", "r707", "r775", "r797", "r861", "r862", "r868", "r933" ], "lang": { "en-us": { "role": { "label": "Product and Service [Axis]", "terseLabel": "Product and Service [Axis]" } } }, "localname": "ProductOrServiceAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "stringItemType" }, "srt_ProductsAndServicesDomain": { "auth_ref": [ "r333", "r707", "r775", "r797", "r861", "r862", "r868", "r933" ], "lang": { "en-us": { "role": { "label": "Product and Service [Domain]", "terseLabel": "Product and Service [Domain]" } } }, "localname": "ProductsAndServicesDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "domainItemType" }, "srt_RangeAxis": { "auth_ref": [ "r414", "r415", "r416", "r417", "r503", "r510", "r540", "r541", "r542", "r681", "r705", "r726", "r757", "r758", "r774", "r782", "r799", "r857", "r866", "r926", "r927", "r928", "r929", "r930" ], "lang": { "en-us": { "role": { "label": "Statistical Measurement [Axis]", "terseLabel": "Statistical Measurement [Axis]" } } }, "localname": "RangeAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/LeasesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "srt_RangeMember": { "auth_ref": [ "r414", "r415", "r416", "r417", "r503", "r510", "r540", "r541", "r542", "r681", "r705", "r726", "r757", "r758", "r774", "r782", "r799", "r857", "r866", "r926", "r927", "r928", "r929", "r930" ], "lang": { "en-us": { "role": { "label": "Statistical Measurement [Domain]", "terseLabel": "Statistical Measurement [Domain]" } } }, "localname": "RangeMember", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/LeasesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_SegmentGeographicalDomain": { "auth_ref": [ "r334", "r335", "r748", "r749", "r750", "r751", "r752", "r753", "r754", "r755", "r756", "r776", "r798", "r868" ], "lang": { "en-us": { "role": { "label": "Geographical [Domain]", "terseLabel": "Geographical [Domain]" } } }, "localname": "SegmentGeographicalDomain", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationDetails", "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "srt_StatementGeographicalAxis": { "auth_ref": [ "r334", "r335", "r742", "r748", "r749", "r750", "r751", "r752", "r753", "r754", "r755", "r756", "r776", "r798", "r868" ], "lang": { "en-us": { "role": { "label": "Geographical [Axis]", "terseLabel": "Geographical [Axis]" } } }, "localname": "StatementGeographicalAxis", "nsuri": "http://fasb.org/srt/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationDetails", "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AccountingPoliciesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Accounting Policies [Abstract]", "terseLabel": "Accounting Policies [Abstract]" } } }, "localname": "AccountingPoliciesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_AccountingStandardsUpdateExtensibleList": { "auth_ref": [ "r223", "r224", "r225", "r226", "r227", "r279", "r280", "r281", "r342", "r343", "r357", "r358", "r359", "r360", "r361", "r362", "r549", "r550", "r551", "r582", "r583", "r597", "r598", "r599", "r607", "r608", "r609", "r610", "r611", "r612", "r613", "r614", "r615", "r616", "r617", "r618", "r629", "r630", "r631", "r632", "r633", "r634", "r635", "r636", "r646", "r647", "r651", "r652", "r653", "r669", "r670", "r671", "r672", "r673", "r674", "r727", "r728", "r729", "r730", "r731", "r732", "r733", "r734", "r735", "r736", "r737", "r738", "r836" ], "lang": { "en-us": { "role": { "documentation": "Indicates amendment to accounting standards.", "label": "Accounting Standards Update [Extensible Enumeration]", "terseLabel": "Accounting Standards Update [Extensible Enumeration]" } } }, "localname": "AccountingStandardsUpdateExtensibleList", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "enumerationSetItemType" }, "us-gaap_AccountsPayableCurrent": { "auth_ref": [ "r14", "r796" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accounts Payable, Current", "terseLabel": "Accounts payable" } } }, "localname": "AccountsPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableNetCurrent": { "auth_ref": [ "r339", "r340" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 3.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable, after Allowance for Credit Loss, Current", "terseLabel": "Accounts receivable, net of allowances of $8 and $4" } } }, "localname": "AccountsReceivableNetCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedIncomeTaxesCurrent": { "auth_ref": [ "r2", "r194", "r213" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_OtherLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of the unpaid sum of the known and estimated amounts payable to satisfy all currently due domestic and foreign income tax obligations.", "label": "Accrued Income Taxes, Current", "terseLabel": "Accrued taxes payable" } } }, "localname": "AccruedIncomeTaxesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedLiabilitiesCurrent": { "auth_ref": [ "r16" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_OtherLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Liabilities, Current", "terseLabel": "Accrued expenses" } } }, "localname": "AccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment": { "auth_ref": [ "r102", "r233" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails": { "order": 2.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.", "label": "Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment", "negatedTerseLabel": "Less accumulated depreciation" } } }, "localname": "AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r28", "r29", "r30", "r241", "r721", "r734", "r738" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 4.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.", "label": "Accumulated Other Comprehensive Income (Loss), Net of Tax", "terseLabel": "Accumulated other comprehensive loss" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeMember": { "auth_ref": [ "r27", "r30", "r177", "r674", "r729", "r730", "r820", "r821", "r822", "r832", "r833", "r834" ], "lang": { "en-us": { "role": { "documentation": "Accumulated increase (decrease) in equity from transactions and other events and circumstances from non-owner sources, attributable to the parent. Excludes net income (loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners.", "label": "AOCI Attributable to Parent [Member]", "terseLabel": "Accumulated Other Comprehensive Income (Loss)" } } }, "localname": "AccumulatedOtherComprehensiveIncomeMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "domainItemType" }, "us-gaap_AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife": { "auth_ref": [ "r92" ], "lang": { "en-us": { "role": { "documentation": "Weighted average amortization period of finite-lived intangible assets acquired either individually or as part of a group of assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life", "terseLabel": "Weighted average useful life" } } }, "localname": "AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_AdditionalPaidInCapital": { "auth_ref": [ "r9", "r796" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 3.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of excess of issue price over par or stated value of stock and from other transaction involving stock or stockholder. Includes, but is not limited to, additional paid-in capital (APIC) for common and preferred stock.", "label": "Additional Paid in Capital", "terseLabel": "Additional paid-in capital" } } }, "localname": "AdditionalPaidInCapital", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdditionalPaidInCapitalMember": { "auth_ref": [ "r549", "r550", "r551", "r832", "r833", "r834", "r913" ], "lang": { "en-us": { "role": { "documentation": "Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders.", "label": "Additional Paid-in Capital [Member]", "terseLabel": "Additional Paid-in Capital" } } }, "localname": "AdditionalPaidInCapitalMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalEquityComponentOfConvertibleDebt": { "auth_ref": [ "r118" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Adjustment to additional paid in capital resulting from the recognition of convertible debt instruments as two separate components - a debt component and an equity component. This bifurcation may result in a basis difference associated with the liability component that represents a temporary difference for purposes of applying accounting for income taxes. The initial recognition of deferred taxes for the tax effect of that temporary difference is as an adjustment to additional paid in capital.", "label": "Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt", "terseLabel": "Equity component of convertible senior notes, net of issuance costs" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalEquityComponentOfConvertibleDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalEquityComponentOfConvertibleDebtSubsequentAdjustments": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of subsequent adjustments to additional paid in capital for convertible financial instruments where a component of equity and a component of debt are recognized.", "label": "Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt, Subsequent Adjustments", "negatedTerseLabel": "Equity component of early extinguishment and conversion of convertible senior notes" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalEquityComponentOfConvertibleDebtSubsequentAdjustments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue": { "auth_ref": [ "r146", "r147", "r512" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase to additional paid-in capital (APIC) for recognition of cost for award under share-based payment arrangement.", "label": "APIC, Share-Based Payment Arrangement, Increase for Cost Recognition", "terseLabel": "Stock-based compensation" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Adjustments to reconcile net loss to net cash provided by operating activities:" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_AdvertisingCostsPolicyTextBlock": { "auth_ref": [ "r554" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for advertising cost.", "label": "Advertising Cost [Policy Text Block]", "terseLabel": "Advertising Expenses" } } }, "localname": "AdvertisingCostsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_AdvertisingExpense": { "auth_ref": [ "r555" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount charged to advertising expense for the period, which are expenses incurred with the objective of increasing revenue for a specified brand, product or product line.", "label": "Advertising Expense", "terseLabel": "Advertising expenses" } } }, "localname": "AdvertisingExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllocatedShareBasedCompensationExpense": { "auth_ref": [ "r544" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expense for award under share-based payment arrangement. Excludes amount capitalized.", "label": "Share-Based Payment Arrangement, Expense", "terseLabel": "Stock-based compensation expense" } } }, "localname": "AllocatedShareBasedCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForDoubtfulAccountsReceivableCurrent": { "auth_ref": [ "r242", "r341", "r363" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of allowance for credit loss on accounts receivable, classified as current.", "label": "Accounts Receivable, Allowance for Credit Loss, Current", "terseLabel": "Allowance for accounts receivable" } } }, "localname": "AllowanceForDoubtfulAccountsReceivableCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfDebtDiscountPremium": { "auth_ref": [ "r42", "r56", "r186", "r449" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails": { "order": 3.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense.", "label": "Amortization of Debt Discount (Premium)", "terseLabel": "Amortization of debt discount" } } }, "localname": "AmortizationOfDebtDiscountPremium", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfDeferredSalesCommissions": { "auth_ref": [ "r39", "r56" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of expense recognized in the current period for the periodic realization of capitalized fees that were paid to salespeople, distributors, brokers, and agents at the time of the conclusion of the sale. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization of Deferred Sales Commissions", "terseLabel": "Amortization of deferred commissions" } } }, "localname": "AmortizationOfDeferredSalesCommissions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfFinancingCosts": { "auth_ref": [ "r36", "r449", "r649", "r826" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails": { "order": 2.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense attributable to debt issuance costs.", "label": "Amortization of Debt Issuance Costs", "terseLabel": "Amortization of debt issuance costs" } } }, "localname": "AmortizationOfFinancingCosts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfFinancingCostsAndDiscounts": { "auth_ref": [ "r449", "r649", "r772", "r773", "r826" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense attributable to debt discount (premium) and debt issuance costs.", "label": "Amortization of Debt Issuance Costs and Discounts", "terseLabel": "Amortization of debt discount and issuance costs" } } }, "localname": "AmortizationOfFinancingCostsAndDiscounts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfIntangibleAssets": { "auth_ref": [ "r56", "r90", "r97" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization of Intangible Assets", "terseLabel": "Amortization expense" } } }, "localname": "AmortizationOfIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount": { "auth_ref": [ "r300" ], "lang": { "en-us": { "role": { "documentation": "Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.", "label": "Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount", "terseLabel": "Antidilutive securities excluded from computation of earnings per share (in shares)" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis": { "auth_ref": [ "r68" ], "lang": { "en-us": { "role": { "documentation": "Information by type of antidilutive security.", "label": "Antidilutive Securities [Axis]", "terseLabel": "Antidilutive Securities [Axis]", "verboseLabel": "Antidilutive Securities Excluded Excluded from Computation Of Earnings Per Share [Axis]" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]", "terseLabel": "Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesNameDomain": { "auth_ref": [ "r68" ], "lang": { "en-us": { "role": { "documentation": "Incremental common shares attributable to securities that were not included in diluted earnings per share (EPS) because to do so would increase EPS amounts or decrease loss per share amounts for the period presented.", "label": "Antidilutive Securities, Name [Domain]", "terseLabel": "Antidilutive Securities, Name [Domain]" } } }, "localname": "AntidilutiveSecuritiesNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_Assets": { "auth_ref": [ "r192", "r212", "r237", "r270", "r320", "r324", "r329", "r356", "r418", "r419", "r420", "r421", "r422", "r423", "r424", "r425", "r426", "r601", "r603", "r628", "r796", "r864", "r865", "r923" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets", "totalLabel": "Total assets" } } }, "localname": "Assets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets [Abstract]", "terseLabel": "Assets" } } }, "localname": "AssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsCurrent": { "auth_ref": [ "r229", "r243", "r270", "r356", "r418", "r419", "r420", "r421", "r422", "r423", "r424", "r425", "r426", "r601", "r603", "r628", "r796", "r864", "r865", "r923" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 1.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets, Current", "totalLabel": "Total current assets" } } }, "localname": "AssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets, Current [Abstract]", "terseLabel": "Current assets:" } } }, "localname": "AssetsCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsFairValueDisclosure": { "auth_ref": [ "r181" ], "calculation": { "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets, Fair Value Disclosure", "totalLabel": "Total cash equivalents and short-term investments" } } }, "localname": "AssetsFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsFairValueDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Assets, Fair Value Disclosure [Abstract]", "terseLabel": "Assets:" } } }, "localname": "AssetsFairValueDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AvailableForSaleDebtSecuritiesAccumulatedGrossUnrealizedGainBeforeTax": { "auth_ref": [ "r82" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails": { "order": 3.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, before tax, of unrealized gain in accumulated other comprehensive income (AOCI) on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Gain, before Tax", "terseLabel": "Unrealized Gain" } } }, "localname": "AvailableForSaleDebtSecuritiesAccumulatedGrossUnrealizedGainBeforeTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AvailableForSaleDebtSecuritiesAccumulatedGrossUnrealizedLossBeforeTax": { "auth_ref": [ "r83" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails": { "order": 1.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before tax, of unrealized loss in accumulated other comprehensive income (AOCI) on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Loss, before Tax", "negatedTerseLabel": "Unrealized Loss" } } }, "localname": "AvailableForSaleDebtSecuritiesAccumulatedGrossUnrealizedLossBeforeTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AvailableForSaleSecuritiesContinuousUnrealizedLossPositionFairValueAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Debt Securities, Available-for-Sale, Unrealized Loss Position [Line Items]", "terseLabel": "Debt Securities, Available-for-sale, Unrealized Loss Position [Line Items]" } } }, "localname": "AvailableForSaleSecuritiesContinuousUnrealizedLossPositionFairValueAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AvailableForSaleSecuritiesDebtMaturitiesAfterOneThroughFiveYearsAmortizedCost": { "auth_ref": [ "r86" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails": { "order": 1.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amortized cost of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), with single maturity date and allocated without single maturity date, maturing in second through fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Debt Securities, Available-for-Sale, Amortized Cost, Maturity, Allocated and Single Maturity Date, after Year One Through Five", "terseLabel": "Due between one to five years" } } }, "localname": "AvailableForSaleSecuritiesDebtMaturitiesAfterOneThroughFiveYearsAmortizedCost", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AvailableForSaleSecuritiesDebtMaturitiesAfterOneThroughFiveYearsFairValue": { "auth_ref": [ "r84", "r346", "r719" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails": { "order": 1.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleExcludingAccruedInterest", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), with single maturity date and allocated without single maturity date, maturing in second through fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Debt Securities, Available-for-Sale, Fair Value, Maturity, Allocated and Single Maturity Date, after Year One Through Five", "terseLabel": "Due between one to five years" } } }, "localname": "AvailableForSaleSecuritiesDebtMaturitiesAfterOneThroughFiveYearsFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AvailableForSaleSecuritiesDebtMaturitiesAmortizedCostAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Debt Securities, Available-for-Sale, Amortized Cost, Fiscal Year Maturity [Abstract]", "terseLabel": "Amortized Cost" } } }, "localname": "AvailableForSaleSecuritiesDebtMaturitiesAmortizedCostAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AvailableForSaleSecuritiesDebtMaturitiesFairValueAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Debt Securities, Available-for-Sale, Fair Value, Fiscal Year Maturity [Abstract]", "terseLabel": "Estimated Fair Value" } } }, "localname": "AvailableForSaleSecuritiesDebtMaturitiesFairValueAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AvailableForSaleSecuritiesDebtMaturitiesWithinOneYearAmortizedCost": { "auth_ref": [ "r85" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails": { "order": 2.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amortized cost of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), with single maturity date and allocated without single maturity date, maturing in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Debt Securities, Available-for-Sale, Amortized Cost, Maturity, Allocated and Single Maturity Date, Year One", "terseLabel": "Due within one year" } } }, "localname": "AvailableForSaleSecuritiesDebtMaturitiesWithinOneYearAmortizedCost", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AvailableForSaleSecuritiesDebtMaturitiesWithinOneYearFairValue": { "auth_ref": [ "r84", "r345", "r718" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails": { "order": 2.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleExcludingAccruedInterest", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), with single maturity date and allocated without single maturity date, maturing in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Debt Securities, Available-for-Sale, Fair Value, Maturity, Allocated and Single Maturity Date, Year One", "terseLabel": "Due within one year" } } }, "localname": "AvailableForSaleSecuritiesDebtMaturitiesWithinOneYearFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AwardTypeAxis": { "auth_ref": [ "r515", "r516", "r517", "r519", "r520", "r521", "r522", "r523", "r524", "r525", "r526", "r527", "r528", "r529", "r530", "r531", "r532", "r533", "r534", "r535", "r536", "r539", "r540", "r541", "r542", "r543" ], "lang": { "en-us": { "role": { "documentation": "Information by type of award under share-based payment arrangement.", "label": "Award Type [Axis]", "terseLabel": "Award Type [Axis]" } } }, "localname": "AwardTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BalanceSheetLocationAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by location on balance sheet (statement of financial position).", "label": "Balance Sheet Location [Axis]", "terseLabel": "Balance Sheet Location [Axis]" } } }, "localname": "BalanceSheetLocationAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BalanceSheetLocationDomain": { "auth_ref": [ "r179", "r180" ], "lang": { "en-us": { "role": { "documentation": "Location in the balance sheet (statement of financial position).", "label": "Balance Sheet Location [Domain]", "terseLabel": "Balance Sheet Location [Domain]" } } }, "localname": "BalanceSheetLocationDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BasisOfAccountingPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for basis of accounting, or basis of presentation, used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS).", "label": "Basis of Accounting, Policy [Policy Text Block]", "terseLabel": "Basis of Presentation" } } }, "localname": "BasisOfAccountingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessAcquisitionAcquireeDomain": { "auth_ref": [ "r595", "r780", "r781" ], "lang": { "en-us": { "role": { "documentation": "Identification of the acquiree in a material business combination (or series of individually immaterial business combinations), which may include the name or other type of identification of the acquiree.", "label": "Business Acquisition, Acquiree [Domain]", "terseLabel": "Business Acquisition, Acquiree [Domain]" } } }, "localname": "BusinessAcquisitionAcquireeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAxis": { "auth_ref": [ "r161", "r162", "r595", "r780", "r781" ], "lang": { "en-us": { "role": { "documentation": "Information by business combination or series of individually immaterial business combinations.", "label": "Business Acquisition [Axis]", "terseLabel": "Business Acquisition [Axis]" } } }, "localname": "BusinessAcquisitionAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued": { "auth_ref": [ "r170" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of equity interests issued or issuable to acquire entity.", "label": "Business Acquisition, Equity Interest Issued or Issuable, Number of Shares", "terseLabel": "Equity consideration (in shares)" } } }, "localname": "BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_BusinessAcquisitionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Acquisition [Line Items]", "terseLabel": "Business Acquisition [Line Items]" } } }, "localname": "BusinessAcquisitionLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationAcquisitionRelatedCosts": { "auth_ref": [ "r160" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "This element represents acquisition-related costs incurred to effect a business combination which costs have been expensed during the period. Such costs include finder's fees; advisory, legal, accounting, valuation, and other professional or consulting fees; general administrative costs, including the costs of maintaining an internal acquisitions department; and may include costs of registering and issuing debt and equity securities.", "label": "Business Combination, Acquisition Related Costs", "terseLabel": "Acquisition related costs" } } }, "localname": "BusinessCombinationAcquisitionRelatedCosts", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationAndAssetAcquisitionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Business Combination and Asset Acquisition [Abstract]" } } }, "localname": "BusinessCombinationAndAssetAcquisitionAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationConsiderationTransferred1": { "auth_ref": [ "r167", "r168", "r169" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of consideration transferred, consisting of acquisition-date fair value of assets transferred by the acquirer, liabilities incurred by the acquirer, and equity interest issued by the acquirer.", "label": "Business Combination, Consideration Transferred", "terseLabel": "Aggregate consideration" } } }, "localname": "BusinessCombinationConsiderationTransferred1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable": { "auth_ref": [ "r167", "r168" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of equity interests of the acquirer, including instruments or interests issued or issuable in consideration for the business combination.", "label": "Business Combination, Consideration Transferred, Equity Interests Issued and Issuable", "terseLabel": "Issuance of common stock and value of equity awards assumed in connection with business combination" } } }, "localname": "BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationDisclosureTextBlock": { "auth_ref": [ "r171", "r596" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).", "label": "Business Combination Disclosure [Text Block]", "terseLabel": "Business Combinations" } } }, "localname": "BusinessCombinationDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinations" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessCombinationsPolicy": { "auth_ref": [ "r159" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for completed business combinations (purchase method, acquisition method or combination of entities under common control). This accounting policy may include a general discussion of the purchase method or acquisition method of accounting (including for example, the treatment accorded contingent consideration, the identification of assets and liabilities, the purchase price allocation process, how the fair values of acquired assets and liabilities are determined) and the entity's specific application thereof. An entity that acquires another entity in a leveraged buyout transaction generally discloses the accounting policy followed by the acquiring entity in determining the basis used to value its interest in the acquired entity, and the rationale for that accounting policy.", "label": "Business Combinations Policy [Policy Text Block]", "terseLabel": "Business Combinations" } } }, "localname": "BusinessCombinationsPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CapitalizedContractCostAmortization": { "auth_ref": [ "r378" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization expense for asset recognized from cost incurred to obtain or fulfill contract with customer.", "label": "Capitalized Contract Cost, Amortization", "terseLabel": "Amortization of contract costs" } } }, "localname": "CapitalizedContractCostAmortization", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostAmortizationPeriod": { "auth_ref": [ "r852" ], "lang": { "en-us": { "role": { "documentation": "Amortization period of cost capitalized in obtaining or fulfilling contract with customer, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Capitalized Contract Cost, Amortization Period", "terseLabel": "Amortization period for capitalized contract costs" } } }, "localname": "CapitalizedContractCostAmortizationPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_CapitalizedContractCostNetCurrent": { "auth_ref": [ "r377" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 4.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization and accumulated impairment loss, of asset recognized from cost incurred to obtain or fulfill contract with customer; classified as current.", "label": "Capitalized Contract Cost, Net, Current", "terseLabel": "Deferred commissions" } } }, "localname": "CapitalizedContractCostNetCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostNetNoncurrent": { "auth_ref": [ "r377" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 3.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after accumulated amortization and accumulated impairment loss, of asset recognized from cost incurred to obtain or fulfill contract with customer; classified as noncurrent.", "label": "Capitalized Contract Cost, Net, Noncurrent", "terseLabel": "Deferred commissions, noncurrent" } } }, "localname": "CapitalizedContractCostNetNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CarryingReportedAmountFairValueDisclosureMember": { "auth_ref": [ "r183", "r184" ], "lang": { "en-us": { "role": { "documentation": "Measured as reported on the statement of financial position (balance sheet).", "label": "Reported Value Measurement [Member]", "terseLabel": "Net Carrying Amount" } } }, "localname": "CarryingReportedAmountFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CashAndCashEquivalentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cash and Cash Equivalents [Abstract]" } } }, "localname": "CashAndCashEquivalentsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r58", "r231", "r760" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 1.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 }, "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 1.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash and Cash Equivalents, at Carrying Value", "terseLabel": "Cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsAxis": { "auth_ref": [ "r231" ], "lang": { "en-us": { "role": { "documentation": "Information by type of cash and cash equivalent balance.", "label": "Cash and Cash Equivalents [Axis]", "terseLabel": "Cash and Cash Equivalents [Axis]" } } }, "localname": "CashAndCashEquivalentsAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsFairValueDisclosure": { "auth_ref": [], "calculation": { "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails": { "order": 1.0, "parentTag": "us-gaap_AssetsFairValueDisclosure", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash and Cash Equivalents, Fair Value Disclosure", "verboseLabel": "Total cash equivalents" } } }, "localname": "CashAndCashEquivalentsFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Cash and Cash Equivalents [Line Items]", "terseLabel": "Cash and Cash Equivalents [Line Items]" } } }, "localname": "CashAndCashEquivalentsLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash and Cash Equivalents [Member]", "terseLabel": "Cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy": { "auth_ref": [ "r59", "r191" ], "lang": { "en-us": { "role": { "documentation": "Entity's cash and cash equivalents accounting policy with respect to restricted balances. Restrictions may include legally restricted deposits held as compensating balances against short-term borrowing arrangements, contracts entered into with others, or company statements of intention with regard to particular deposits; however, time deposits and short-term certificates of deposit are not generally included in legally restricted deposits.", "label": "Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]", "terseLabel": "Cash, Cash Equivalents and Restricted Cash" } } }, "localname": "CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashCashEquivalentsAndShortTermInvestmentsTextBlock": { "auth_ref": [ "r87" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of the components of cash, cash equivalents, and short-term investments. Short-term investments may include current marketable securities.", "label": "Cash, Cash Equivalents, and Short-Term Investments [Text Block]", "terseLabel": "Cash Equivalents and Investments" } } }, "localname": "CashCashEquivalentsAndShortTermInvestmentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestments" ], "xbrltype": "textBlockItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents": { "auth_ref": [ "r52", "r58", "r64" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage. Excludes amount for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents", "periodEndLabel": "Cash, cash equivalents and restricted cash at end of year", "periodStartLabel": "Cash, cash equivalents and restricted cash at beginning of year", "totalLabel": "Total cash, cash equivalents and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]", "terseLabel": "Reconciliation of cash, cash equivalents, and restricted cash within the consolidated balance sheets to the amounts shown in the statements of cash flows above:" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect": { "auth_ref": [ "r52", "r185" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in cash, cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; including effect from exchange rate change. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect", "totalLabel": "Net decrease in cash, cash equivalents and restricted cash" } } }, "localname": "CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashFlowNoncashInvestingAndFinancingActivitiesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]", "terseLabel": "Non-cash investing and financing activities:" } } }, "localname": "CashFlowNoncashInvestingAndFinancingActivitiesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_ClassOfStockDomain": { "auth_ref": [ "r238", "r239", "r240", "r270", "r294", "r295", "r297", "r299", "r306", "r307", "r356", "r418", "r420", "r421", "r422", "r425", "r426", "r459", "r460", "r463", "r467", "r474", "r628", "r759", "r812", "r828", "r838" ], "lang": { "en-us": { "role": { "documentation": "Share of stock differentiated by the voting rights the holder receives. Examples include, but are not limited to, common stock, redeemable preferred stock, nonredeemable preferred stock, and convertible stock.", "label": "Class of Stock [Domain]", "terseLabel": "Class of Stock [Domain]" } } }, "localname": "ClassOfStockDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/Cover", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ClassOfStockLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Class of Stock [Line Items]", "terseLabel": "Class of Stock [Line Items]" } } }, "localname": "ClassOfStockLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1": { "auth_ref": [ "r475" ], "lang": { "en-us": { "role": { "documentation": "Exercise price per share or per unit of warrants or rights outstanding.", "label": "Class of Warrant or Right, Exercise Price of Warrants or Rights", "terseLabel": "Per share value, shares issuable under warrants granted (in dollars per share)", "verboseLabel": "Class of warrant or right, conversion price (in dollars per share)" } } }, "localname": "ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/NetLossPerShareNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ClassOfWarrantOrRightOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of warrants or rights outstanding.", "label": "Class of Warrant or Right, Outstanding", "terseLabel": "Number of warrants outstanding (in shares)" } } }, "localname": "ClassOfWarrantOrRightOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommitmentsAndContingencies": { "auth_ref": [ "r22", "r201", "r219" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.", "label": "Commitments and Contingencies", "terseLabel": "Commitments and contingencies (Note 11)" } } }, "localname": "CommitmentsAndContingencies", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Commitments and Contingencies Disclosure [Abstract]", "terseLabel": "Commitments and Contingencies Disclosure [Abstract]" } } }, "localname": "CommitmentsAndContingenciesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureTextBlock": { "auth_ref": [ "r112", "r411", "r412", "r744", "r863" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for commitments and contingencies.", "label": "Commitments and Contingencies Disclosure [Text Block]", "terseLabel": "Commitments and Contingencies" } } }, "localname": "CommitmentsAndContingenciesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingencies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommitmentsAndContingenciesPolicyTextBlock": { "auth_ref": [ "r115", "r745" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for commitments and contingencies, which may include policies for recognizing and measuring loss and gain contingencies.", "label": "Commitments and Contingencies, Policy [Policy Text Block]", "terseLabel": "Loss Contingencies" } } }, "localname": "CommitmentsAndContingenciesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommonClassAMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Classification of common stock representing ownership interest in a corporation.", "label": "Common Class A [Member]", "terseLabel": "Class A Common Stock", "verboseLabel": "Class A Common Stock" } } }, "localname": "CommonClassAMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/Cover", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CommonClassBMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Classification of common stock that has different rights than Common Class A, representing ownership interest in a corporation.", "label": "Common Class B [Member]", "terseLabel": "Class B Common Stock" } } }, "localname": "CommonClassBMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "http://www.okta.com/role/Cover", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockCapitalSharesReservedForFutureIssuance": { "auth_ref": [ "r23" ], "calculation": { "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails": { "order": 2.0, "parentTag": "okta_CommonStockCapitalSharesReservedForFutureIssuanceAndShareBasedCompensationArrangementByShareBasedPaymentAwardOutstandingNumber", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Aggregate number of common shares reserved for future issuance.", "label": "Common Stock, Capital Shares Reserved for Future Issuance", "terseLabel": "Common stock, reserved for future issuance (in shares)" } } }, "localname": "CommonStockCapitalSharesReservedForFutureIssuance", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockMember": { "auth_ref": [ "r832", "r833", "r913" ], "lang": { "en-us": { "role": { "documentation": "Stock that is subordinate to all other stock of the issuer.", "label": "Common Stock [Member]", "terseLabel": "Common Stock" } } }, "localname": "CommonStockMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockParOrStatedValuePerShare": { "auth_ref": [ "r8" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of common stock.", "label": "Common Stock, Par or Stated Value Per Share", "terseLabel": "Common stock, par value (in dollars per share)" } } }, "localname": "CommonStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_CommonStockSharesAuthorized": { "auth_ref": [ "r8" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of common shares permitted to be issued by an entity's charter and bylaws.", "label": "Common Stock, Shares Authorized", "terseLabel": "Common stock, authorized (in shares)" } } }, "localname": "CommonStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesIssued": { "auth_ref": [ "r8" ], "lang": { "en-us": { "role": { "documentation": "Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.", "label": "Common Stock, Shares, Issued", "terseLabel": "Common stock, issued (in shares)" } } }, "localname": "CommonStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesOutstanding": { "auth_ref": [ "r8", "r127" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation.", "label": "Common Stock, Shares, Outstanding", "terseLabel": "Common stock, outstanding (in shares)" } } }, "localname": "CommonStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockValue": { "auth_ref": [ "r8", "r796" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 2.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Common Stock, Value, Issued", "terseLabel": "Common stock" } } }, "localname": "CommonStockValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComponentsOfIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Components of Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Components of Income Tax Expense (Benefit), Continuing Operations [Abstract]" } } }, "localname": "ComponentsOfIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ComprehensiveIncomeNetOfTax": { "auth_ref": [ "r31", "r249", "r251", "r258", "r715", "r723" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.", "label": "Comprehensive Income (Loss), Net of Tax, Attributable to Parent", "totalLabel": "Comprehensive loss" } } }, "localname": "ComprehensiveIncomeNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComputerEquipmentMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Long lived, depreciable assets that are used in the creation, maintenance and utilization of information systems.", "label": "Computer Equipment [Member]", "terseLabel": "Computers and equipment" } } }, "localname": "ComputerEquipmentMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ComputerSoftwareIntangibleAssetMember": { "auth_ref": [ "r786", "r855", "r856" ], "lang": { "en-us": { "role": { "documentation": "Collection of computer programs and related data that provide instructions to a computer, for example, but not limited to, application program, control module or operating system, that perform one or more particular functions or tasks.", "label": "Computer Software, Intangible Asset [Member]", "terseLabel": "Capitalized internal-use software costs" } } }, "localname": "ComputerSoftwareIntangibleAssetMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConcentrationRiskCreditRisk": { "auth_ref": [ "r208", "r310" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for credit risk.", "label": "Concentration Risk, Credit Risk, Policy [Policy Text Block]", "terseLabel": "Concentrations of Risk" } } }, "localname": "ConcentrationRiskCreditRisk", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConsolidationPolicyTextBlock": { "auth_ref": [ "r175", "r761" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.", "label": "Consolidation, Policy [Policy Text Block]", "terseLabel": "Principles of Consolidation" } } }, "localname": "ConsolidationPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContractWithCustomerLiabilityCurrent": { "auth_ref": [ "r477", "r478", "r499" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 5.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as current.", "label": "Contract with Customer, Liability, Current", "terseLabel": "Deferred revenue" } } }, "localname": "ContractWithCustomerLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityNoncurrent": { "auth_ref": [ "r477", "r478", "r499" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 4.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of obligation to transfer good or service to customer for which consideration has been received or is receivable, classified as noncurrent.", "label": "Contract with Customer, Liability, Noncurrent", "terseLabel": "Deferred revenue, noncurrent" } } }, "localname": "ContractWithCustomerLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerLiabilityRevenueRecognized": { "auth_ref": [ "r500" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of revenue recognized that was previously included in balance of obligation to transfer good or service to customer for which consideration from customer has been received or is due.", "label": "Contract with Customer, Liability, Revenue Recognized", "terseLabel": "Revenue recognized that was included in the contract liability balance" } } }, "localname": "ContractWithCustomerLiabilityRevenueRecognized", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContributionOfNonmonetaryAssetsToCharitableOrganizationMember": { "auth_ref": [ "r792", "r921" ], "lang": { "en-us": { "role": { "documentation": "Contribution of nonmonetary assets by an enterprise to a charitable organization.", "label": "Contribution of Nonmonetary Assets to Charitable Organization [Member]", "terseLabel": "Contribution of nonmonetary assets to charitable organization" } } }, "localname": "ContributionOfNonmonetaryAssetsToCharitableOrganizationMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConversionOfStockByUniqueDescriptionAxis": { "auth_ref": [ "r61", "r62", "r63" ], "lang": { "en-us": { "role": { "documentation": "Information by description of stock conversions.", "label": "Stock Conversion Description [Axis]", "terseLabel": "Stock Conversion Description [Axis]" } } }, "localname": "ConversionOfStockByUniqueDescriptionAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "stringItemType" }, "us-gaap_ConversionOfStockNameDomain": { "auth_ref": [ "r61", "r62", "r63" ], "lang": { "en-us": { "role": { "documentation": "The unique name of a noncash or part noncash stock conversion.", "label": "Conversion of Stock, Name [Domain]", "terseLabel": "Conversion of Stock, Name [Domain]" } } }, "localname": "ConversionOfStockNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertibleDebtCurrent": { "auth_ref": [ "r1" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 4.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of the carrying value of long-term convertible debt as of the balance sheet date that is scheduled to be repaid within one year or in the normal operating cycle if longer. Convertible debt is a financial instrument which can be exchanged for a specified amount of another security, typically the entity's common stock, at the option of the issuer or the holder.", "label": "Convertible Debt, Current", "terseLabel": "Convertible senior notes, net" } } }, "localname": "ConvertibleDebtCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertibleDebtNoncurrent": { "auth_ref": [ "r20" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 5.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount of long-term convertible debt as of the balance sheet date, net of the amount due in the next twelve months or greater than the normal operating cycle, if longer. The debt is convertible into another form of financial instrument, typically the entity's common stock.", "label": "Convertible Debt, Noncurrent", "terseLabel": "Convertible senior notes, net, noncurrent" } } }, "localname": "ConvertibleDebtNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertibleDebtSecuritiesMember": { "auth_ref": [ "r870" ], "lang": { "en-us": { "role": { "documentation": "Debt securities that can be exchanged for equity of the debt issuer at the option of the issuer or the holder.", "label": "Convertible Debt Securities [Member]", "terseLabel": "Convertible debt securities", "verboseLabel": "Shares related to the 2023 Notes" } } }, "localname": "ConvertibleDebtSecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertibleDebtTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of convertible debt instrument. Includes, but is not limited to, principal amount and amortized premium or discount.", "label": "Convertible Debt [Table Text Block]", "terseLabel": "Schedule of Convertible Debt" } } }, "localname": "ConvertibleDebtTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_CorporateDebtSecuritiesMember": { "auth_ref": [ "r777", "r779", "r934" ], "lang": { "en-us": { "role": { "documentation": "Debt securities issued by domestic or foreign corporate business, banks and other entities with a promise of repayment.", "label": "Corporate Debt Securities [Member]", "terseLabel": "Corporate debt securities", "verboseLabel": "Corporate debt securities" } } }, "localname": "CorporateDebtSecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CostOfGoodsAndServicesSold": { "auth_ref": [ "r38", "r707" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 2.0, "parentTag": "us-gaap_GrossProfit", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities.", "label": "Cost of Goods and Services Sold", "terseLabel": "Total cost of revenue" } } }, "localname": "CostOfGoodsAndServicesSold", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfGoodsAndServicesSoldAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Cost of Goods and Services Sold [Abstract]", "terseLabel": "Cost of revenue" } } }, "localname": "CostOfGoodsAndServicesSoldAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "stringItemType" }, "us-gaap_CostsAssociatedWithExitOrDisposalActivitiesOrRestructuringsPolicyTextBlock": { "auth_ref": [ "r107", "r108", "r111" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for recognizing and reporting costs associated with exiting, disposing of, and restructuring certain operations.", "label": "Costs Associated with Exit or Disposal Activities or Restructurings, Policy [Policy Text Block]", "terseLabel": "Restructuring and Other Charges" } } }, "localname": "CostsAssociatedWithExitOrDisposalActivitiesOrRestructuringsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CreditFacilityAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of credit facility. Credit facilities provide capital to borrowers without the need to structure a loan for each borrowing.", "label": "Credit Facility [Axis]", "terseLabel": "Credit Facility [Axis]" } } }, "localname": "CreditFacilityAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CreditFacilityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Type of credit facility. Credit facilities provide capital to borrowers without the need to structure a loan for each borrowing.", "label": "Credit Facility [Domain]", "terseLabel": "Credit Facility [Domain]" } } }, "localname": "CreditFacilityDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_CurrentFederalTaxExpenseBenefit": { "auth_ref": [ "r831", "r906", "r910" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 1.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current federal tax expense (benefit) attributable to income (loss) from continuing operations. Includes, but is not limited to, current national tax expense (benefit) for non-US (United States of America) jurisdiction.", "label": "Current Federal Tax Expense (Benefit)", "terseLabel": "Federal" } } }, "localname": "CurrentFederalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentForeignTaxExpenseBenefit": { "auth_ref": [ "r831", "r906" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 3.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current foreign income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current Foreign Tax Expense (Benefit)", "terseLabel": "Foreign" } } }, "localname": "CurrentForeignTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefit": { "auth_ref": [ "r158", "r577", "r587", "r831" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 1.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) pertaining to taxable income (loss) from continuing operations.", "label": "Current Income Tax Expense (Benefit)", "totalLabel": "Total current provision for income taxes" } } }, "localname": "CurrentIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Current Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Current:" } } }, "localname": "CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CurrentStateAndLocalTaxExpenseBenefit": { "auth_ref": [ "r831", "r906", "r910" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 2.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current state and local tax expense (benefit) attributable to income (loss) from continuing operations. Includes, but is not limited to, current regional, territorial, and provincial tax expense (benefit) for non-US (United States of America) jurisdiction.", "label": "Current State and Local Tax Expense (Benefit)", "terseLabel": "State" } } }, "localname": "CurrentStateAndLocalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CustomerRelationshipsMember": { "auth_ref": [ "r164" ], "lang": { "en-us": { "role": { "documentation": "Customer relationship that exists between an entity and its customer, for example, but not limited to, tenant relationships.", "label": "Customer Relationships [Member]", "terseLabel": "Customer relationships" } } }, "localname": "CustomerRelationshipsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtConversionConvertedInstrumentSharesIssued1": { "auth_ref": [ "r61", "r63" ], "lang": { "en-us": { "role": { "documentation": "The number of shares issued in exchange for the original debt being converted in a noncash (or part noncash) transaction. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or payments in the period.", "label": "Debt Conversion, Converted Instrument, Shares Issued", "terseLabel": "Shares issued to settle debt" } } }, "localname": "DebtConversionConvertedInstrumentSharesIssued1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_DebtConversionOriginalDebtAmount1": { "auth_ref": [ "r61", "r63" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of the original debt being converted in a noncash (or part noncash) transaction. \"Part noncash\" refers to that portion of the transaction not resulting in cash receipts or cash payments in the period.", "label": "Debt Conversion, Original Debt, Amount", "terseLabel": "Debt conversion, original debt amount" } } }, "localname": "DebtConversionOriginalDebtAmount1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Debt Disclosure [Abstract]", "terseLabel": "Debt Disclosure [Abstract]" } } }, "localname": "DebtDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_DebtDisclosureTextBlock": { "auth_ref": [ "r123", "r268", "r432", "r433", "r434", "r435", "r436", "r437", "r438", "r443", "r450", "r451", "r453" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.", "label": "Debt Disclosure [Text Block]", "terseLabel": "Convertible Senior Notes, Net" } } }, "localname": "DebtDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNet" ], "xbrltype": "textBlockItemType" }, "us-gaap_DebtInstrumentAxis": { "auth_ref": [ "r1", "r2", "r3", "r193", "r197", "r210", "r274", "r427", "r428", "r429", "r430", "r431", "r433", "r439", "r440", "r441", "r442", "r444", "r445", "r446", "r447", "r448", "r449", "r650", "r769", "r770", "r771", "r772", "r773", "r829" ], "lang": { "en-us": { "role": { "documentation": "Information by type of debt instrument, including, but not limited to, draws against credit facilities.", "label": "Debt Instrument [Axis]", "terseLabel": "Debt Instrument [Axis]" } } }, "localname": "DebtInstrumentAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails", "http://www.okta.com/role/NetLossPerShareNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentCarryingAmount": { "auth_ref": [ "r3", "r197", "r210", "r454" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails": { "order": 1.0, "parentTag": "us-gaap_LongTermDebt", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, before unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but is not limited to, notes payable, bonds payable, commercial loans, mortgage loans, convertible debt, subordinated debt and other types of debt.", "label": "Long-Term Debt, Gross", "verboseLabel": "Principal" } } }, "localname": "DebtInstrumentCarryingAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentConvertibleCarryingAmountOfTheEquityComponent": { "auth_ref": [ "r119" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails": { "order": 2.0, "parentTag": "okta_DebtInstrumentConvertibleCarryingAmountofEquityComponentNet", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The carrying amount of the equity component of convertible debt which may be settled in cash upon conversion.", "label": "Debt Instrument, Convertible, Carrying Amount of Equity Component", "terseLabel": "Notes" } } }, "localname": "DebtInstrumentConvertibleCarryingAmountOfTheEquityComponent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentConvertibleConversionPrice1": { "auth_ref": [ "r120", "r429" ], "lang": { "en-us": { "role": { "documentation": "The price per share of the conversion feature embedded in the debt instrument.", "label": "Debt Instrument, Convertible, Conversion Price", "terseLabel": "Conversion price (in dollars per share)" } } }, "localname": "DebtInstrumentConvertibleConversionPrice1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_DebtInstrumentConvertibleConversionRatio1": { "auth_ref": [ "r19", "r128", "r131", "r133", "r429" ], "lang": { "en-us": { "role": { "documentation": "Ratio applied to the conversion of debt instrument into equity with equity shares divided by debt principal amount.", "label": "Debt Instrument, Convertible, Conversion Ratio", "terseLabel": "Initial conversion rate of common stock" } } }, "localname": "DebtInstrumentConvertibleConversionRatio1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "pureItemType" }, "us-gaap_DebtInstrumentConvertibleThresholdConsecutiveTradingDays1": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Threshold period of specified consecutive trading days within which common stock price to conversion price of convertible debt instrument must exceed threshold percentage for specified number of trading days to trigger conversion feature.", "label": "Debt Instrument, Convertible, Threshold Consecutive Trading Days", "terseLabel": "Limitation on sale of common stock, sale price threshold, trading period" } } }, "localname": "DebtInstrumentConvertibleThresholdConsecutiveTradingDays1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "integerItemType" }, "us-gaap_DebtInstrumentConvertibleThresholdTradingDays": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Threshold number of specified trading days that common stock price to conversion price of convertible debt instruments must exceed threshold percentage within a specified consecutive trading period to trigger conversion feature.", "label": "Debt Instrument, Convertible, Threshold Trading Days", "terseLabel": "Limitation on sale of common stock, sale price threshold, number of trading days" } } }, "localname": "DebtInstrumentConvertibleThresholdTradingDays", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "integerItemType" }, "us-gaap_DebtInstrumentInterestRateEffectivePercentage": { "auth_ref": [ "r18", "r187", "r457", "r650" ], "lang": { "en-us": { "role": { "documentation": "Effective interest rate for the funds borrowed under the debt agreement considering interest compounding and original issue discount or premium.", "label": "Debt Instrument, Interest Rate, Effective Percentage", "terseLabel": "Effective interest rate" } } }, "localname": "DebtInstrumentInterestRateEffectivePercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentInterestRateStatedPercentage": { "auth_ref": [ "r18", "r428" ], "lang": { "en-us": { "role": { "documentation": "Contractual interest rate for funds borrowed, under the debt agreement.", "label": "Debt Instrument, Interest Rate, Stated Percentage", "terseLabel": "Fixed interest rate" } } }, "localname": "DebtInstrumentInterestRateStatedPercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Debt Instrument [Line Items]", "terseLabel": "Debt Instrument [Line Items]" } } }, "localname": "DebtInstrumentLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails", "http://www.okta.com/role/NetLossPerShareNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentNameDomain": { "auth_ref": [ "r20", "r274", "r427", "r428", "r429", "r430", "r431", "r433", "r439", "r440", "r441", "r442", "r444", "r445", "r446", "r447", "r448", "r449", "r650", "r769", "r770", "r771", "r772", "r773", "r829" ], "lang": { "en-us": { "role": { "documentation": "The name for the particular debt instrument or borrowing that distinguishes it from other debt instruments or borrowings, including draws against credit facilities.", "label": "Debt Instrument, Name [Domain]", "terseLabel": "Debt Instrument, Name [Domain]" } } }, "localname": "DebtInstrumentNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails", "http://www.okta.com/role/NetLossPerShareNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DebtInstrumentRedemptionPricePercentage": { "auth_ref": [ "r206" ], "lang": { "en-us": { "role": { "documentation": "Percentage price of original principal amount of debt at which debt can be redeemed by the issuer.", "label": "Debt Instrument, Redemption Price, Percentage", "terseLabel": "Redemption price percentage" } } }, "localname": "DebtInstrumentRedemptionPricePercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentTable": { "auth_ref": [ "r20", "r128", "r132", "r133", "r134", "r186", "r187", "r189", "r207", "r274", "r427", "r428", "r429", "r430", "r431", "r433", "r439", "r440", "r441", "r442", "r444", "r445", "r446", "r447", "r448", "r449", "r452", "r650", "r769", "r770", "r771", "r772", "r773", "r829" ], "lang": { "en-us": { "role": { "documentation": "A table or schedule providing information pertaining to long-term debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Schedule of Long-Term Debt Instruments [Table]", "terseLabel": "Schedule of Long-term Debt Instruments [Table]" } } }, "localname": "DebtInstrumentTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails", "http://www.okta.com/role/NetLossPerShareNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentUnamortizedDiscountPremiumAndDebtIssuanceCostsNet": { "auth_ref": [ "r188", "r439", "r455", "r770", "r771" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails": { "order": 2.0, "parentTag": "us-gaap_LongTermDebt", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of unamortized debt discount (premium) and debt issuance costs.", "label": "Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net", "negatedTerseLabel": "Less: unamortized debt issuance costs and debt discount" } } }, "localname": "DebtInstrumentUnamortizedDiscountPremiumAndDebtIssuanceCostsNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss": { "auth_ref": [ "r850" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amortized cost excluding accrued interest, after allowance for credit loss, of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, after Allowance for Credit Loss", "totalLabel": "Amortized Cost" } } }, "localname": "DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPosition12MonthsOrLonger": { "auth_ref": [ "r353", "r374", "r767" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails": { "order": 2.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPosition", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in continuous unrealized loss position for more than 12 months, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer", "terseLabel": "Estimated fair value, more than 12 months" } } }, "localname": "DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPosition12MonthsOrLonger", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPosition12MonthsOrLongerAccumulatedLoss": { "auth_ref": [ "r353", "r374" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails": { "order": 2.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPositionAccumulatedLoss", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated unrealized loss on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in continuous unrealized loss position for 12 months or longer, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss", "negatedTerseLabel": "Unrealized losses, more than 12 months" } } }, "localname": "DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPosition12MonthsOrLongerAccumulatedLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPositionLessThan12Months": { "auth_ref": [ "r353", "r374", "r767" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails": { "order": 1.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPosition", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in continuous unrealized loss position for less than 12 months, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, Less than 12 Months", "terseLabel": "Estimated fair value, less than 12 months" } } }, "localname": "DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPositionLessThan12Months", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPositionLessThan12MonthsAccumulatedLoss": { "auth_ref": [ "r353", "r374" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails": { "order": 1.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPositionAccumulatedLoss", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated unrealized loss on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in continuous unrealized loss position for less than 12 months, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss", "negatedTerseLabel": "Unrealized losses, less than 12 months" } } }, "localname": "DebtSecuritiesAvailableForSaleContinuousUnrealizedLossPositionLessThan12MonthsAccumulatedLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleExcludingAccruedInterest": { "auth_ref": [ "r850" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails": { "order": 2.0, "parentTag": "us-gaap_DebtSecuritiesAvailableForSaleAmortizedCostExcludingAccruedInterestAfterAllowanceForCreditLoss", "weight": 1.0 }, "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount excluding accrued interest, of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Debt Securities, Available-for-Sale, Excluding Accrued Interest", "terseLabel": "Estimated Fair Value", "totalLabel": "Total" } } }, "localname": "DebtSecuritiesAvailableForSaleExcludingAccruedInterest", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPosition": { "auth_ref": [ "r350", "r370", "r767" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in unrealized loss position without allowance for credit loss.", "label": "Debt Securities, Available-for-Sale, Unrealized Loss Position", "totalLabel": "Estimated fair value" } } }, "localname": "DebtSecuritiesAvailableForSaleUnrealizedLossPosition", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPositionAccumulatedLoss": { "auth_ref": [ "r351", "r371" ], "calculation": { "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated unrealized loss on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in unrealized loss position, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Unrealized Loss Position, Accumulated Loss", "negatedTotalLabel": "Unrealized losses" } } }, "localname": "DebtSecuritiesAvailableForSaleUnrealizedLossPositionAccumulatedLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPositionFairValueTable": { "auth_ref": [ "r369", "r767" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in unrealized loss position, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value [Table]", "terseLabel": "Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value [Table]" } } }, "localname": "DebtSecuritiesAvailableForSaleUnrealizedLossPositionFairValueTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPositionFairValueTableTextBlock": { "auth_ref": [ "r349", "r767", "r851" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of fair value of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in unrealized loss position, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value [Table Text Block]", "terseLabel": "Schedule of Unrealized Loss Position and Fair Value of Debt Securities" } } }, "localname": "DebtSecuritiesAvailableForSaleUnrealizedLossPositionFairValueTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_DebtSecuritiesAvailableForSaleUnrealizedLossPositionNumberOfPositions": { "auth_ref": [ "r352", "r372" ], "lang": { "en-us": { "role": { "documentation": "Number of investments in debt securities measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), in unrealized loss position, without allowance for credit loss. Includes beneficial interest in securitized financial asset.", "label": "Debt Securities, Available-for-Sale, Unrealized Loss Position, Number of Positions", "terseLabel": "Number of short-term investments in unrealized loss positions" } } }, "localname": "DebtSecuritiesAvailableForSaleUnrealizedLossPositionNumberOfPositions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsNarrativeDetails" ], "xbrltype": "integerItemType" }, "us-gaap_DeferredFederalIncomeTaxExpenseBenefit": { "auth_ref": [ "r831", "r907", "r910" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 1.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred federal tax expense (benefit) attributable to income (loss) from continuing operations. Includes, but is not limited to, deferred national tax expense (benefit) for non-US (United States of America) jurisdiction.", "label": "Deferred Federal Income Tax Expense (Benefit)", "terseLabel": "Federal" } } }, "localname": "DeferredFederalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredForeignIncomeTaxExpenseBenefit": { "auth_ref": [ "r158", "r831", "r907" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 3.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred foreign income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Foreign Income Tax Expense (Benefit)", "terseLabel": "Foreign" } } }, "localname": "DeferredForeignIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefit": { "auth_ref": [ "r56", "r158", "r578", "r586", "r587", "r831" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 2.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Income Tax Expense (Benefit)", "totalLabel": "Total deferred provision for (benefit from) income taxes" } } }, "localname": "DeferredIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Deferred:" } } }, "localname": "DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredIncomeTaxLiabilities": { "auth_ref": [ "r5", "r6", "r195", "r209", "r571" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences.", "label": "Deferred Tax Liabilities, Gross", "negatedTotalLabel": "Total deferred tax liabilities" } } }, "localname": "DeferredIncomeTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxLiabilitiesNet": { "auth_ref": [ "r559", "r560" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails": { "order": 1.0, "parentTag": "us-gaap_OtherLiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences with jurisdictional netting.", "label": "Deferred Income Tax Liabilities, Net", "terseLabel": "Deferred tax liabilities" } } }, "localname": "DeferredIncomeTaxLiabilitiesNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxesAndTaxCredits": { "auth_ref": [ "r57" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred income tax expense (benefit) and income tax credits.", "label": "Deferred Income Taxes and Tax Credits", "terseLabel": "Deferred income taxes" } } }, "localname": "DeferredIncomeTaxesAndTaxCredits", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredStateAndLocalIncomeTaxExpenseBenefit": { "auth_ref": [ "r831", "r907", "r910" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": 2.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred state and local tax expense (benefit) attributable to income (loss) from continuing operations. Includes, but is not limited to, deferred regional, territorial, and provincial tax expense (benefit) for non-US (United States of America) jurisdiction.", "label": "Deferred State and Local Income Tax Expense (Benefit)", "terseLabel": "State" } } }, "localname": "DeferredStateAndLocalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsGross": { "auth_ref": [ "r572" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets, Gross", "totalLabel": "Total deferred tax assets" } } }, "localname": "DeferredTaxAssetsGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsLiabilitiesNet": { "auth_ref": [ "r904" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, after allocation of valuation allowances and deferred tax liability, of deferred tax asset attributable to deductible differences and carryforwards, without jurisdictional netting.", "label": "Deferred Tax Assets, Net", "totalLabel": "Net deferred tax asset" } } }, "localname": "DeferredTaxAssetsLiabilitiesNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNet": { "auth_ref": [ "r904" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_DeferredTaxAssetsLiabilitiesNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets, Net of Valuation Allowance", "totalLabel": "Total deferred tax assets, net" } } }, "localname": "DeferredTaxAssetsNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Tax Assets, Net [Abstract]", "terseLabel": "Deferred tax assets:" } } }, "localname": "DeferredTaxAssetsNetAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwards": { "auth_ref": [ "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 1.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards.", "label": "Deferred Tax Assets, Operating Loss Carryforwards", "terseLabel": "Net operating loss carryforwards" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxCreditCarryforwards": { "auth_ref": [ "r154", "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 5.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount, before allocation of a valuation allowances, of deferred tax assets attributable to deductible tax credit carryforwards including, but not limited to, research, foreign, general business, alternative minimum tax, and other deductible tax credit carryforwards.", "label": "Deferred Tax Assets, Tax Credit Carryforwards", "terseLabel": "Research and development and other credits" } } }, "localname": "DeferredTaxAssetsTaxCreditCarryforwards", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseCompensationAndBenefitsShareBasedCompensationCost": { "auth_ref": [ "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from share-based compensation.", "label": "Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-Based Compensation Cost", "terseLabel": "Stock-based compensation" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseCompensationAndBenefitsShareBasedCompensationCost", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseReservesAndAccruals": { "auth_ref": [ "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 4.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from reserves and accruals.", "label": "Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals", "terseLabel": "Other reserves and accruals" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseReservesAndAccruals", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r573" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.", "label": "Deferred Tax Assets, Valuation Allowance", "negatedTerseLabel": "Valuation allowance" } } }, "localname": "DeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilities": { "auth_ref": [ "r149", "r904" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences without jurisdictional netting.", "label": "Deferred Tax Liabilities, Net", "negatedTotalLabel": "Net deferred tax liability" } } }, "localname": "DeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Deferred Tax Liabilities, Net [Abstract]", "terseLabel": "Deferred tax liabilities:" } } }, "localname": "DeferredTaxLiabilitiesNetAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredTaxLiabilitiesOther": { "auth_ref": [ "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 3.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences classified as other.", "label": "Deferred Tax Liabilities, Other", "negatedTerseLabel": "Other deferred tax liabilities" } } }, "localname": "DeferredTaxLiabilitiesOther", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesPropertyPlantAndEquipment": { "auth_ref": [ "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 5.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from property, plant, and equipment.", "label": "Deferred Tax Liabilities, Property, Plant and Equipment", "negatedTerseLabel": "Depreciation and amortization" } } }, "localname": "DeferredTaxLiabilitiesPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesTaxDeferredIncome": { "auth_ref": [ "r156", "r905" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails": { "order": 2.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from tax deferred revenue or income classified as other.", "label": "Deferred Tax Liabilities, Tax Deferred Income", "negatedTerseLabel": "Deferred commissions" } } }, "localname": "DeferredTaxLiabilitiesTaxDeferredIncome", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDeferredTaxAssetsandLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanEmployerDiscretionaryContributionAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of discretionary contributions made by an employer to a defined contribution plan.", "label": "Defined Contribution Plan, Employer Discretionary Contribution Amount", "terseLabel": "Defined contribution plan, employer contribution amount" } } }, "localname": "DefinedContributionPlanEmployerDiscretionaryContributionAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Depreciation": { "auth_ref": [ "r56", "r100" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.", "label": "Depreciation", "terseLabel": "Depreciation expense" } } }, "localname": "Depreciation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DevelopedTechnologyRightsMember": { "auth_ref": [ "r166" ], "lang": { "en-us": { "role": { "documentation": "Rights to developed technology, which can include the right to develop, use, market, sell, or offer for sale products, compounds, or intellectual property.", "label": "Developed Technology Rights [Member]", "terseLabel": "Purchased developed technology" } } }, "localname": "DevelopedTechnologyRightsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock": { "auth_ref": [ "r514", "r545", "r546", "r548", "r553", "r783" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for share-based payment arrangement.", "label": "Share-Based Payment Arrangement [Text Block]", "terseLabel": "Employee Incentive Plans" } } }, "localname": "DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlans" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share-Based Payment Arrangement [Abstract]", "terseLabel": "Share-based Payment Arrangement [Abstract]" } } }, "localname": "DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_DomesticCountryMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of the government that is entitled to levy and collect income taxes from the entity in its country of domicile.", "label": "Domestic Tax Authority [Member]", "terseLabel": "Domestic Tax Authority" } } }, "localname": "DomesticCountryMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EarningsPerShareAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share [Abstract]", "terseLabel": "Earnings Per Share [Abstract]" } } }, "localname": "EarningsPerShareAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasic": { "auth_ref": [ "r259", "r283", "r284", "r285", "r286", "r287", "r292", "r294", "r297", "r298", "r299", "r303", "r616", "r617", "r716", "r724", "r764" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.", "label": "Earnings Per Share, Basic", "negatedTerseLabel": "Net loss per share, basic, decrease (in dollars per share)", "terseLabel": "Net loss per share, basic (in dollars per share)" } } }, "localname": "EarningsPerShareBasic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareBasicAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share, Basic [Abstract]", "terseLabel": "Numerator:" } } }, "localname": "EarningsPerShareBasicAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareDiluted": { "auth_ref": [ "r259", "r283", "r284", "r285", "r286", "r287", "r294", "r297", "r298", "r299", "r303", "r616", "r617", "r716", "r724", "r764" ], "lang": { "en-us": { "role": { "documentation": "The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Earnings Per Share, Diluted", "negatedTerseLabel": "Net loss per share, diluted, decrease (in dollars per share)", "terseLabel": "Net loss per share, diluted (in dollars per share)" } } }, "localname": "EarningsPerShareDiluted", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareDilutedAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Earnings Per Share, Diluted [Abstract]", "terseLabel": "Denominator:" } } }, "localname": "EarningsPerShareDilutedAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerSharePolicyTextBlock": { "auth_ref": [ "r68", "r69" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for computing basic and diluted earnings or loss per share for each class of common stock and participating security. Addresses all significant policy factors, including any antidilutive items that have been excluded from the computation and takes into account stock dividends, splits and reverse splits that occur after the balance sheet date of the latest reporting period but before the issuance of the financial statements.", "label": "Earnings Per Share, Policy [Policy Text Block]", "terseLabel": "Net Loss per Share" } } }, "localname": "EarningsPerSharePolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_EarningsPerShareTextBlock": { "auth_ref": [ "r300", "r301", "r302", "r304" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for earnings per share.", "label": "Earnings Per Share [Text Block]", "terseLabel": "Net Loss Per Share" } } }, "localname": "EarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShare" ], "xbrltype": "textBlockItemType" }, "us-gaap_EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents": { "auth_ref": [ "r637" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 1.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) from effect of exchange rate changes on cash and cash equivalents, and cash and cash equivalents restricted to withdrawal or usage; held in foreign currencies. Excludes amounts for disposal group and discontinued operations. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations", "terseLabel": "Effects of changes in foreign currency exchange rates on cash, cash equivalents and restricted cash" } } }, "localname": "EffectOfExchangeRateOnCashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_EffectiveIncomeTaxRateContinuingOperations": { "auth_ref": [ "r562" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-us": { "role": { "documentation": "Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Effective Income Tax Rate Reconciliation, Percent", "totalLabel": "Effective tax rate" } } }, "localname": "EffectiveIncomeTaxRateContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r272", "r562", "r589" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 1.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of domestic federal statutory tax rate applicable to pretax income (loss).", "label": "Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent", "terseLabel": "Tax at federal statutory rate" } } }, "localname": "EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r902", "r911" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 3.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to changes in the valuation allowance for deferred tax assets.", "label": "Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent", "terseLabel": "Change in valuation allowance" } } }, "localname": "EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationNondeductibleExpense": { "auth_ref": [ "r902", "r911" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 7.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to nondeductible expenses.", "label": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Percent", "terseLabel": "Non-deductible expenses" } } }, "localname": "EffectiveIncomeTaxRateReconciliationNondeductibleExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails", "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationOtherReconcilingItemsPercent": { "auth_ref": [], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 6.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference, between reported income tax expense (benefit) and the expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations, that is attributable to tax exempt income, equity in earnings (loss) of an unconsolidated subsidiary, minority interest income (expense), tax holiday, disposition of a business, disposition of an asset, repatriation of foreign earnings, repatriation of foreign earnings jobs creation act of 2004, change in enacted tax rate, prior year income taxes, change in deferred tax asset valuation allowance, and other adjustments.", "label": "Effective Income Tax Rate Reconciliation, Other Reconciling Items, Percent", "terseLabel": "Other, net" } } }, "localname": "EffectiveIncomeTaxRateReconciliationOtherReconcilingItemsPercent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationShareBasedCompensationExcessTaxBenefitPercent": { "auth_ref": [ "r901", "r902" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 4.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying domestic federal statutory income tax rate to pretax income (loss) from continuing operation, attributable to expense for award under share-based payment arrangement. Excludes expense determined to be nondeductible upon grant or after for award under share-based payment arrangement.", "label": "Effective Income Tax Rate Reconciliation, Tax Expense (Benefit), Share-Based Payment Arrangement, Percent", "terseLabel": "Stock-based compensation" } } }, "localname": "EffectiveIncomeTaxRateReconciliationShareBasedCompensationExcessTaxBenefitPercent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes": { "auth_ref": [ "r902", "r911" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 2.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations applicable to state and local income tax expense (benefit), net of federal tax expense (benefit).", "label": "Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent", "terseLabel": "State income taxes, net of federal benefit" } } }, "localname": "EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationTaxCreditsResearch": { "auth_ref": [ "r902", "r911" ], "calculation": { "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails": { "order": 5.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": -1.0 } }, "lang": { "en-us": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to research tax credit.", "label": "Effective Income Tax Rate Reconciliation, Tax Credit, Research, Percent", "negatedTerseLabel": "Research and development credits" } } }, "localname": "EffectiveIncomeTaxRateReconciliationTaxCreditsResearch", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesReconciliationofEffectiveIncomeTaxRateDetails" ], "xbrltype": "percentItemType" }, "us-gaap_EmployeeRelatedLiabilitiesCurrent": { "auth_ref": [ "r16" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of the carrying values as of the balance sheet date of obligations incurred through that date and payable for obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Employee-related Liabilities, Current", "terseLabel": "Accrued compensation" } } }, "localname": "EmployeeRelatedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1": { "auth_ref": [ "r547" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average period over which cost not yet recognized is expected to be recognized for award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition", "terseLabel": "Weighted average stock-based compensation recognition period" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedShareBasedAwardsOtherThanOptions": { "auth_ref": [ "r897" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost to be recognized for nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount", "terseLabel": "Unrecognized compensation costs related to unvested restricted stock units" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedShareBasedAwardsOtherThanOptions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedStockOptions": { "auth_ref": [ "r897" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cost to be recognized for option under share-based payment arrangement.", "label": "Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount", "terseLabel": "Unrecognized stock-based compensation expense" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedStockOptions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeSeveranceMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Termination of an employee associated with exit from or disposal of business activities or restructurings pursuant to a plan.", "label": "Employee Severance [Member]", "terseLabel": "Severance and termination benefit costs" } } }, "localname": "EmployeeSeveranceMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EmployeeStockMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "An Employee Stock Purchase Plan is a tax-efficient means by which employees of a corporation can purchase the corporation's stock.", "label": "Employee Stock [Member]", "terseLabel": "Shares committed under the ESPP", "verboseLabel": "ESPP" } } }, "localname": "EmployeeStockMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EmployeeStockOptionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share-based payment arrangement granting right, subject to vesting and other restrictions, to purchase or sell certain number of shares at predetermined price for specified period of time.", "label": "Share-Based Payment Arrangement, Option [Member]", "terseLabel": "Issued and outstanding stock options", "verboseLabel": "Stock options" } } }, "localname": "EmployeeStockOptionMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Equity [Abstract]", "terseLabel": "Equity [Abstract]" } } }, "localname": "EquityAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_EquityComponentDomain": { "auth_ref": [ "r127", "r225", "r253", "r254", "r255", "r275", "r276", "r277", "r280", "r288", "r290", "r305", "r360", "r476", "r549", "r550", "r551", "r582", "r583", "r615", "r638", "r639", "r640", "r641", "r642", "r644", "r674", "r729", "r730", "r731" ], "lang": { "en-us": { "role": { "documentation": "Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc.", "label": "Equity Component [Domain]", "terseLabel": "Equity Component [Domain]" } } }, "localname": "EquityComponentDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquityInterestIssuedOrIssuableByTypeAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by type of equity interests that are issued or issuable in a business combination.", "label": "Equity Interest Type [Axis]", "terseLabel": "Equity Interest Type [Axis]" } } }, "localname": "EquityInterestIssuedOrIssuableByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_EquityInterestIssuedOrIssuableTypeDomain": { "auth_ref": [ "r170" ], "lang": { "en-us": { "role": { "documentation": "Name of equity interest issued or issuable to acquire an entity in a business combination.", "label": "Equity Interest Issued or Issuable, Type [Domain]", "terseLabel": "Equity Interest Issued or Issuable, Type [Domain]" } } }, "localname": "EquityInterestIssuedOrIssuableTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EquitySecuritiesWithoutReadilyDeterminableFairValueAmount": { "auth_ref": [ "r354" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investment in equity security without readily determinable fair value.", "label": "Equity Securities without Readily Determinable Fair Value, Amount", "terseLabel": "Strategic investments without a readily determinable fair value" } } }, "localname": "EquitySecuritiesWithoutReadilyDeterminableFairValueAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_EquitySecuritiesWithoutReadilyDeterminableFairValuePolicyTextBlock": { "auth_ref": [ "r355" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for investment in equity security without readily determinable fair value, which does not qualify for practical expedient to estimate fair value using net asset value per share. Includes, but is not limited to, information considered for determining upward and downward adjustment from observable price change.", "label": "Equity Securities without Readily Determinable Fair Value [Policy Text Block]", "terseLabel": "Strategic Investments" } } }, "localname": "EquitySecuritiesWithoutReadilyDeterminableFairValuePolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_EstimateOfFairValueFairValueDisclosureMember": { "auth_ref": [ "r441", "r627", "r770", "r771" ], "lang": { "en-us": { "role": { "documentation": "Measured as an estimate of fair value.", "label": "Estimate of Fair Value Measurement [Member]", "terseLabel": "Estimated Fair Value" } } }, "localname": "EstimateOfFairValueFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]", "terseLabel": "Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable": { "auth_ref": [ "r619", "r620", "r624" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about asset and liability measured at fair value on recurring and nonrecurring basis.", "label": "Fair Value, Recurring and Nonrecurring [Table]", "terseLabel": "Fair Value, Recurring and Nonrecurring [Table]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByFairValueHierarchyLevelAxis": { "auth_ref": [ "r441", "r504", "r505", "r506", "r507", "r508", "r509", "r620", "r678", "r679", "r680", "r770", "r771", "r777", "r778", "r779" ], "lang": { "en-us": { "role": { "documentation": "Information by level within fair value hierarchy and fair value measured at net asset value per share as practical expedient.", "label": "Fair Value Hierarchy and NAV [Axis]", "terseLabel": "Fair Value Hierarchy and NAV [Axis]" } } }, "localname": "FairValueByFairValueHierarchyLevelAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementBasisAxis": { "auth_ref": [ "r181", "r182", "r441", "r770", "r771" ], "lang": { "en-us": { "role": { "documentation": "Information by measurement basis.", "label": "Measurement Basis [Axis]", "terseLabel": "Measurement Basis [Axis]" } } }, "localname": "FairValueByMeasurementBasisAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementFrequencyAxis": { "auth_ref": [ "r619", "r620", "r621", "r622", "r625" ], "lang": { "en-us": { "role": { "documentation": "Information by measurement frequency.", "label": "Measurement Frequency [Axis]", "terseLabel": "Measurement Frequency [Axis]" } } }, "localname": "FairValueByMeasurementFrequencyAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosureItemAmountsDomain": { "auth_ref": [ "r441", "r770", "r771" ], "lang": { "en-us": { "role": { "documentation": "Measurement basis, for example, but not limited to, reported value, fair value, portion at fair value, portion at other than fair value.", "label": "Fair Value Measurement [Domain]", "terseLabel": "Fair Value Measurement [Domain]" } } }, "localname": "FairValueDisclosureItemAmountsDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueDisclosuresAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Fair Value Disclosures [Abstract]", "terseLabel": "Fair Value Disclosures [Abstract]" } } }, "localname": "FairValueDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosuresTextBlock": { "auth_ref": [ "r623" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.", "label": "Fair Value Disclosures [Text Block]", "verboseLabel": "Fair Value Measurements" } } }, "localname": "FairValueDisclosuresTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurements" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueInputsLevel1Member": { "auth_ref": [ "r441", "r504", "r509", "r620", "r678", "r777", "r778", "r779" ], "lang": { "en-us": { "role": { "documentation": "Quoted prices in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.", "label": "Fair Value, Inputs, Level 1 [Member]", "terseLabel": "Level 1" } } }, "localname": "FairValueInputsLevel1Member", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel2Member": { "auth_ref": [ "r441", "r504", "r509", "r620", "r679", "r770", "r771", "r777", "r778", "r779" ], "lang": { "en-us": { "role": { "documentation": "Inputs other than quoted prices included within level 1 that are observable for an asset or liability, either directly or indirectly, including, but not limited to, quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in inactive markets.", "label": "Fair Value, Inputs, Level 2 [Member]", "terseLabel": "Level 2" } } }, "localname": "FairValueInputsLevel2Member", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel3Member": { "auth_ref": [ "r441", "r504", "r505", "r506", "r507", "r508", "r509", "r620", "r680", "r770", "r771", "r777", "r778", "r779" ], "lang": { "en-us": { "role": { "documentation": "Unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Inputs, Level 3 [Member]", "terseLabel": "Level\u00a03" } } }, "localname": "FairValueInputsLevel3Member", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementFrequencyDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Measurement frequency.", "label": "Measurement Frequency [Domain]", "terseLabel": "Measurement Frequency [Domain]" } } }, "localname": "FairValueMeasurementFrequencyDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for fair value measurements of financial and non-financial assets, liabilities and instruments classified in shareholders' equity. Disclosures include, but are not limited to, how an entity that manages a group of financial assets and liabilities on the basis of its net exposure measures the fair value of those assets and liabilities.", "label": "Fair Value Measurement, Policy [Policy Text Block]", "terseLabel": "Fair Value Measurement" } } }, "localname": "FairValueMeasurementPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementsFairValueHierarchyDomain": { "auth_ref": [ "r441", "r504", "r505", "r506", "r507", "r508", "r509", "r678", "r679", "r680", "r770", "r771", "r777", "r778", "r779" ], "lang": { "en-us": { "role": { "documentation": "Categories used to prioritize the inputs to valuation techniques to measure fair value.", "label": "Fair Value Hierarchy and NAV [Domain]", "terseLabel": "Fair Value Hierarchy and NAV [Domain]" } } }, "localname": "FairValueMeasurementsFairValueHierarchyDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementsRecurringMember": { "auth_ref": [ "r623", "r625" ], "lang": { "en-us": { "role": { "documentation": "Frequent fair value measurement. Includes, but is not limited to, fair value adjustment for impairment of asset, liability or equity, frequently measured at fair value.", "label": "Fair Value, Recurring [Member]", "terseLabel": "Recurring" } } }, "localname": "FairValueMeasurementsRecurringMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FinancialInstrumentAxis": { "auth_ref": [ "r347", "r348", "r364", "r365", "r366", "r367", "r368", "r373", "r375", "r376", "r452", "r472", "r605", "r675", "r676", "r677", "r678", "r679", "r680", "r681", "r682", "r683", "r684", "r685", "r686", "r687", "r688", "r689", "r690", "r691", "r692", "r693", "r694", "r695", "r696", "r697", "r698", "r699", "r700", "r701", "r702", "r703", "r704", "r767", "r845", "r846", "r847", "r935", "r936", "r937", "r938", "r939", "r940", "r941" ], "lang": { "en-us": { "role": { "documentation": "Information by type of financial instrument.", "label": "Financial Instrument [Axis]", "terseLabel": "Financial Instrument [Axis]" } } }, "localname": "FinancialInstrumentAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Finite-Lived Intangible Asset, Useful Life", "terseLabel": "Intangible asset, useful life" } } }, "localname": "FiniteLivedIntangibleAssetUsefulLife", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization": { "auth_ref": [ "r235", "r395" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails": { "order": 2.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Accumulated Amortization", "negatedTerseLabel": "Accumulated Amortization" } } }, "localname": "FiniteLivedIntangibleAssetsAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseAfterYearFive": { "auth_ref": [], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": 5.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for asset, excluding financial asset and goodwill, lacking physical substance with finite life expected to be recognized after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, after Year Five", "terseLabel": "Thereafter" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths": { "auth_ref": [ "r98" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": 1.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year One", "terseLabel": "2024" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFive": { "auth_ref": [ "r98" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": 3.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Five", "terseLabel": "2028" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFour": { "auth_ref": [ "r98" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": 4.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Four", "terseLabel": "2027" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFour", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearThree": { "auth_ref": [ "r98" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": 2.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Three", "terseLabel": "2026" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearThree", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo": { "auth_ref": [ "r98" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": 6.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of amortization for assets, excluding financial assets and goodwill, lacking physical substance with finite life expected to be recognized in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Finite-Lived Intangible Asset, Expected Amortization, Year Two", "terseLabel": "2025" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis": { "auth_ref": [ "r392", "r394", "r395", "r396", "r708", "r712" ], "lang": { "en-us": { "role": { "documentation": "Information by major type or class of finite-lived intangible assets.", "label": "Finite-Lived Intangible Assets by Major Class [Axis]", "terseLabel": "Finite-Lived Intangible Assets by Major Class [Axis]" } } }, "localname": "FiniteLivedIntangibleAssetsByMajorClassAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsGross": { "auth_ref": [ "r96", "r712" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails": { "order": 1.0, "parentTag": "us-gaap_FiniteLivedIntangibleAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Gross", "terseLabel": "Gross" } } }, "localname": "FiniteLivedIntangibleAssetsGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Finite-Lived Intangible Assets [Line Items]", "terseLabel": "Finite-Lived Intangible Assets [Line Items]" } } }, "localname": "FiniteLivedIntangibleAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsMajorClassNameDomain": { "auth_ref": [ "r91", "r95" ], "lang": { "en-us": { "role": { "documentation": "The major class of finite-lived intangible asset (for example, patents, trademarks, copyrights, etc.) A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company.", "label": "Finite-Lived Intangible Assets, Major Class Name [Domain]", "terseLabel": "Finite-Lived Intangible Assets, Major Class Name [Domain]" } } }, "localname": "FiniteLivedIntangibleAssetsMajorClassNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_FiniteLivedIntangibleAssetsNet": { "auth_ref": [ "r96", "r708" ], "calculation": { "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Net", "totalLabel": "Total" } } }, "localname": "FiniteLivedIntangibleAssetsNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetRemainingAmortizationExpenseDetails", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FinitelivedIntangibleAssetsAcquired1": { "auth_ref": [ "r393" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in assets, excluding financial assets, lacking physical substance with a definite life, from an acquisition.", "label": "Finite-Lived Intangible Assets Acquired", "terseLabel": "Identifiable intangible assets acquired" } } }, "localname": "FinitelivedIntangibleAssetsAcquired1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiscalPeriod": { "auth_ref": [ "r172" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for determining an entity's fiscal year or other fiscal period. This disclosure may include identification of the fiscal period end-date, the length of the fiscal period, any reporting period lag between the entity and its subsidiaries, or equity investees. If a reporting lag exists, the closing date of the entity having a different period end is generally noted, along with an explanation of the necessity for using different closing dates. Any intervening events that materially affect the entity's financial position or results of operations are generally also disclosed.", "label": "Fiscal Period, Policy [Policy Text Block]", "terseLabel": "Fiscal Period" } } }, "localname": "FiscalPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock": { "auth_ref": [ "r645" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for (1) transactions denominated in a currency other than the reporting enterprise's functional currency, (2) translating foreign currency financial statements that are incorporated into the financial statements of the reporting enterprise by consolidation, combination, or the equity method of accounting, and (3) remeasurement of the financial statements of a foreign reporting enterprise in a hyperinflationary economy.", "label": "Foreign Currency Transactions and Translations Policy [Policy Text Block]", "terseLabel": "Foreign Currency" } } }, "localname": "ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FurnitureAndFixturesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Equipment commonly used in offices and stores that have no permanent connection to the structure of a building or utilities. Examples include, but are not limited to, desks, chairs, tables, and bookcases.", "label": "Furniture and Fixtures [Member]", "terseLabel": "Furniture and fixtures" } } }, "localname": "FurnitureAndFixturesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_GainLossOnInvestments": { "auth_ref": [ "r41", "r81", "r811" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 19.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of realized and unrealized gain (loss) on investment.", "label": "Gain (Loss) on Investments", "negatedTerseLabel": "(Gain) loss on strategic investments" } } }, "localname": "GainLossOnInvestments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_GainsLossesOnExtinguishmentOfDebt": { "auth_ref": [ "r56", "r121", "r122" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 17.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 }, "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 1.0, "parentTag": "okta_InterestExpenseAndOtherNonoperatingIncomeExpense", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Difference between the fair value of payments made and the carrying amount of debt which is extinguished prior to maturity.", "label": "Gain (Loss) on Extinguishment of Debt", "negatedTerseLabel": "Loss on early extinguishment and conversion of debt", "terseLabel": "Loss on early extinguishment and conversion of debt" } } }, "localname": "GainsLossesOnExtinguishmentOfDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpense": { "auth_ref": [ "r40" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 3.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total of expenses of managing and administering the affairs of an entity, including affiliates of the reporting entity, which are not directly or indirectly associated with the manufacture, sale or creation of a product or product line.", "label": "General and Administrative Expense", "terseLabel": "General and administrative" } } }, "localname": "GeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_GeneralAndAdministrativeExpenseMember": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing general and administrative expense.", "label": "General and Administrative Expense [Member]", "terseLabel": "General and administrative" } } }, "localname": "GeneralAndAdministrativeExpenseMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_Goodwill": { "auth_ref": [ "r234", "r379", "r713", "r768", "r796", "r853", "r854" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 5.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill", "terseLabel": "Goodwill" } } }, "localname": "Goodwill", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Goodwill and Intangible Assets Disclosure [Abstract]", "terseLabel": "Goodwill and Intangible Assets Disclosure [Abstract]" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock": { "auth_ref": [ "r99" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for goodwill and intangible assets.", "label": "Goodwill and Intangible Assets Disclosure [Text Block]", "terseLabel": "Goodwill and Intangible Assets, net" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnet" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsIntangibleAssetsPolicy": { "auth_ref": [ "r93" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for intangible assets. This accounting policy may address both intangible assets subject to amortization and those that are not. The following also may be disclosed: (1) a description of intangible assets (2) the estimated useful lives of those assets (3) the amortization method used (4) how the entity assesses and measures impairment of such assets (5) how future cash flows are estimated (6) how the fair values of such asset are determined.", "label": "Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]", "terseLabel": "Software Development Costs" } } }, "localname": "GoodwillAndIntangibleAssetsIntangibleAssetsPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsPolicyTextBlock": { "auth_ref": [ "r88", "r93" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for goodwill and intangible assets. This accounting policy also may address how an entity assesses and measures impairment of goodwill and intangible assets.", "label": "Goodwill and Intangible Assets, Policy [Policy Text Block]", "terseLabel": "Goodwill and Other Long-Lived Assets" } } }, "localname": "GoodwillAndIntangibleAssetsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillImpairmentLoss": { "auth_ref": [ "r56", "r380", "r385", "r391", "r768" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of loss from the write-down of an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill, Impairment Loss", "terseLabel": "Goodwill impairments" } } }, "localname": "GoodwillImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Goodwill [Line Items]", "terseLabel": "Goodwill [Line Items]" } } }, "localname": "GoodwillLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_GrossProfit": { "auth_ref": [ "r37", "r270", "r320", "r323", "r328", "r331", "r356", "r418", "r419", "r420", "r421", "r422", "r423", "r424", "r425", "r426", "r628", "r766", "r864" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 2.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.", "label": "Gross Profit", "totalLabel": "Gross profit" } } }, "localname": "GrossProfit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic": { "auth_ref": [ "r271", "r588" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails": { "order": 1.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of earnings or loss from continuing operations before income taxes that is attributable to domestic operations.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Domestic", "terseLabel": "Domestic" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest": { "auth_ref": [ "r33", "r190", "r202", "r221", "r320", "r323", "r328", "r331", "r717", "r766" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 1.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": 1.0 }, "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest", "totalLabel": "Loss before provision for (benefit from) income taxes" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesForeign": { "auth_ref": [ "r271", "r588" ], "calculation": { "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails": { "order": 2.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of earnings or loss from continuing operations before income taxes that is attributable to foreign operations, which is defined as Income or Loss generated from operations located outside the entity's country of domicile.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Foreign", "terseLabel": "Foreign" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesForeign", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesScheduleofDomesticandForeignComponentsofPretaxLossDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeStatementAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Statement [Abstract]", "terseLabel": "Income Statement [Abstract]" } } }, "localname": "IncomeStatementAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationAxis": { "auth_ref": [ "r397", "r401" ], "lang": { "en-us": { "role": { "documentation": "Information by location in the income statement.", "label": "Income Statement Location [Axis]", "terseLabel": "Income Statement Location [Axis]" } } }, "localname": "IncomeStatementLocationAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationDomain": { "auth_ref": [ "r401" ], "lang": { "en-us": { "role": { "documentation": "Location in the income statement.", "label": "Income Statement Location [Domain]", "terseLabel": "Income Statement Location [Domain]" } } }, "localname": "IncomeStatementLocationDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxAuthorityAxis": { "auth_ref": [ "r152" ], "lang": { "en-us": { "role": { "documentation": "Information by tax jurisdiction.", "label": "Income Tax Authority [Axis]", "terseLabel": "Income Tax Authority [Axis]" } } }, "localname": "IncomeTaxAuthorityAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Agency, division or body classification that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority [Domain]", "terseLabel": "Income Tax Authority [Domain]" } } }, "localname": "IncomeTaxAuthorityDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxDisclosureAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Tax Disclosure [Abstract]", "terseLabel": "Income Tax Disclosure [Abstract]" } } }, "localname": "IncomeTaxDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxDisclosureTextBlock": { "auth_ref": [ "r272", "r563", "r569", "r576", "r584", "r590", "r592", "r593", "r594" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.", "label": "Income Tax Disclosure [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxes" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxExpenseBenefit": { "auth_ref": [ "r273", "r289", "r290", "r319", "r561", "r585", "r591", "r725" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 2.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": -1.0 }, "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Income Tax Expense (Benefit)", "terseLabel": "Provision for (benefit from) income taxes", "totalLabel": "Total provision for (benefit from) income taxes" } } }, "localname": "IncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/IncomeTaxesScheduleofComponentsofProvisionforBenefitfromIncomeTaxesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxPolicyTextBlock": { "auth_ref": [ "r252", "r557", "r558", "r569", "r570", "r575", "r579" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.", "label": "Income Tax, Policy [Policy Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxesPaid": { "auth_ref": [ "r53", "r60" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income.", "label": "Income Taxes Paid", "terseLabel": "Income taxes" } } }, "localname": "IncomeTaxesPaid", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxesPaidNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Income Taxes Paid, Net [Abstract]", "terseLabel": "Cash paid during the period for:" } } }, "localname": "IncomeTaxesPaidNetAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInAccountsPayable": { "auth_ref": [ "r55" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 12.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business.", "label": "Increase (Decrease) in Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "IncreaseDecreaseInAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsReceivable": { "auth_ref": [ "r55" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 9.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.", "label": "Increase (Decrease) in Accounts Receivable", "negatedTerseLabel": "Accounts receivable" } } }, "localname": "IncreaseDecreaseInAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccruedLiabilitiesAndOtherOperatingLiabilities": { "auth_ref": [ "r825" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 14.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in accrued expenses, and obligations classified as other.", "label": "Increase (Decrease) in Accrued Liabilities and Other Operating Liabilities", "terseLabel": "Accrued expenses and other liabilities" } } }, "localname": "IncreaseDecreaseInAccruedLiabilitiesAndOtherOperatingLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInContractWithCustomerLiability": { "auth_ref": [ "r706", "r825" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 15.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in obligation to transfer good or service to customer for which consideration has been received or is receivable.", "label": "Increase (Decrease) in Contract with Customer, Liability", "terseLabel": "Deferred revenue" } } }, "localname": "IncreaseDecreaseInContractWithCustomerLiability", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInDeferredCompensation": { "auth_ref": [ "r55" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 10.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the obligation created by employee agreements whereby earned compensation will be paid in the future.", "label": "Increase (Decrease) in Deferred Compensation", "terseLabel": "Deferred commissions" } } }, "localname": "IncreaseDecreaseInDeferredCompensation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInEmployeeRelatedLiabilities": { "auth_ref": [ "r55" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 13.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits.", "label": "Increase (Decrease) in Employee Related Liabilities", "terseLabel": "Accrued compensation" } } }, "localname": "IncreaseDecreaseInEmployeeRelatedLiabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOperatingLeaseLiability": { "auth_ref": [ "r825", "r918" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 18.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in obligation for operating lease.", "label": "Increase (Decrease) in Operating Lease Liability", "terseLabel": "Operating lease liabilities" } } }, "localname": "IncreaseDecreaseInOperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOtherOperatingAssetsAndLiabilitiesNetAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Increase (Decrease) in Other Operating Assets and Liabilities, Net [Abstract]", "terseLabel": "Changes in operating assets and liabilities:" } } }, "localname": "IncreaseDecreaseInOtherOperatingAssetsAndLiabilitiesNetAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets": { "auth_ref": [ "r55" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 11.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in prepaid expenses, and assets classified as other.", "label": "Increase (Decrease) in Prepaid Expense and Other Assets", "negatedTerseLabel": "Prepaid expenses and other assets" } } }, "localname": "IncreaseDecreaseInPrepaidDeferredExpenseAndOtherAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInStockholdersEquityRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Increase (Decrease) in Stockholders' Equity [Roll Forward]", "terseLabel": "Increase (Decrease) in Stockholders' Equity [Roll Forward]" } } }, "localname": "IncreaseDecreaseInStockholdersEquityRollForward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "stringItemType" }, "us-gaap_IntangibleAssetsNetExcludingGoodwill": { "auth_ref": [ "r89", "r94" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 4.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges.", "label": "Intangible Assets, Net (Excluding Goodwill)", "terseLabel": "Intangible assets, net" } } }, "localname": "IntangibleAssetsNetExcludingGoodwill", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpense": { "auth_ref": [ "r188", "r204", "r256", "r318", "r648" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 3.0, "parentTag": "okta_InterestExpenseAndOtherNonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense.", "label": "Interest Expense", "negatedLabel": "Interest expense decrease", "negatedTerseLabel": "Interest expense" } } }, "localname": "InterestExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpenseDebt": { "auth_ref": [ "r42", "r447", "r458", "r772", "r773" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense for debt.", "label": "Interest Expense, Debt", "totalLabel": "Interest Expense, Debt, Total" } } }, "localname": "InterestExpenseDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpenseDebtExcludingAmortization": { "auth_ref": [ "r44", "r448", "r772", "r773" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails": { "order": 1.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Represents the portion of interest incurred in the period on debt arrangements that was charged against earnings, excluding amortization of debt discount (premium) and financing costs.", "label": "Interest Expense, Debt, Excluding Amortization", "terseLabel": "Contractual interest expense" } } }, "localname": "InterestExpenseDebtExcludingAmortization", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestPaidNet": { "auth_ref": [ "r262", "r264", "r266" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash paid for interest, excluding capitalized interest, classified as operating activity. Includes, but is not limited to, payment to settle zero-coupon bond for accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount.", "label": "Interest Paid, Excluding Capitalized Interest, Operating Activities", "terseLabel": "Interest" } } }, "localname": "InterestPaidNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestReceivableCurrent": { "auth_ref": [ "r816" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Carrying amount as of the balance sheet date of current interest earned but not received. Also called accrued interest or accrued interest receivable. For classified balance sheets, represents the current amount receivable, that is amounts expected to be collected within one year or the normal operating cycle, if longer.", "label": "Interest Receivable, Current", "terseLabel": "Interest receivable" } } }, "localname": "InterestReceivableCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_InvestmentsClassifiedByContractualMaturityDateTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of maturities of an entity's investments as well as any other information pertinent to the investments.", "label": "Investments Classified by Contractual Maturity Date [Table Text Block]", "terseLabel": "Schedule of Contractual Maturities of Short-term Investments" } } }, "localname": "InvestmentsClassifiedByContractualMaturityDateTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_InvestmentsDebtAndEquitySecuritiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Investments, Debt and Equity Securities [Abstract]", "terseLabel": "Investments, Debt and Equity Securities [Abstract]" } } }, "localname": "InvestmentsDebtAndEquitySecuritiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_InvestmentsFairValueDisclosure": { "auth_ref": [ "r619" ], "calculation": { "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails": { "order": 2.0, "parentTag": "us-gaap_AssetsFairValueDisclosure", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Fair value portion of investment securities, including, but not limited to, marketable securities, derivative financial instruments, and investments accounted for under the equity method.", "label": "Investments, Fair Value Disclosure", "terseLabel": "Total short-term investments" } } }, "localname": "InvestmentsFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeaseContractualTermAxis": { "auth_ref": [ "r917" ], "lang": { "en-us": { "role": { "documentation": "Information by contractual term of lease arrangement.", "label": "Lease Contractual Term [Axis]", "terseLabel": "Lease Contractual Term [Axis]" } } }, "localname": "LeaseContractualTermAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LeaseContractualTermDomain": { "auth_ref": [ "r917" ], "lang": { "en-us": { "role": { "documentation": "Contractual term of lease arrangement.", "label": "Lease Contractual Term [Domain]", "terseLabel": "Lease Contractual Term [Domain]" } } }, "localname": "LeaseContractualTermDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LeaseCostTableTextBlock": { "auth_ref": [ "r919" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of lessee's lease cost. Includes, but is not limited to, interest expense for finance lease, amortization of right-of-use asset for finance lease, operating lease cost, short-term lease cost, variable lease cost and sublease income.", "label": "Lease, Cost [Table Text Block]", "terseLabel": "Schedule of Operating Lease Costs" } } }, "localname": "LeaseCostTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LeaseholdImprovementsMember": { "auth_ref": [ "r101" ], "lang": { "en-us": { "role": { "documentation": "Additions or improvements to assets held under a lease arrangement.", "label": "Leasehold Improvements [Member]", "terseLabel": "Leasehold improvements" } } }, "localname": "LeaseholdImprovementsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LeasesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Leases [Abstract]", "terseLabel": "Leases [Abstract]" } } }, "localname": "LeasesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_LesseeLeasesPolicyTextBlock": { "auth_ref": [ "r659" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for leasing arrangement entered into by lessee.", "label": "Lessee, Leases [Policy Text Block]", "terseLabel": "Operating Leases and Incremental Borrowing Rate" } } }, "localname": "LesseeLeasesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityMaturityTableTextBlock": { "auth_ref": [ "r920" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of undiscounted cash flows of lessee's operating lease liability. Includes, but is not limited to, reconciliation of undiscounted cash flows to operating lease liability recognized in statement of financial position.", "label": "Lessee, Operating Lease, Liability, Maturity [Table Text Block]", "terseLabel": "Schedule of Maturities of Operating Leases" } } }, "localname": "LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease.", "label": "Lessee, Operating Lease, Liability, to be Paid", "totalLabel": "Total lease payments" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": 2.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease due after fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee, Operating Lease, Liability, to be Paid, after Year Five", "terseLabel": "Thereafter" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": 4.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in next fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee, Operating Lease, Liability, to be Paid, Year One", "terseLabel": "2024" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFive": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": 3.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fifth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee, Operating Lease, Liability, to be Paid, Year Five", "terseLabel": "2028" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFive", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFour": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": 1.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in fourth fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee, Operating Lease, Liability, to be Paid, Year Four", "terseLabel": "2027" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFour", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearThree": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": 5.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in third fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee, Operating Lease, Liability, to be Paid, Year Three", "terseLabel": "2026" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearThree", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearTwo": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails_1": { "order": 6.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payment for operating lease to be paid in second fiscal year following current fiscal year. Excludes interim and annual periods when interim periods are reported from current statement of financial position date (rolling approach).", "label": "Lessee, Operating Lease, Liability, to be Paid, Year Two", "terseLabel": "2025" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearTwo", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityUndiscountedExcessAmount": { "auth_ref": [ "r665" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails": { "order": 2.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease.", "label": "Lessee, Operating Lease, Liability, Undiscounted Excess Amount", "negatedLabel": "Less imputed interest" } } }, "localname": "LesseeOperatingLeaseLiabilityUndiscountedExcessAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseRenewalTerm": { "auth_ref": [ "r916" ], "lang": { "en-us": { "role": { "documentation": "Term of lessee's operating lease renewal, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Lessee, Operating Lease, Renewal Term", "terseLabel": "Operating lease renewal term" } } }, "localname": "LesseeOperatingLeaseRenewalTerm", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_LesseeOperatingLeaseTermOfContract": { "auth_ref": [ "r916" ], "lang": { "en-us": { "role": { "documentation": "Term of lessee's operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Lessee, Operating Lease, Term of Contract", "terseLabel": "Operating lease term" } } }, "localname": "LesseeOperatingLeaseTermOfContract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_LesseeOperatingLeasesTextBlock": { "auth_ref": [ "r666" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for operating leases of lessee. Includes, but is not limited to, description of operating lease and maturity analysis of operating lease liability.", "label": "Lessee, Operating Leases [Text Block]", "terseLabel": "Leases" } } }, "localname": "LesseeOperatingLeasesTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/Leases" ], "xbrltype": "textBlockItemType" }, "us-gaap_LetterOfCreditMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A document typically issued by a financial institution which acts as a guarantee of payment to a beneficiary, or as the source of payment for a specific transaction (for example, wiring funds to a foreign exporter if and when specified merchandise is accepted pursuant to the terms of the letter of credit).", "label": "Letter of Credit [Member]", "terseLabel": "Letter of Credit" } } }, "localname": "LetterOfCreditMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LettersOfCreditOutstandingAmount": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The total amount of the contingent obligation under letters of credit outstanding as of the reporting date.", "label": "Letters of Credit Outstanding, Amount", "terseLabel": "Letters of credit issued and outstanding" } } }, "localname": "LettersOfCreditOutstandingAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_Liabilities": { "auth_ref": [ "r15", "r270", "r356", "r418", "r419", "r420", "r421", "r422", "r423", "r424", "r425", "r426", "r602", "r603", "r604", "r628", "r765", "r864", "r923", "r924" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.", "label": "Liabilities", "totalLabel": "Total liabilities" } } }, "localname": "Liabilities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities [Abstract]", "terseLabel": "Liabilities" } } }, "localname": "LiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesAndStockholdersEquity": { "auth_ref": [ "r13", "r198", "r217", "r796", "r830", "r848", "r915" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.", "label": "Liabilities and Equity", "totalLabel": "Total liabilities and stockholders\u2019 equity" } } }, "localname": "LiabilitiesAndStockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities and Equity [Abstract]", "terseLabel": "Liabilities and stockholders\u2019 equity" } } }, "localname": "LiabilitiesAndStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesCurrent": { "auth_ref": [ "r17", "r230", "r270", "r356", "r418", "r419", "r420", "r421", "r422", "r423", "r424", "r425", "r426", "r602", "r603", "r604", "r628", "r796", "r864", "r923", "r924" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 2.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "Liabilities, Current", "totalLabel": "Total current liabilities" } } }, "localname": "LiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrentAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Liabilities, Current [Abstract]", "terseLabel": "Current liabilities:" } } }, "localname": "LiabilitiesCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "stringItemType" }, "us-gaap_LicensingAgreementsMember": { "auth_ref": [ "r165" ], "lang": { "en-us": { "role": { "documentation": "Rights, generally of limited duration, under a license arrangement (for example, to sell or otherwise utilize specified products or processes in a specified territory).", "label": "Licensing Agreements [Member]", "terseLabel": "Software licenses" } } }, "localname": "LicensingAgreementsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LineOfCredit": { "auth_ref": [ "r3", "r197", "r210" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.", "label": "Long-Term Line of Credit", "terseLabel": "Draws on letters of credit" } } }, "localname": "LineOfCredit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebt": { "auth_ref": [ "r3", "r197", "r215", "r440", "r456", "r770", "r771" ], "calculation": { "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.", "label": "Long-Term Debt", "totalLabel": "Net carrying amount" } } }, "localname": "LongTermDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtFairValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The fair value amount of long-term debt whether such amount is presented as a separate caption or as a parenthetical disclosure. Additionally, this element may be used in connection with the fair value disclosures required in the footnote disclosures to the financial statements. The element may be used in both the balance sheet and disclosure in the same submission.", "label": "Long-Term Debt, Fair Value", "terseLabel": "Convertible senior notes value" } } }, "localname": "LongTermDebtFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongtermDebtTypeAxis": { "auth_ref": [ "r20" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-term debt.", "label": "Long-Term Debt, Type [Axis]", "terseLabel": "Long-term Debt, Type [Axis]" } } }, "localname": "LongtermDebtTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LongtermDebtTypeDomain": { "auth_ref": [ "r20", "r117" ], "lang": { "en-us": { "role": { "documentation": "Type of long-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Long-Term Debt, Type [Domain]", "terseLabel": "Long-term Debt, Type [Domain]" } } }, "localname": "LongtermDebtTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LossContingenciesByNatureOfContingencyAxis": { "auth_ref": [ "r113", "r114", "r413", "r414", "r415", "r859", "r860" ], "lang": { "en-us": { "role": { "documentation": "Information by type of existing condition, situation, or set of circumstances involving uncertainty as to possible loss to an enterprise that will ultimately be resolved when one or more future events occur or fail to occur.", "label": "Loss Contingency Nature [Axis]", "terseLabel": "Loss Contingency Nature [Axis]" } } }, "localname": "LossContingenciesByNatureOfContingencyAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LossContingencyNatureDomain": { "auth_ref": [ "r113", "r114", "r413", "r414", "r415", "r859", "r860" ], "lang": { "en-us": { "role": { "documentation": "An existing condition, situation, or set of circumstances involving uncertainty as to possible loss to an enterprise that will ultimately be resolved when one or more future events occur or fail to occur. Resolution of the uncertainty may confirm the incurrence of a loss or impairment of an asset or the incurrence of a liability.", "label": "Loss Contingency, Nature [Domain]", "terseLabel": "Loss Contingency, Nature [Domain]" } } }, "localname": "LossContingencyNatureDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_LossContingencyNumberOfPlaintiffs": { "auth_ref": [ "r859", "r860" ], "lang": { "en-us": { "role": { "documentation": "Number of plaintiffs that have filed claims pertaining to a loss contingency.", "label": "Loss Contingency, Number of Plaintiffs", "terseLabel": "Number of plaintiffs" } } }, "localname": "LossContingencyNumberOfPlaintiffs", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails" ], "xbrltype": "integerItemType" }, "us-gaap_MarketableSecuritiesPolicy": { "auth_ref": [ "r205" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for investment classified as marketable security.", "label": "Marketable Securities, Policy [Policy Text Block]", "terseLabel": "Short-Term Investments" } } }, "localname": "MarketableSecuritiesPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_MoneyMarketFundsMember": { "auth_ref": [ "r870" ], "lang": { "en-us": { "role": { "documentation": "Fund that invests in short-term money-market instruments, for example, but not limited to, commercial paper, banker's acceptances, repurchase agreements, government securities, certificates of deposit, and other highly liquid securities.", "label": "Money Market Funds [Member]", "terseLabel": "Money market funds" } } }, "localname": "MoneyMarketFundsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivities": { "auth_ref": [ "r263" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 2.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.", "label": "Net Cash Provided by (Used in) Financing Activities", "totalLabel": "Net cash provided by financing activities" } } }, "localname": "NetCashProvidedByUsedInFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Financing Activities [Abstract]", "terseLabel": "Cash flows from financing activities:" } } }, "localname": "NetCashProvidedByUsedInFinancingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivities": { "auth_ref": [ "r263" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 3.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.", "label": "Net Cash Provided by (Used in) Investing Activities", "totalLabel": "Net cash used in investing activities" } } }, "localname": "NetCashProvidedByUsedInInvestingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Investing Activities [Abstract]", "terseLabel": "Cash flows from investing activities:" } } }, "localname": "NetCashProvidedByUsedInInvestingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r52", "r54", "r57" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 4.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect", "weight": 1.0 } }, "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.", "label": "Net Cash Provided by (Used in) Operating Activities", "totalLabel": "Net cash provided by operating activities" } } }, "localname": "NetCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Net Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Cash flows from operating activities:" } } }, "localname": "NetCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_NetIncomeLoss": { "auth_ref": [ "r34", "r57", "r203", "r220", "r228", "r247", "r250", "r255", "r270", "r279", "r283", "r284", "r285", "r286", "r289", "r290", "r296", "r320", "r323", "r328", "r331", "r356", "r418", "r419", "r420", "r421", "r422", "r423", "r424", "r425", "r426", "r617", "r628", "r766", "r864" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS": { "order": 1.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 }, "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.", "label": "Net Income (Loss) Attributable to Parent", "terseLabel": "Net loss", "totalLabel": "Net loss" } } }, "localname": "NetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementsOrChangeInAccountingPrincipleLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "New Accounting Pronouncements or Change in Accounting Principle [Line Items]", "terseLabel": "New Accounting Pronouncements or Change in Accounting Principle [Line Items]" } } }, "localname": "NewAccountingPronouncementsOrChangeInAccountingPrincipleLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_NewAccountingPronouncementsOrChangeInAccountingPrincipleTable": { "auth_ref": [ "r66", "r223", "r224", "r225", "r226", "r227", "r278", "r279", "r280", "r281", "r282", "r285", "r291", "r303", "r342", "r343", "r357", "r358", "r359", "r360", "r361", "r362", "r549", "r550", "r551", "r580", "r581", "r582", "r583", "r597", "r598", "r599", "r607", "r608", "r609", "r610", "r611", "r612", "r613", "r614", "r615", "r616", "r617", "r618", "r629", "r630", "r631", "r632", "r633", "r634", "r635", "r636", "r646", "r647", "r651", "r652", "r653", "r654", "r669", "r670", "r671", "r672", "r673", "r674", "r709", "r710", "r711", "r727", "r728", "r729", "r730", "r731", "r732", "r733", "r734", "r735", "r736", "r737", "r738" ], "lang": { "en-us": { "role": { "documentation": "Summarization of the changes in an accounting principle or a new accounting pronouncement, including the line items affected by the change and the financial effects of the change on those particular line items.", "label": "Accounting Standards Update and Change in Accounting Principle [Table]", "terseLabel": "New Accounting Pronouncements or Change in Accounting Principle [Table]" } } }, "localname": "NewAccountingPronouncementsOrChangeInAccountingPrincipleTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_NewAccountingPronouncementsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.", "label": "New Accounting Pronouncements, Policy [Policy Text Block]", "terseLabel": "Recently Adopted Accounting Pronouncements" } } }, "localname": "NewAccountingPronouncementsPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_NonUsMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Countries excluding the United States of America (US).", "label": "Non-US [Member]", "terseLabel": "International" } } }, "localname": "NonUsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NoncashContributionExpense": { "auth_ref": [ "r57" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Noncash charitable contributions made by the entity during the period.", "label": "Noncash Contribution Expense", "terseLabel": "Non-cash charitable contributions" } } }, "localname": "NoncashContributionExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS", "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonmonetaryTransactionTypeAxis": { "auth_ref": [ "r667", "r668", "r788", "r789", "r790", "r791", "r792", "r793", "r794", "r795" ], "lang": { "en-us": { "role": { "documentation": "Information by nature of the nonmonetary transaction or group of similar transactions, such as a barter or exchange.", "label": "Nonmonetary Transaction Type [Axis]", "terseLabel": "Nonmonetary Transaction Type [Axis]" } } }, "localname": "NonmonetaryTransactionTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_NonmonetaryTransactionTypeDomain": { "auth_ref": [ "r667", "r668", "r788", "r789", "r790", "r791", "r792", "r793", "r794", "r795" ], "lang": { "en-us": { "role": { "documentation": "Identifies the nature of the nonmonetary transaction or group of similar transactions, such as a barter or exchange.", "label": "Nonmonetary Transaction Type [Domain]", "terseLabel": "Nonmonetary Transaction Type [Domain]" } } }, "localname": "NonmonetaryTransactionTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_NumberOfOperatingSegments": { "auth_ref": [ "r840" ], "lang": { "en-us": { "role": { "documentation": "Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues.", "label": "Number of Operating Segments", "terseLabel": "Number of operating segments" } } }, "localname": "NumberOfOperatingSegments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/OverviewandBasisofPresentationDetails" ], "xbrltype": "integerItemType" }, "us-gaap_NumberOfReportableSegments": { "auth_ref": [ "r840" ], "lang": { "en-us": { "role": { "documentation": "Number of segments reported by the entity. A reportable segment is a component of an entity for which there is an accounting requirement to report separate financial information on that component in the entity's financial statements.", "label": "Number of Reportable Segments", "terseLabel": "Number of reportable segments" } } }, "localname": "NumberOfReportableSegments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/OverviewandBasisofPresentationDetails" ], "xbrltype": "integerItemType" }, "us-gaap_OperatingExpenses": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 1.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense.", "label": "Operating Expenses", "totalLabel": "Total operating expenses" } } }, "localname": "OperatingExpenses", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Operating Expenses [Abstract]", "terseLabel": "Operating expenses" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingIncomeLoss": { "auth_ref": [ "r320", "r323", "r328", "r331", "r766" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 1.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The net result for the period of deducting operating expenses from operating revenues.", "label": "Operating Income (Loss)", "totalLabel": "Operating loss" } } }, "localname": "OperatingIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseCost": { "auth_ref": [ "r660", "r787" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of single lease cost, calculated by allocation of remaining cost of lease over remaining lease term. Includes, but is not limited to, single lease cost, after impairment of right-of-use asset, calculated by amortization of remaining right-of-use asset and accretion of lease liability.", "label": "Operating Lease, Cost", "terseLabel": "Operating lease costs" } } }, "localname": "OperatingLeaseCost", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofOperatingLeaseCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiability": { "auth_ref": [ "r656" ], "calculation": { "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails": { "order": 3.0, "parentTag": "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease.", "label": "Operating Lease, Liability", "terseLabel": "Operating lease liability" } } }, "localname": "OperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesScheduleofMaturitiesofOperatingLeasesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrent": { "auth_ref": [ "r656" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails": { "order": 4.0, "parentTag": "us-gaap_OtherLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as current.", "label": "Operating Lease, Liability, Current", "verboseLabel": "Operating lease liabilities" } } }, "localname": "OperatingLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrentStatementOfFinancialPositionExtensibleList": { "auth_ref": [ "r657" ], "lang": { "en-us": { "role": { "documentation": "Indicates line item in statement of financial position that includes current operating lease liability.", "label": "Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]", "terseLabel": "Operating lease liability, current, statement of financial position" } } }, "localname": "OperatingLeaseLiabilityCurrentStatementOfFinancialPositionExtensibleList", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails" ], "xbrltype": "enumerationSetItemType" }, "us-gaap_OperatingLeaseLiabilityNoncurrent": { "auth_ref": [ "r656" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 1.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent.", "label": "Operating Lease, Liability, Noncurrent", "terseLabel": "Operating lease liabilities, noncurrent" } } }, "localname": "OperatingLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeasePayments": { "auth_ref": [ "r658", "r661" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow from operating lease, excluding payments to bring another asset to condition and location necessary for its intended use.", "label": "Operating Lease, Payments", "terseLabel": "Operating lease payments" } } }, "localname": "OperatingLeasePayments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseRightOfUseAsset": { "auth_ref": [ "r655" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 7.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of lessee's right to use underlying asset under operating lease.", "label": "Operating Lease, Right-of-Use Asset", "terseLabel": "Operating lease right-of-use assets" } } }, "localname": "OperatingLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseWeightedAverageDiscountRatePercent": { "auth_ref": [ "r664", "r787" ], "lang": { "en-us": { "role": { "documentation": "Weighted average discount rate for operating lease calculated at point in time.", "label": "Operating Lease, Weighted Average Discount Rate, Percent", "terseLabel": "Weighted average discount rate" } } }, "localname": "OperatingLeaseWeightedAverageDiscountRatePercent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_OperatingLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r663", "r787" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining lease term for operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Operating Lease, Weighted Average Remaining Lease Term", "terseLabel": "Weighted average remaining lease term" } } }, "localname": "OperatingLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_OperatingLossCarryforwards": { "auth_ref": [ "r154" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Operating Loss Carryforwards", "terseLabel": "Operating loss carryforwards" } } }, "localname": "OperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Organization, Consolidation and Presentation of Financial Statements [Abstract]", "terseLabel": "Organization, Consolidation and Presentation of Financial Statements [Abstract]" } } }, "localname": "OrganizationConsolidationAndPresentationOfFinancialStatementsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock": { "auth_ref": [ "r0", "r178" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.", "label": "Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]", "terseLabel": "Overview and Basis of Presentation" } } }, "localname": "OrganizationConsolidationAndPresentationOfFinancialStatementsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/OverviewandBasisofPresentation" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherAssetsNoncurrent": { "auth_ref": [ "r236" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 6.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncurrent assets classified as other.", "label": "Other Assets, Noncurrent", "terseLabel": "Other assets" } } }, "localname": "OtherAssetsNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherCommitmentsLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Other Commitments [Line Items]", "terseLabel": "Other Commitments [Line Items]" } } }, "localname": "OtherCommitmentsLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails", "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OtherCommitmentsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about obligations resulting from other commitments.", "label": "Other Commitments [Table]", "terseLabel": "Other Commitments [Table]" } } }, "localname": "OtherCommitmentsTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails", "http://www.okta.com/role/LeasesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_OtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax": { "auth_ref": [ "r244", "r245", "r246" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS": { "order": 1.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, after tax and adjustment, of unrealized gain (loss) on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale) and unrealized gain (loss) on investment in debt security measured at amortized cost (held-to-maturity) from transfer to available-for-sale.", "label": "OCI, Debt Securities, Available-for-Sale, Gain (Loss), after Adjustment and Tax", "terseLabel": "Net change in unrealized gains or losses on available-for-sale securities" } } }, "localname": "OtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax": { "auth_ref": [ "r26" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS": { "order": 2.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.", "label": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax", "terseLabel": "Foreign currency translation adjustments" } } }, "localname": "OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r32", "r127", "r248", "r251", "r257", "r638", "r643", "r644", "r714", "r722", "r820", "r821" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS": { "order": 2.0, "parentTag": "us-gaap_ComprehensiveIncomeNetOfTax", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax and reclassification adjustments of other comprehensive income (loss).", "label": "Other Comprehensive Income (Loss), Net of Tax", "totalLabel": "Other comprehensive income (loss)" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCOMPREHENSIVELOSS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent": { "auth_ref": [ "r173", "r174", "r176", "r248", "r251" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount after tax of other comprehensive income (loss) attributable to parent entity.", "label": "Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent", "terseLabel": "Other comprehensive income" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherCurrentLiabilitiesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of other current liabilities.", "label": "Other Current Liabilities [Table Text Block]", "terseLabel": "Schedule of Accrued Expenses and Other Current Liabilities" } } }, "localname": "OtherCurrentLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherLiabilitiesCurrent": { "auth_ref": [ "r16", "r796" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due within one year or the normal operating cycle, if longer.", "label": "Other Liabilities, Current", "terseLabel": "Accrued expenses and other current liabilities", "totalLabel": "Accrued expenses and other current liabilities" } } }, "localname": "OtherLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLiabilitiesNoncurrent": { "auth_ref": [ "r21" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 3.0, "parentTag": "us-gaap_Liabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of liabilities classified as other, due after one year or the normal operating cycle, if longer.", "label": "Other Liabilities, Noncurrent", "terseLabel": "Other liabilities, noncurrent", "totalLabel": "Other liabilities, noncurrent" } } }, "localname": "OtherLiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNoncashIncomeExpense": { "auth_ref": [ "r57" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (expense) included in net income that results in no cash inflow (outflow), classified as other.", "label": "Other Noncash Income (Expense)", "negatedTerseLabel": "Other, net" } } }, "localname": "OtherNoncashIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNoncurrentLiabilitiesTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of other noncurrent liabilities.", "label": "Other Noncurrent Liabilities [Table Text Block]", "terseLabel": "Schedule of Other Liabilities, noncurrent" } } }, "localname": "OtherNoncurrentLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_OtherNonoperatingIncomeExpense": { "auth_ref": [ "r43" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 2.0, "parentTag": "okta_InterestExpenseAndOtherNonoperatingIncomeExpense", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of income (expense) related to nonoperating activities, classified as other.", "label": "Other Nonoperating Income (Expense)", "terseLabel": "Interest income and other, net" } } }, "localname": "OtherNonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherSundryLiabilitiesCurrent": { "auth_ref": [ "r16", "r116" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails": { "order": 3.0, "parentTag": "us-gaap_OtherLiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Obligations not otherwise itemized or categorized in the footnotes to the financial statements that are due within one year or operating cycle, if longer, from the balance sheet date.", "label": "Other Sundry Liabilities, Current", "terseLabel": "Other" } } }, "localname": "OtherSundryLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofAccruedExpensesandOtherCurrentLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherSundryLiabilitiesNoncurrent": { "auth_ref": [ "r4", "r196", "r214" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails": { "order": 2.0, "parentTag": "us-gaap_OtherLiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Obligations not otherwise itemized or categorized in the footnotes to the financial statements that are expected to be paid after one year (or the normal operating cycle, if longer), from the balance sheet date.", "label": "Other Sundry Liabilities, Noncurrent", "terseLabel": "Other" } } }, "localname": "OtherSundryLiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsScheduleofOtherLiabilitiesNoncurrentDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherThanTemporaryImpairmentLossDebtSecuritiesAvailableForSale": { "auth_ref": [ "r344" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of other-than-temporary impairment (OTTI) on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale), recognized in earnings and other comprehensive loss (OCI).", "label": "Other-than-temporary Impairment Loss, Debt Securities, Available-for-Sale", "terseLabel": "Other-than-temporary impairment short term investment" } } }, "localname": "OtherThanTemporaryImpairmentLossDebtSecuritiesAvailableForSale", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForRepurchaseOfWarrants": { "auth_ref": [ "r51" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The aggregate amount paid by the entity to reacquire the right to purchase equity shares at a predetermined price, usually issued together with corporate debt.", "label": "Payments for Repurchase of Warrants", "negatedTerseLabel": "Payments for warrants related to convertible senior notes" } } }, "localname": "PaymentsForRepurchaseOfWarrants", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForRestructuring": { "auth_ref": [ "r400", "r824" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash payments made as the result of exit or disposal activities. Excludes payments associated with a discontinued operation or an asset retirement obligation.", "label": "Payments for Restructuring", "negatedTerseLabel": "Cash payments" } } }, "localname": "PaymentsForRestructuring", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForSoftware": { "auth_ref": [ "r48" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the development, modification or acquisition of software programs or applications for internal use (that is, not to be sold, leased or otherwise marketed to others) that qualify for capitalization.", "label": "Payments for Software", "negatedLabel": "Capitalization of internal-use software costs" } } }, "localname": "PaymentsForSoftware", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireAvailableForSaleSecuritiesDebt": { "auth_ref": [ "r46", "r80", "r260" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of cash outflow to acquire investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Payments to Acquire Debt Securities, Available-for-Sale", "negatedTerseLabel": "Purchases of securities available for sale and other" } } }, "localname": "PaymentsToAcquireAvailableForSaleSecuritiesDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesGross": { "auth_ref": [ "r47", "r600" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of business during the period. The cash portion only of the acquisition price.", "label": "Payments to Acquire Businesses, Gross", "verboseLabel": "Cash consideration" } } }, "localname": "PaymentsToAcquireBusinessesGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesNetOfCashAcquired": { "auth_ref": [ "r47" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of a business, net of the cash acquired from the purchase.", "label": "Payments to Acquire Businesses, Net of Cash Acquired", "negatedTerseLabel": "Payments for business acquisitions, net of cash acquired" } } }, "localname": "PaymentsToAcquireBusinessesNetOfCashAcquired", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireIntangibleAssets": { "auth_ref": [ "r48" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow to acquire asset without physical form usually arising from contractual or other legal rights, excluding goodwill.", "label": "Payments to Acquire Intangible Assets", "negatedTerseLabel": "Purchase of intangible assets" } } }, "localname": "PaymentsToAcquireIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquirePropertyPlantAndEquipment": { "auth_ref": [ "r48" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.", "label": "Payments to Acquire Property, Plant, and Equipment", "negatedTerseLabel": "Purchases of property and equipment" } } }, "localname": "PaymentsToAcquirePropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PlanNameAxis": { "auth_ref": [ "r871", "r872", "r873", "r874", "r875", "r876", "r877", "r878", "r879", "r880", "r881", "r882", "r883", "r884", "r885", "r886", "r887", "r888", "r889", "r890", "r891", "r892", "r893", "r894", "r895", "r896" ], "lang": { "en-us": { "role": { "documentation": "Information by plan name for share-based payment arrangement.", "label": "Plan Name [Axis]", "terseLabel": "Plan Name [Axis]" } } }, "localname": "PlanNameAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PlanNameDomain": { "auth_ref": [ "r871", "r872", "r873", "r874", "r875", "r876", "r877", "r878", "r879", "r880", "r881", "r882", "r883", "r884", "r885", "r886", "r887", "r888", "r889", "r890", "r891", "r892", "r893", "r894", "r895", "r896" ], "lang": { "en-us": { "role": { "documentation": "Plan name for share-based payment arrangement.", "label": "Plan Name [Domain]", "terseLabel": "Plan Name [Domain]" } } }, "localname": "PlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PortionAtFairValueFairValueDisclosureMember": { "auth_ref": [ "r626" ], "lang": { "en-us": { "role": { "documentation": "Measured at fair value for financial reporting purposes.", "label": "Portion at Fair Value Measurement [Member]", "terseLabel": "Portion at Fair Value Measurement [Member]" } } }, "localname": "PortionAtFairValueFairValueDisclosureMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PreferredStockParOrStatedValuePerShare": { "auth_ref": [ "r7", "r459" ], "lang": { "en-us": { "role": { "documentation": "Face amount or stated value per share of preferred stock nonredeemable or redeemable solely at the option of the issuer.", "label": "Preferred Stock, Par or Stated Value Per Share", "terseLabel": "Preferred stock, par value (in dollars per share)" } } }, "localname": "PreferredStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_PreferredStockSharesAuthorized": { "auth_ref": [ "r7" ], "lang": { "en-us": { "role": { "documentation": "The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.", "label": "Preferred Stock, Shares Authorized", "terseLabel": "Preferred stock, authorized (in shares)" } } }, "localname": "PreferredStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesIssued": { "auth_ref": [ "r7", "r459" ], "lang": { "en-us": { "role": { "documentation": "Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.", "label": "Preferred Stock, Shares Issued", "terseLabel": "Preferred stock, issued (in shares)" } } }, "localname": "PreferredStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesOutstanding": { "auth_ref": [ "r7" ], "lang": { "en-us": { "role": { "documentation": "Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased.", "label": "Preferred Stock, Shares Outstanding", "terseLabel": "Preferred stock, outstanding (in shares)" } } }, "localname": "PreferredStockSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockValue": { "auth_ref": [ "r7", "r796" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 1.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Preferred Stock, Value, Issued", "terseLabel": "Preferred stock" } } }, "localname": "PreferredStockValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidExpenseAndOtherAssetsCurrent": { "auth_ref": [ "r818" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 5.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer.", "label": "Prepaid Expense and Other Assets, Current", "terseLabel": "Prepaid expenses and other current assets" } } }, "localname": "PrepaidExpenseAndOtherAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PriorPeriodReclassificationAdjustmentDescription": { "auth_ref": [ "r814" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for reclassification affecting comparability of financial statement. Excludes amendment to accounting standards, other change in accounting principle, and correction of error.", "label": "Reclassification, Comparability Adjustment [Policy Text Block]", "terseLabel": "Reclassifications" } } }, "localname": "PriorPeriodReclassificationAdjustmentDescription", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ProceedsFromConvertibleDebt": { "auth_ref": [ "r50" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from the issuance of a long-term debt instrument which can be exchanged for a specified amount of another security, typically the entity's common stock, at the option of the issuer or the holder.", "label": "Proceeds from Convertible Debt", "terseLabel": "Proceeds from issuance of convertible senior notes, net of issuance costs" } } }, "localname": "ProceedsFromConvertibleDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromHedgeFinancingActivities": { "auth_ref": [ "r265", "r823" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The cash inflow from a financial contract that meets the hedge criteria as either cash flow hedge, fair value hedge or hedge of net investment in foreign operations.", "label": "Proceeds from Hedge, Financing Activities", "terseLabel": "Proceeds from hedges related to convertible senior notes" } } }, "localname": "ProceedsFromHedgeFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfSharesUnderIncentiveAndShareBasedCompensationPlans": { "auth_ref": [ "r49", "r145" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow from issuance of shares under share-based payment arrangement. Excludes option exercised.", "label": "Proceeds, Issuance of Shares, Share-Based Payment Arrangement, Excluding Option Exercised", "terseLabel": "Proceeds from shares issued in connection with employee stock purchase plan" } } }, "localname": "ProceedsFromIssuanceOfSharesUnderIncentiveAndShareBasedCompensationPlans", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromMaturitiesPrepaymentsAndCallsOfAvailableForSaleSecurities": { "auth_ref": [ "r80", "r260", "r261" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow from maturity, prepayment and call of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Proceeds from Maturities, Prepayments and Calls of Debt Securities, Available-for-Sale", "terseLabel": "Proceeds from maturities and redemption of securities available for sale" } } }, "localname": "ProceedsFromMaturitiesPrepaymentsAndCallsOfAvailableForSaleSecurities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromSaleOfAvailableForSaleSecuritiesDebt": { "auth_ref": [ "r45", "r80", "r260" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow from sale of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "Proceeds from Sale of Debt Securities, Available-for-Sale", "terseLabel": "Proceeds from sales of securities available for sale and other" } } }, "localname": "ProceedsFromSaleOfAvailableForSaleSecuritiesDebt", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromStockOptionsExercised": { "auth_ref": [ "r49", "r145" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash inflow from exercise of option under share-based payment arrangement.", "label": "Proceeds from Stock Options Exercised", "terseLabel": "Proceeds from stock option exercises, net of repurchases" } } }, "localname": "ProceedsFromStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentByTypeAxis": { "auth_ref": [ "r103" ], "lang": { "en-us": { "role": { "documentation": "Information by type of long-lived, physical assets used to produce goods and services and not intended for resale.", "label": "Long-Lived Tangible Asset [Axis]", "terseLabel": "Property, Plant and Equipment, Type [Axis]" } } }, "localname": "PropertyPlantAndEquipmentByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentGross": { "auth_ref": [ "r101", "r232" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails": { "order": 1.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Gross", "terseLabel": "Property and equipment, gross" } } }, "localname": "PropertyPlantAndEquipmentGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Property, Plant and Equipment [Line Items]", "terseLabel": "Property, Plant and Equipment [Line Items]" } } }, "localname": "PropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentNet": { "auth_ref": [ "r103", "r218", "r720", "r796" ], "calculation": { "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails": { "order": null, "parentTag": null, "root": true, "weight": null }, "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 2.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Net", "terseLabel": "Property and equipment, net", "totalLabel": "Property and equipment, net" } } }, "localname": "PropertyPlantAndEquipmentNet", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentPolicyTextBlock": { "auth_ref": [ "r103", "r746", "r747" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for long-lived, physical asset used in normal conduct of business and not intended for resale. Includes, but is not limited to, work of art, historical treasure, and similar asset classified as collections.", "label": "Property, Plant and Equipment, Policy [Policy Text Block]", "terseLabel": "Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r103" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table Text Block]", "terseLabel": "Schedule of Property and Equipment, net", "verboseLabel": "Schedule of Property Plant and Equipment Estimated Useful Life" } } }, "localname": "PropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsTables", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTypeDomain": { "auth_ref": [ "r101" ], "lang": { "en-us": { "role": { "documentation": "Listing of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software.", "label": "Long-Lived Tangible Asset [Domain]", "terseLabel": "Property, Plant and Equipment, Type [Domain]" } } }, "localname": "PropertyPlantAndEquipmentTypeDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_PropertyPlantAndEquipmentUsefulLife": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Useful life of long lived, physical assets used in the normal conduct of business and not intended for resale, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days. Examples include, but not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment.", "label": "Property, Plant and Equipment, Useful Life", "terseLabel": "Property and equipment, useful life" } } }, "localname": "PropertyPlantAndEquipmentUsefulLife", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ReceivablesPolicyTextBlock": { "auth_ref": [ "r841", "r842", "r843", "r844" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for receivable. Includes, but is not limited to, accounts receivable and financing receivable.", "label": "Receivable [Policy Text Block]", "terseLabel": "Accounts Receivable and Allowances" } } }, "localname": "ReceivablesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]", "terseLabel": "Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]" } } }, "localname": "ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ResearchAndDevelopmentExpense": { "auth_ref": [ "r148", "r222", "r931" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 4.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use.", "label": "Research and Development Expense", "terseLabel": "Research and development" } } }, "localname": "ResearchAndDevelopmentExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ResearchAndDevelopmentExpenseMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption in which the reported facts about research and development expense have been included.", "label": "Research and Development Expense [Member]", "terseLabel": "Research and development" } } }, "localname": "ResearchAndDevelopmentExpenseMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ResearchAndDevelopmentExpensePolicy": { "auth_ref": [ "r148" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for costs it has incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process.", "label": "Research and Development Expense, Policy [Policy Text Block]", "terseLabel": "Research and Development" } } }, "localname": "ResearchAndDevelopmentExpensePolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ResearchMember": { "auth_ref": [ "r155" ], "lang": { "en-us": { "role": { "documentation": "Research tax credit carryforwards arising from certain qualifying expenditures incurred to develop new products and processes.", "label": "Research Tax Credit Carryforward [Member]", "terseLabel": "Research Tax Credit Carryforward" } } }, "localname": "ResearchMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestrictedCashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r58", "r64", "r231" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 2.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents restricted as to withdrawal or usage, classified as current. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Restricted Cash and Cash Equivalents, Current", "terseLabel": "Restricted cash, current included in prepaid expenses and other current assets" } } }, "localname": "RestrictedCashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedCashAndCashEquivalentsCashAndCashEquivalentsMember": { "auth_ref": [ "r231" ], "lang": { "en-us": { "role": { "documentation": "Type of cash and cash equivalent. Cash is currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Cash and Cash Equivalents [Domain]", "terseLabel": "Cash and Cash Equivalents [Domain]" } } }, "localname": "RestrictedCashAndCashEquivalentsCashAndCashEquivalentsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestrictedCashAndCashEquivalentsNoncurrent": { "auth_ref": [ "r58", "r64", "r743" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 3.0, "parentTag": "us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash and cash equivalents restricted as to withdrawal or usage, classified as noncurrent. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits. Cash equivalents include, but are not limited to, short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates.", "label": "Restricted Cash and Cash Equivalents, Noncurrent", "terseLabel": "Restricted cash, noncurrent included in other assets" } } }, "localname": "RestrictedCashAndCashEquivalentsNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedCashNoncurrent": { "auth_ref": [ "r743", "r815", "r827" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of cash restricted as to withdrawal or usage, classified as noncurrent. Cash includes, but is not limited to, currency on hand, demand deposits with banks or financial institutions, and other accounts with general characteristics of demand deposits.", "label": "Restricted Cash, Noncurrent", "terseLabel": "Noncurrent portion of restricted cash" } } }, "localname": "RestrictedCashNoncurrent", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommitmentsandContingenciesDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestrictedStockMember": { "auth_ref": [ "r68" ], "lang": { "en-us": { "role": { "documentation": "Stock including a provision that prohibits sale or substantive sale of an equity instrument for a specified period of time or until specified performance conditions are met.", "label": "Restricted Stock [Member]", "terseLabel": "Unvested restricted stock awards issued and outstanding", "verboseLabel": "Restricted stock awards" } } }, "localname": "RestrictedStockMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestrictedStockUnitsRSUMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Share instrument which is convertible to stock or an equivalent amount of cash, after a specified period of time or when specified performance conditions are met.", "label": "Restricted Stock Units (RSUs) [Member]", "terseLabel": "RSUs", "verboseLabel": "Unvested RSUs issued and outstanding" } } }, "localname": "RestrictedStockUnitsRSUMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestructuringAndRelatedActivitiesAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Restructuring and Related Activities [Abstract]" } } }, "localname": "RestructuringAndRelatedActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_RestructuringAndRelatedActivitiesDisclosureTextBlock": { "auth_ref": [ "r398", "r400", "r403", "r409", "r410" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.", "label": "Restructuring and Related Activities Disclosure [Text Block]", "terseLabel": "Restructuring and Other Charges" } } }, "localname": "RestructuringAndRelatedActivitiesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherCharges" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestructuringAndRelatedCostExpectedCost1": { "auth_ref": [ "r399", "r402", "r406", "r408" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount expected to be recognized in earnings for the specified restructuring cost.", "label": "Restructuring and Related Cost, Expected Cost", "terseLabel": "Expected restructuring costs" } } }, "localname": "RestructuringAndRelatedCostExpectedCost1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringAndRelatedCostExpectedNumberOfPositionsEliminated": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The expected number of positions to be eliminated as a result of restructuring activities.", "label": "Restructuring and Related Cost, Expected Number of Positions Eliminated", "terseLabel": "Restructuring cost, number of positions eliminated" } } }, "localname": "RestructuringAndRelatedCostExpectedNumberOfPositionsEliminated", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails" ], "xbrltype": "integerItemType" }, "us-gaap_RestructuringCharges": { "auth_ref": [ "r56", "r404", "r406", "r858" ], "calculation": { "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails": { "order": 1.0, "parentTag": "us-gaap_RestructuringSettlementAndImpairmentProvisions", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of expenses associated with exit or disposal activities pursuant to an authorized plan. Excludes expenses related to a discontinued operation or an asset retirement obligation.", "label": "Restructuring Charges", "terseLabel": "Severance and termination benefit costs" } } }, "localname": "RestructuringCharges", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringCostAndReserveAxis": { "auth_ref": [ "r399", "r400", "r406", "r407" ], "lang": { "en-us": { "role": { "documentation": "Information by type of restructuring cost.", "label": "Restructuring Type [Axis]", "terseLabel": "Restructuring Type [Axis]" } } }, "localname": "RestructuringCostAndReserveAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringCostAndReserveLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Restructuring Cost and Reserve [Line Items]", "terseLabel": "Restructuring Cost and Reserve [Line Items]" } } }, "localname": "RestructuringCostAndReserveLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails", "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringPlanAxis": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Information by individual restructuring plan.", "label": "Restructuring Plan [Axis]", "terseLabel": "Restructuring Plan [Axis]" } } }, "localname": "RestructuringPlanAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails", "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringPlanDomain": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Identification of the individual restructuring plans.", "label": "Restructuring Plan [Domain]", "terseLabel": "Restructuring Plan [Domain]" } } }, "localname": "RestructuringPlanDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails", "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RestructuringReserve": { "auth_ref": [ "r400", "r405" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Carrying amount (including both current and noncurrent portions of the accrual) as of the balance sheet date pertaining to a specified type of cost associated with exit from or disposal of business activities or restructuring pursuant to a duly authorized plan.", "label": "Restructuring Reserve", "periodEndLabel": "Balance as of January 31, 2023", "periodStartLabel": "Balance as of January 31, 2022" } } }, "localname": "RestructuringReserve", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Restructuring Reserve [Roll Forward]", "terseLabel": "Restructuring Reserve [Roll Forward]" } } }, "localname": "RestructuringReserveRollForward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringSettlementAndImpairmentProvisions": { "auth_ref": [ "r39" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 1.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 }, "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of restructuring charges, remediation cost, and asset impairment loss.", "label": "Restructuring, Settlement and Impairment Provisions", "terseLabel": "Restructuring and other charges", "totalLabel": "Total" } } }, "localname": "RestructuringSettlementAndImpairmentProvisions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsAccumulatedDeficit": { "auth_ref": [ "r10", "r135", "r216", "r733", "r738", "r796" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 5.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings (Accumulated Deficit)", "terseLabel": "Accumulated deficit" } } }, "localname": "RetainedEarningsAccumulatedDeficit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsMember": { "auth_ref": [ "r225", "r275", "r276", "r277", "r280", "r288", "r290", "r360", "r549", "r550", "r551", "r582", "r583", "r615", "r729", "r731" ], "lang": { "en-us": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings [Member]", "terseLabel": "Accumulated Deficit" } } }, "localname": "RetainedEarningsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Revenue from Contract with Customer [Abstract]", "terseLabel": "Revenue" } } }, "localname": "RevenueFromContractWithCustomerAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueFromContractWithCustomerExcludingAssessedTax": { "auth_ref": [ "r316", "r317", "r322", "r326", "r327", "r333", "r334", "r337", "r497", "r498", "r707" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 1.0, "parentTag": "us-gaap_GrossProfit", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.", "label": "Revenue from Contract with Customer, Excluding Assessed Tax", "terseLabel": "Total revenue" } } }, "localname": "RevenueFromContractWithCustomerExcludingAssessedTax", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/GeographicalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueFromContractWithCustomerPolicyTextBlock": { "auth_ref": [ "r489", "r490", "r491", "r492", "r493", "r494", "r495", "r496", "r502", "r762" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for revenue from contract with customer.", "label": "Revenue from Contract with Customer [Policy Text Block]", "terseLabel": "Revenue Recognition, Deferred Revenue, Remaining Performance Obligations and Cost of Revenue" } } }, "localname": "RevenueFromContractWithCustomerPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueFromContractWithCustomerTextBlock": { "auth_ref": [ "r479", "r480", "r481", "r482", "r483", "r484", "r487", "r488", "r501", "r502" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.", "label": "Revenue from Contract with Customer [Text Block]", "terseLabel": "Deferred Revenue and Performance Obligations" } } }, "localname": "RevenueFromContractWithCustomerTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligations" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueFromExternalCustomersByGeographicAreasTableTextBlock": { "auth_ref": [ "r78" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of revenue from external customers by geographic areas attributed to the entity's country of domicile and to foreign countries from which the entity derives revenue.", "label": "Revenue from External Customers by Geographic Areas [Table Text Block]", "terseLabel": "Schedule of Revenue by Geographic Area" } } }, "localname": "RevenueFromExternalCustomersByGeographicAreasTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueRemainingPerformanceObligation": { "auth_ref": [ "r485" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of transaction price allocated to performance obligation that has not been recognized as revenue.", "label": "Revenue, Remaining Performance Obligation, Amount", "terseLabel": "Revenue from remaining performance obligations" } } }, "localname": "RevenueRemainingPerformanceObligation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1": { "auth_ref": [ "r486" ], "lang": { "en-us": { "role": { "documentation": "Period in which remaining performance obligation is expected to be recognized as revenue, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period", "terseLabel": "Performance obligations expected to be satisfied, expected timing" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis": { "auth_ref": [ "r486" ], "lang": { "en-us": { "role": { "documentation": "Start date of time band for expected timing of satisfaction of remaining performance obligation, in YYYY-MM-DD format.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about expected timing for satisfying remaining performance obligation.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationPercentage": { "auth_ref": [ "r867" ], "lang": { "en-us": { "role": { "documentation": "Percentage of remaining performance obligation to total remaining performance obligation not recognized as revenue.", "label": "Revenue, Remaining Performance Obligation, Percentage", "terseLabel": "Remaining performance obligation, percentage" } } }, "localname": "RevenueRemainingPerformanceObligationPercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability": { "auth_ref": [ "r662", "r787" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in right-of-use asset obtained in exchange for operating lease liability.", "label": "Right-of-Use Asset Obtained in Exchange for Operating Lease Liability", "terseLabel": "Operating lease right-of-use assets exchanged for lease liabilities" } } }, "localname": "RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable": { "auth_ref": [ "r68" ], "lang": { "en-us": { "role": { "documentation": "Schedule for securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by Antidilutive Securities.", "label": "Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table]", "terseLabel": "Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table]" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShareScheduleofPotentiallyDilutiveSecuritiesExcludedfromComputationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock": { "auth_ref": [ "r68" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities.", "label": "Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]", "terseLabel": "Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Per Share" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShareTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTable": { "auth_ref": [ "r161", "r162", "r595" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting each material business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities.", "label": "Schedule of Business Acquisitions, by Acquisition [Table]", "terseLabel": "Schedule of Business Acquisitions, by Acquisition [Table]" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of information pertaining to carrying amount and estimated fair value of short-term and long-term debt instruments or arrangements, including but not limited to, identification of terms, features, and collateral requirements.", "label": "Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block]", "terseLabel": "Schedule of Carrying Amounts and Estimated Fair Values of Convertible Note" } } }, "localname": "ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfCashAndCashEquivalentsTable": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Schedule of cash and cash equivalent balances. This table excludes restricted cash balances.", "label": "Schedule of Cash and Cash Equivalents [Table]", "terseLabel": "Schedule of Cash and Cash Equivalents [Table]" } } }, "localname": "ScheduleOfCashAndCashEquivalentsTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of cash, cash equivalents, and investments.", "label": "Cash, Cash Equivalents and Investments [Table Text Block]", "terseLabel": "Schedule of Amortized Costs, Unrealized Gains and Losses and Estimated Fair Value of Cash Equivalents and Short-term Investments" } } }, "localname": "ScheduleOfCashCashEquivalentsAndShortTermInvestmentsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock": { "auth_ref": [ "r143" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of cost recognized for award under share-based payment arrangement by plan. Includes, but is not limited to, related tax benefit.", "label": "Share-Based Payment Arrangement, Cost by Plan [Table Text Block]", "terseLabel": "Schedule of Stock-based Compensation Expense by Award Type" } } }, "localname": "ScheduleOfCompensationCostForShareBasedPaymentArrangementsAllocationOfShareBasedCompensationCostsByPlanTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock": { "auth_ref": [ "r157" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of income tax expense attributable to continuing operations for each year presented including, but not limited to: current tax expense (benefit), deferred tax expense (benefit), investment tax credits, government grants, the benefits of operating loss carryforwards, tax expense that results from allocating certain tax benefits either directly to contributed capital or to reduce goodwill or other noncurrent intangible assets of an acquired entity, adjustments of a deferred tax liability or asset for enacted changes in tax laws or rates or a change in the tax status of the entity, and adjustments of the beginning-of-the-year balances of a valuation allowance because of a change in circumstances that causes a change in judgment about the realizability of the related deferred tax asset in future years.", "label": "Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]", "terseLabel": "Schedule of Components of Provision for (Benefit from) Income Taxes" } } }, "localname": "ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDebtTableTextBlock": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of information pertaining to short-term and long-debt instruments or arrangements, including but not limited to identification of terms, features, collateral requirements and other information necessary to a fair presentation.", "label": "Schedule of Debt [Table Text Block]", "terseLabel": "Schedule of Interest Expense" } } }, "localname": "ScheduleOfDebtTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock": { "auth_ref": [ "r153" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.", "label": "Schedule of Deferred Tax Assets and Liabilities [Table Text Block]", "terseLabel": "Schedule of Deferred Tax Assets and Liabilities" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock": { "auth_ref": [ "r839" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of an entity's basic and diluted earnings per share calculations, including a reconciliation of numerators and denominators of the basic and diluted per-share computations for income from continuing operations.", "label": "Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]", "terseLabel": "Schedule of Basic and Diluted Net Loss Per Share" } } }, "localname": "ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/NetLossPerShareTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock": { "auth_ref": [ "r150" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]", "terseLabel": "Schedule of Effective Income Tax Rate Reconciliation" } } }, "localname": "ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock": { "auth_ref": [ "r143" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of allocation of amount expensed and capitalized for award under share-based payment arrangement to statement of income or comprehensive income and statement of financial position. Includes, but is not limited to, corresponding line item in financial statement.", "label": "Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]", "terseLabel": "Schedule of Stock-based Compensation Expense by Statement of Operations Location" } } }, "localname": "ScheduleOfEmployeeServiceShareBasedCompensationAllocationOfRecognizedPeriodCostsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock": { "auth_ref": [ "r619", "r620" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of assets and liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3).", "label": "Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]", "terseLabel": "Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis" } } }, "localname": "ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/FairValueMeasurementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTable": { "auth_ref": [ "r91", "r95", "r708" ], "lang": { "en-us": { "role": { "documentation": "Schedule of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Schedule of Finite-Lived Intangible Assets [Table]", "terseLabel": "Schedule of Finite-Lived Intangible Assets [Table]" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock": { "auth_ref": [ "r91", "r95" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of assets, excluding financial assets and goodwill, lacking physical substance with a finite life, by either major class or business segment.", "label": "Schedule of Finite-Lived Intangible Assets [Table Text Block]", "terseLabel": "Schedule of Intangible Assets, net" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfGoodwillTable": { "auth_ref": [ "r381", "r382", "r383", "r384", "r385", "r386", "r387", "r388", "r389", "r390", "r391", "r768" ], "lang": { "en-us": { "role": { "documentation": "Schedule of goodwill and the changes during the year due to acquisition, sale, impairment or for other reasons.", "label": "Schedule of Goodwill [Table]", "terseLabel": "Schedule of Goodwill [Table]" } } }, "localname": "ScheduleOfGoodwillTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock": { "auth_ref": [ "r831" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of income before income tax between domestic and foreign jurisdictions.", "label": "Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block]", "terseLabel": "Schedule of Domestic and Foreign Components of Pre-tax Loss" } } }, "localname": "ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock": { "auth_ref": [ "r66", "r67", "r70", "r71" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.", "label": "Accounting Standards Update and Change in Accounting Principle [Table Text Block]", "terseLabel": "Schedule of Impact of New Accounting Pronouncements" } } }, "localname": "ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock": { "auth_ref": [ "r138" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the changes in outstanding nonvested restricted stock units.", "label": "Schedule of Nonvested Restricted Stock Units Activity [Table Text Block]", "terseLabel": "Schedule of Nonvested Restricted Stock Units Activity" } } }, "localname": "ScheduleOfNonvestedRestrictedStockUnitsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfPropertyPlantAndEquipmentTable": { "auth_ref": [ "r103" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table]", "terseLabel": "Property, Plant and Equipment [Table]" } } }, "localname": "ScheduleOfPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponentsPropertyandEquipmentNetDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofEstimatedUsefulLivesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRestructuringAndRelatedCostsTable": { "auth_ref": [ "r399", "r400", "r401", "r402", "r406", "r407", "r408" ], "lang": { "en-us": { "role": { "documentation": "Table presenting the description of the restructuring costs, such as the expected cost; the costs incurred during the period; the cumulative costs incurred as of the balance sheet date; the income statement caption within which the restructuring charges recognized for the period are included; and the amount of and periodic changes to an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost by type of restructuring.", "label": "Schedule of Restructuring and Related Costs [Table]", "terseLabel": "Schedule of Restructuring and Related Costs [Table]" } } }, "localname": "ScheduleOfRestructuringAndRelatedCostsTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesNarrativeDetails", "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails", "http://www.okta.com/role/RestructuringandOtherChargesSummaryofRestructuringandOtherChargesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRestructuringAndRelatedCostsTextBlock": { "auth_ref": [ "r105", "r106", "r109" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of costs incurred for restructuring including, but not limited to, exit and disposal activities, remediation, implementation, integration, asset impairment, and charges against earnings from the write-down of assets.", "label": "Restructuring and Related Costs [Table Text Block]", "terseLabel": "Summary of Restructuring and Other Charges" } } }, "localname": "ScheduleOfRestructuringAndRelatedCostsTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfRestructuringReserveByTypeOfCostTextBlock": { "auth_ref": [ "r104", "r110" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost. This element may also include a description of any reversal and other adjustment made during the period to the amount of an accrued liability for restructuring activities. This element may be used to encapsulate the roll forward presentations of an entity's restructuring reserve by type of cost and in total, and explanation of changes that occurred in the period.", "label": "Schedule of Restructuring Reserve by Type of Cost [Table Text Block]", "terseLabel": "Schedule of Restructuring Reserve" } } }, "localname": "ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfSegmentReportingInformationBySegmentTable": { "auth_ref": [ "r75", "r76", "r77", "r88" ], "lang": { "en-us": { "role": { "documentation": "A table disclosing the profit or loss and total assets for each reportable segment of the entity. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.", "label": "Schedule of Segment Reporting Information, by Segment [Table]", "terseLabel": "Schedule of Segment Reporting Information, by Segment [Table]" } } }, "localname": "ScheduleOfSegmentReportingInformationBySegmentTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable": { "auth_ref": [ "r511", "r513", "r515", "r516", "r517", "r519", "r520", "r521", "r522", "r523", "r524", "r525", "r526", "r527", "r528", "r529", "r530", "r531", "r532", "r533", "r534", "r535", "r536", "r539", "r540", "r541", "r542", "r543" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of information about share-based payment arrangement.", "label": "Schedule of Share-Based Compensation Arrangements by Share-Based Payment Award [Table]", "terseLabel": "Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table]" } } }, "localname": "ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock": { "auth_ref": [ "r137", "r139", "r140" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.", "label": "Share-Based Payment Arrangement, Option, Activity [Table Text Block]", "terseLabel": "Schedule of Stock Option Activity" } } }, "localname": "ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedPaymentAwardEmployeeStockPurchasePlanValuationAssumptionsTableTextBlock": { "auth_ref": [ "r142" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the significant assumptions used during the year to estimate the fair value of employee stock purchase plans, including, but not limited to: (a) expected term, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.", "label": "Schedule of Share-Based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block]", "terseLabel": "Schedule of ESPP Black-Scholes Option Pricing Model Estimated Fair Value Assumptions" } } }, "localname": "ScheduleOfShareBasedPaymentAwardEmployeeStockPurchasePlanValuationAssumptionsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock": { "auth_ref": [ "r142" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the significant assumptions used during the year to estimate the fair value of stock options, including, but not limited to: (a) expected term of share options and similar instruments, (b) expected volatility of the entity's shares, (c) expected dividends, (d) risk-free rate(s), and (e) discount for post-vesting restrictions.", "label": "Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]", "terseLabel": "Schedule of Black-Scholes Option Pricing Model Estimated Fair Value Assumptions" } } }, "localname": "ScheduleOfShareBasedPaymentAwardStockOptionsValuationAssumptionsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfStockByClassTable": { "auth_ref": [ "r124", "r125", "r126", "r128", "r129", "r130", "r132", "r133", "r134", "r135", "r238", "r239", "r240", "r306", "r459", "r460", "r461", "r463", "r467", "r472", "r474", "r774", "r812", "r828" ], "lang": { "en-us": { "role": { "documentation": "Schedule detailing information related to equity by class of stock. Class of stock includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. It also includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity.", "label": "Schedule of Stock by Class [Table]", "terseLabel": "Schedule of Stock by Class [Table]" } } }, "localname": "ScheduleOfStockByClassTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock": { "auth_ref": [ "r785", "r903" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the change in unrecognized tax benefits.", "label": "Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block]", "terseLabel": "Schedule of Unrecognized Tax Benefits Roll Forward" } } }, "localname": "ScheduleOfUnrecognizedTaxBenefitsRollForwardTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock": { "auth_ref": [ "r95" ], "lang": { "en-us": { "role": { "documentation": "Tabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets.", "label": "Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]", "terseLabel": "Schedule of Estimated Remaining Amortization Expense for Intangible Assets" } } }, "localname": "ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Segment Reporting [Abstract]" } } }, "localname": "SegmentReportingAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingDisclosureTextBlock": { "auth_ref": [ "r313", "r314", "r315", "r320", "r321", "r325", "r329", "r330", "r331", "r332", "r333", "r336", "r337", "r338" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.", "label": "Segment Reporting Disclosure [Text Block]", "terseLabel": "Geographical Information" } } }, "localname": "SegmentReportingDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformation" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingInformationLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Segment Reporting Information [Line Items]", "terseLabel": "Segment Reporting Information [Line Items]" } } }, "localname": "SegmentReportingInformationLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GeographicalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_SellingAndMarketingExpense": { "auth_ref": [], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS": { "order": 2.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The aggregate total amount of expenses directly related to the marketing or selling of products or services.", "label": "Selling and Marketing Expense", "terseLabel": "Sales and marketing" } } }, "localname": "SellingAndMarketingExpense", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS" ], "xbrltype": "monetaryItemType" }, "us-gaap_SellingAndMarketingExpenseMember": { "auth_ref": [ "r35" ], "lang": { "en-us": { "role": { "documentation": "Primary financial statement caption encompassing selling and marketing expense.", "label": "Selling and Marketing Expense [Member]", "terseLabel": "Sales and marketing" } } }, "localname": "SellingAndMarketingExpenseMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SeniorNotesMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Bond that takes priority over other debt securities sold by the issuer. In the event the issuer goes bankrupt, senior debt holders receive priority for (must receive) repayment prior to (relative to) junior and unsecured (general) creditors.", "label": "Senior Notes [Member]", "terseLabel": "Senior Notes" } } }, "localname": "SeniorNotesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofConvertibleDebtDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetScheduleofInterestExpenseDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofCarryingAmountsandEstimatedFairValuesofConvertibleNoteDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensation": { "auth_ref": [ "r55" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of noncash expense for share-based payment arrangement.", "label": "Share-Based Payment Arrangement, Noncash Expense", "verboseLabel": "Stock-based compensation" } } }, "localname": "ShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardRequisiteServicePeriod1": { "auth_ref": [ "r783" ], "lang": { "en-us": { "role": { "documentation": "Estimated period over which an employee is required to provide service in exchange for the equity-based payment award, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Award Requisite Service Period", "terseLabel": "Requisite service period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardRequisiteServicePeriod1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1": { "auth_ref": [ "r783" ], "lang": { "en-us": { "role": { "documentation": "Period over which grantee's right to exercise award under share-based payment arrangement is no longer contingent on satisfaction of service or performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, combination of market, performance or service condition.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period", "terseLabel": "Vesting period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod": { "auth_ref": [ "r532" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeited in Period", "negatedTerseLabel": "Forfeited during period (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue": { "auth_ref": [ "r532" ], "lang": { "en-us": { "role": { "documentation": "Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value", "terseLabel": "Forfeited during period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod": { "auth_ref": [ "r530" ], "lang": { "en-us": { "role": { "documentation": "The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period", "verboseLabel": "Granted during period (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r530" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value", "terseLabel": "Granted during period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber": { "auth_ref": [ "r527", "r528" ], "lang": { "en-us": { "role": { "documentation": "The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number", "periodEndLabel": "Outstanding at end of period (in shares)", "periodStartLabel": "Outstanding at beginning of period (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedRollForward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue": { "auth_ref": [ "r527", "r528" ], "lang": { "en-us": { "role": { "documentation": "Per share or unit weighted-average fair value of nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value", "periodEndLabel": "Outstanding at end of period (in dollars per share)", "periodStartLabel": "Outstanding at beginning of period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValueRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValueRollForward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod": { "auth_ref": [ "r531" ], "lang": { "en-us": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period", "negatedTerseLabel": "Vested during period (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r531" ], "lang": { "en-us": { "role": { "documentation": "The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value", "terseLabel": "Vested during period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate": { "auth_ref": [ "r541" ], "lang": { "en-us": { "role": { "documentation": "The estimated dividend rate (a percentage of the share price) to be paid (expected dividends) to holders of the underlying shares over the option's term.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Dividend Rate", "terseLabel": "Expected dividend yield" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedDividendRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate": { "auth_ref": [ "r540" ], "lang": { "en-us": { "role": { "documentation": "The estimated measure of the percentage by which a share price is expected to fluctuate during a period. Volatility also may be defined as a probability-weighted measure of the dispersion of returns about the mean. The volatility of a share price is the standard deviation of the continuously compounded rates of return on the share over a specified period. That is the same as the standard deviation of the differences in the natural logarithms of the stock prices plus dividends, if any, over the period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Volatility Rate", "terseLabel": "Expected volatility" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate": { "auth_ref": [ "r542" ], "lang": { "en-us": { "role": { "documentation": "The risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate", "terseLabel": "Risk-free interest rate" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMaximum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The maximum risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum", "terseLabel": "Risk-free interest rate, maximum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMaximum", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMinimum": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "The minimum risk-free interest rate assumption that is used in valuing an option on its own shares.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum", "terseLabel": "Risk-free interest rate, minimum" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRateMinimum", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails" ], "xbrltype": "percentItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award [Line Items]" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyStatementofOperationsLocationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsAdditionalDisclosuresAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract]", "terseLabel": "Additional Disclosures" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsAdditionalDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber": { "auth_ref": [ "r521" ], "lang": { "en-us": { "role": { "documentation": "The number of shares into which fully or partially vested stock options outstanding as of the balance sheet date can be currently converted under the option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number", "terseLabel": "Vested and exercisable, number of options (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice": { "auth_ref": [ "r521" ], "lang": { "en-us": { "role": { "documentation": "The weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price", "terseLabel": "Vested and exercisable, weighted average exercise price (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue": { "auth_ref": [ "r534" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of accumulated difference between fair value of underlying shares on dates of exercise and exercise price on options exercised (or share units converted) into shares.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value", "terseLabel": "Intrinsic value of options exercised" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod": { "auth_ref": [ "r526" ], "lang": { "en-us": { "role": { "documentation": "Number of options or other stock instruments for which the right to exercise has lapsed under the terms of the plan agreements.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period", "negatedTerseLabel": "Number of options, expired (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExpirationsInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod": { "auth_ref": [ "r525" ], "lang": { "en-us": { "role": { "documentation": "The number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Forfeitures in Period", "negatedTerseLabel": "Number of options, forfeited (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross": { "auth_ref": [ "r523" ], "lang": { "en-us": { "role": { "documentation": "Gross number of share options (or share units) granted during the period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross", "terseLabel": "Number of options, granted (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r533" ], "lang": { "en-us": { "role": { "documentation": "The weighted average grant-date fair value of options granted during the reporting period as calculated by applying the disclosed option pricing methodology.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value", "terseLabel": "Weighted average grant date fair value of options granted (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue": { "auth_ref": [ "r144" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value", "terseLabel": "Options outstanding, aggregate intrinsic\u00a0value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber": { "auth_ref": [ "r519", "r520" ], "lang": { "en-us": { "role": { "documentation": "Number of options outstanding, including both vested and non-vested options.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number", "periodEndLabel": "Number of options, outstanding end of period (in shares)", "periodStartLabel": "Number of options, outstanding beginning of period (in shares)", "terseLabel": "Options to purchase common stock outstanding (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingRollForward": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward]", "terseLabel": "Number of Options\u00a0 (in thousands)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingRollForward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r519", "r520" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price", "periodEndLabel": "Options outstanding, weighted average exercise price end of period (in dollars per share)", "periodStartLabel": "Options outstanding, weighted average exercise price beginning of period (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePriceRollforward": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]", "terseLabel": "Weighted- Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePriceRollforward", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAggregateIntrinsicValue": { "auth_ref": [ "r535" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount by which current fair value of underlying stock exceeds exercise price of fully vested and expected to vest options outstanding. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value", "terseLabel": "Vested and expected to vest, aggregate intrinsic value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingAggregateIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber": { "auth_ref": [ "r535" ], "lang": { "en-us": { "role": { "documentation": "Number of fully vested and expected to vest options outstanding that can be converted into shares under option plan. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number", "terseLabel": "Vested and expected to vest, number of options (in shares)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r535" ], "lang": { "en-us": { "role": { "documentation": "Weighted-average exercise price, at which grantee can acquire shares reserved for issuance, for fully vested and expected to vest options outstanding. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price", "terseLabel": "Vested and expected to vest, weighted average exercise price (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardPerShareWeightedAveragePriceOfSharesPurchased": { "auth_ref": [ "r144" ], "lang": { "en-us": { "role": { "documentation": "Per share weighted-average price paid for shares purchased on open market for issuance under share-based payment arrangement.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Per Share Weighted Average Price of Shares Purchased", "terseLabel": "Weighted average price, shares issued under ESPP (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardPerShareWeightedAveragePriceOfSharesPurchased", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesIssuedInPeriod": { "auth_ref": [ "r144" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued under share-based payment arrangement.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period", "terseLabel": "Number of shares issued under ESPP" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardSharesIssuedInPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain": { "auth_ref": [ "r515", "r516", "r517", "r519", "r520", "r521", "r522", "r523", "r524", "r525", "r526", "r527", "r528", "r529", "r530", "r531", "r532", "r533", "r534", "r535", "r536", "r539", "r540", "r541", "r542", "r543" ], "lang": { "en-us": { "role": { "documentation": "Award under share-based payment arrangement.", "label": "Award Type [Domain]", "terseLabel": "Award Type [Domain]" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BusinessCombinationsDetails", "http://www.okta.com/role/CommonStockandStockholdersEquityScheduleofCommonStockReservedforFutureIssuanceDetails", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofRestrictedStockUnitActivityDetails", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockbasedCompensationExpensebyAwardTypeDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r524" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which option holders acquired shares when converting their stock options into shares.", "label": "Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price", "terseLabel": "Options exercised, weighted average exercise price (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r526" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options of the plan that expired.", "label": "Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price", "terseLabel": "Options expired, weighted average exercise price (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExpirationsInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice": { "auth_ref": [ "r525" ], "lang": { "en-us": { "role": { "documentation": "Weighted average price at which grantees could have acquired the underlying shares with respect to stock options that were terminated.", "label": "Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price", "terseLabel": "Options forfeited, weighted average exercise price (in dollars per share)" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsForfeituresInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationAwardTrancheOneMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "First portion of award under share-based payment arrangement differentiated by vesting feature, including, but not limited to, performance measure or service period.", "label": "Share-Based Payment Arrangement, Tranche One [Member]", "terseLabel": "Vesting tranche one" } } }, "localname": "ShareBasedCompensationAwardTrancheOneMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationAwardTrancheThreeMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Third portion of award under share-based payment arrangement differentiated by vesting feature, including, but not limited to, performance measure or service period.", "label": "Share-Based Payment Arrangement, Tranche Three [Member]", "terseLabel": "Vesting tranche one" } } }, "localname": "ShareBasedCompensationAwardTrancheThreeMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationAwardTrancheTwoMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Second portion of award under share-based payment arrangement differentiated by vesting feature, including, but not limited to, performance measure or service period.", "label": "Share-Based Payment Arrangement, Tranche Two [Member]", "terseLabel": "Vesting tranche one" } } }, "localname": "ShareBasedCompensationAwardTrancheTwoMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationOptionAndIncentivePlansPolicy": { "auth_ref": [ "r518", "r537", "r538", "r539", "r540", "r543", "r552", "r553" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.", "label": "Share-Based Payment Arrangement [Policy Text Block]", "terseLabel": "Stock-Based Compensation" } } }, "localname": "ShareBasedCompensationOptionAndIncentivePlansPolicy", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage": { "auth_ref": [ "r871" ], "lang": { "en-us": { "role": { "documentation": "Percentage of vesting of award under share-based payment arrangement.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage", "terseLabel": "Vesting percentage earned by employees after each completed year of service" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardAwardVestingRightsPercentage", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "percentItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueVested": { "auth_ref": [], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Intrinsic value of vested award under share-based payment arrangement. Excludes share and unit options.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Vested", "terseLabel": "Fair value of units vested" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardEquityInstrumentsOtherThanOptionsAggregateIntrinsicValueVested", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod": { "auth_ref": [ "r784" ], "lang": { "en-us": { "role": { "documentation": "Period from grant date that an equity-based award expires, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period", "terseLabel": "Expiration period (years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardExpirationPeriod", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1": { "auth_ref": [ "r539" ], "lang": { "en-us": { "role": { "documentation": "Expected term of award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Expected Term", "terseLabel": "Expected term (in years)" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofEstimatedFairValueAssumptionsDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1": { "auth_ref": [ "r144" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Intrinsic Value", "terseLabel": "Vested and exercisable, aggregate intrinsic value" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r144" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term", "terseLabel": "Vested and exercisable, weighted average remaining contractual term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2": { "auth_ref": [ "r141" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for option awards outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term", "terseLabel": "Options outstanding, weighted average remaining contractual term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r535" ], "lang": { "en-us": { "role": { "documentation": "Weighted average remaining contractual term for fully vested and expected to vest options outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, unvested options for which requisite service period has not been rendered but that are expected to vest based on achievement of performance condition, if forfeitures are recognized when they occur.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term", "terseLabel": "Vested and expected to vest, weighted average remaining contractual term" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedAndExpectedToVestOutstandingWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedInPeriodFairValue1": { "auth_ref": [ "r534" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Fair value of options vested. Excludes equity instruments other than options, for example, but not limited to, share units, stock appreciation rights, restricted stock.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value", "terseLabel": "Grant date fair value of vested stock options" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsVestedInPeriodFairValue1", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharesOutstanding": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued which are neither cancelled nor held in the treasury.", "label": "Shares, Outstanding", "periodEndLabel": "Ending balance (in shares)", "periodStartLabel": "Beginning balance (in shares)" } } }, "localname": "SharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "us-gaap_ShortTermInvestments": { "auth_ref": [ "r199", "r200", "r211", "r817" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 2.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of investments including trading securities, available-for-sale securities, held-to-maturity securities, and short-term investments classified as other and current.", "label": "Short-Term Investments", "terseLabel": "Short-term investments" } } }, "localname": "ShortTermInvestments", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShortTermInvestmentsMember": { "auth_ref": [ "r739", "r740", "r741", "r800" ], "lang": { "en-us": { "role": { "documentation": "Investments which are not otherwise included in another category or item that the entity has the intent to sell or dispose of within one year from the date of the balance sheet.", "label": "Short-Term Investments [Member]", "terseLabel": "Short-term Investments" } } }, "localname": "ShortTermInvestmentsMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofContractualMaturitiesofShorttermInvestmentsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SignificantAccountingPoliciesTextBlock": { "auth_ref": [ "r65", "r267" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for all significant accounting policies of the reporting entity.", "label": "Significant Accounting Policies [Text Block]", "terseLabel": "Summary of Significant Accounting Policies" } } }, "localname": "SignificantAccountingPoliciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SignificantChangeInUnrecognizedTaxBenefitsIsReasonablyPossibleAmountOfUnrecordedBenefit": { "auth_ref": [ "r151" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The amount of the unrecognized tax benefit of a position taken for which it is reasonably possible that the total amount thereof will significantly increase or decrease within twelve months of the balance sheet date.", "label": "Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit", "terseLabel": "Unrecorded tax benefit, significant change in unrecognized tax benefits is reasonably possible" } } }, "localname": "SignificantChangeInUnrecognizedTaxBenefitsIsReasonablyPossibleAmountOfUnrecordedBenefit", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StateAndLocalJurisdictionMember": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Designated tax department of a state or local government entitled to levy and collect income taxes from the entity.", "label": "State and Local Jurisdiction [Member]", "terseLabel": "State and Local Jurisdiction" } } }, "localname": "StateAndLocalJurisdictionMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StatementClassOfStockAxis": { "auth_ref": [ "r238", "r239", "r240", "r270", "r294", "r295", "r297", "r299", "r306", "r307", "r356", "r418", "r420", "r421", "r422", "r425", "r426", "r459", "r460", "r463", "r467", "r474", "r628", "r759", "r812", "r828", "r838" ], "lang": { "en-us": { "role": { "documentation": "Information by the different classes of stock of the entity.", "label": "Class of Stock [Axis]", "terseLabel": "Class of Stock [Axis]" } } }, "localname": "StatementClassOfStockAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/CommonStockandStockholdersEquityNarrativeDetails", "http://www.okta.com/role/ConvertibleSeniorNotesNetNarrativeDetails", "http://www.okta.com/role/Cover", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StatementEquityComponentsAxis": { "auth_ref": [ "r25", "r127", "r225", "r253", "r254", "r255", "r275", "r276", "r277", "r280", "r288", "r290", "r305", "r360", "r476", "r549", "r550", "r551", "r582", "r583", "r615", "r638", "r639", "r640", "r641", "r642", "r644", "r674", "r729", "r730", "r731" ], "lang": { "en-us": { "role": { "documentation": "Information by component of equity.", "label": "Equity Components [Axis]", "terseLabel": "Equity Components [Axis]" } } }, "localname": "StatementEquityComponentsAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StatementLineItems": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Statement [Line Items]", "terseLabel": "Statement [Line Items]" } } }, "localname": "StatementLineItems", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "stringItemType" }, "us-gaap_StatementOfCashFlowsAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Cash Flows [Abstract]", "terseLabel": "Statement of Cash Flows [Abstract]" } } }, "localname": "StatementOfCashFlowsAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementOfFinancialPositionAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Financial Position [Abstract]", "terseLabel": "Statement of Financial Position [Abstract]" } } }, "localname": "StatementOfFinancialPositionAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementOfIncomeAndComprehensiveIncomeAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Comprehensive Income [Abstract]", "terseLabel": "Statement of Comprehensive Income [Abstract]" } } }, "localname": "StatementOfIncomeAndComprehensiveIncomeAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementOfStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Statement of Stockholders' Equity [Abstract]", "terseLabel": "Statement of Stockholders' Equity [Abstract]" } } }, "localname": "StatementOfStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "xbrltype": "stringItemType" }, "us-gaap_StatementTable": { "auth_ref": [ "r275", "r276", "r277", "r305", "r707" ], "lang": { "en-us": { "role": { "documentation": "Schedule reflecting a Statement of Income, Statement of Cash Flows, Statement of Financial Position, Statement of Shareholders' Equity and Other Comprehensive Income, or other statement as needed.", "label": "Statement [Table]", "terseLabel": "Statement [Table]" } } }, "localname": "StatementTable", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETSParenthetical", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "stringItemType" }, "us-gaap_StockIssuedDuringPeriodSharesAcquisitions": { "auth_ref": [ "r7", "r8", "r135" ], "lang": { "en-us": { "role": { "documentation": "Number of shares of stock issued during the period pursuant to acquisitions.", "label": "Stock Issued During Period, Shares, Acquisitions", "terseLabel": "Issuance of common stock in connection with business combinations (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesAcquisitions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities": { "auth_ref": [ "r24", "r127", "r128", "r135", "r444" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of the conversion of convertible securities.", "label": "Stock Issued During Period, Shares, Conversion of Convertible Securities", "verboseLabel": "Conversion of convertible securities (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesConversionOfConvertibleSecurities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans": { "auth_ref": [ "r7", "r8", "r127", "r135" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period as a result of an employee stock purchase plan.", "label": "Stock Issued During Period, Shares, Employee Stock Purchase Plans", "terseLabel": "Issuance of common stock under employee stock purchase plan, net of cancellations (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesEmployeeStockPurchasePlans", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesIssuedForServices": { "auth_ref": [], "lang": { "en-us": { "role": { "documentation": "Number of shares issued in lieu of cash for services contributed to the entity. Number of shares includes, but is not limited to, shares issued for services contributed by vendors and founders.", "label": "Stock Issued During Period, Shares, Issued for Services", "terseLabel": "Issuance of common stock for bonus settlement (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesIssuedForServices", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures": { "auth_ref": [ "r7", "r8", "r127", "r135" ], "lang": { "en-us": { "role": { "documentation": "Number of shares issued during the period related to Restricted Stock Awards, net of any shares forfeited.", "label": "Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures", "terseLabel": "Issuance of common stock for settlement of restricted stock units (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised": { "auth_ref": [ "r7", "r8", "r127", "r135", "r524" ], "lang": { "en-us": { "role": { "documentation": "Number of share options (or share units) exercised during the current period.", "label": "Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period", "negatedTerseLabel": "Number of options, exercised (in shares)", "terseLabel": "Issuance of common stock upon exercise of stock options and other activity, net (in shares)" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/EmployeeIncentivePlansScheduleofStockOptionActivityDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodValueAcquisitions": { "auth_ref": [ "r25", "r127", "r135" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued pursuant to acquisitions during the period.", "label": "Stock Issued During Period, Value, Acquisitions", "terseLabel": "Issuance of common stock in connection with business combinations" } } }, "localname": "StockIssuedDuringPeriodValueAcquisitions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueConversionOfConvertibleSecurities": { "auth_ref": [ "r25", "r127", "r135" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The gross value of stock issued during the period upon the conversion of convertible securities.", "label": "Stock Issued During Period, Value, Conversion of Convertible Securities", "terseLabel": "Conversion of convertible securities" } } }, "localname": "StockIssuedDuringPeriodValueConversionOfConvertibleSecurities", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan": { "auth_ref": [ "r7", "r8", "r127", "r135" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Aggregate change in value for stock issued during the period as a result of employee stock purchase plan.", "label": "Stock Issued During Period, Value, Employee Stock Purchase Plan", "terseLabel": "Issuance of common stock under employee stock purchase plan, net of cancellations" } } }, "localname": "StockIssuedDuringPeriodValueEmployeeStockPurchasePlan", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY", "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueIssuedForServices": { "auth_ref": [], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued in lieu of cash for services contributed to the entity. Value of the stock issued includes, but is not limited to, services contributed by vendors and founders.", "label": "Stock Issued During Period, Value, Issued for Services", "terseLabel": "Issuance of common stock for bonus settlement" } } }, "localname": "StockIssuedDuringPeriodValueIssuedForServices", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised": { "auth_ref": [ "r25", "r127", "r135" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Value of stock issued as a result of the exercise of stock options.", "label": "Stock Issued During Period, Value, Stock Options Exercised", "terseLabel": "Issuance of common stock upon exercise of stock options and other activity, net" } } }, "localname": "StockIssuedDuringPeriodValueStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquity": { "auth_ref": [ "r8", "r11", "r12", "r79", "r796", "r830", "r848", "r915" ], "calculation": { "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.", "label": "Stockholders' Equity Attributable to Parent", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance", "totalLabel": "Total stockholders\u2019 equity" } } }, "localname": "StockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUITY" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Stockholders' Equity Attributable to Parent [Abstract]", "terseLabel": "Stockholders\u2019 equity:" } } }, "localname": "StockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDBALANCESHEETS", "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesScheduleofNewAccountingPronouncementsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityNoteDisclosureTextBlock": { "auth_ref": [ "r136", "r269", "r460", "r462", "r463", "r464", "r465", "r466", "r467", "r468", "r469", "r470", "r471", "r473", "r476", "r606" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.", "label": "Stockholders' Equity Note Disclosure [Text Block]", "terseLabel": "Common Stock and Stockholders' Equity" } } }, "localname": "StockholdersEquityNoteDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CommonStockandStockholdersEquity" ], "xbrltype": "textBlockItemType" }, "us-gaap_SubscriptionAndCirculationMember": { "auth_ref": [ "r869" ], "lang": { "en-us": { "role": { "documentation": "Right to receive or access periodic material for specified period of time.", "label": "Subscription and Circulation [Member]", "terseLabel": "Subscription" } } }, "localname": "SubscriptionAndCirculationMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SupplementalBalanceSheetDisclosuresTextBlock": { "auth_ref": [ "r819" ], "lang": { "en-us": { "role": { "documentation": "The entire disclosure for supplemental balance sheet disclosures, including descriptions and amounts for assets, liabilities, and equity.", "label": "Supplemental Balance Sheet Disclosures [Text Block]", "terseLabel": "Balance Sheet Components" } } }, "localname": "SupplementalBalanceSheetDisclosuresTextBlock", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/BalanceSheetComponents" ], "xbrltype": "textBlockItemType" }, "us-gaap_SupplementalCashFlowInformationAbstract": { "auth_ref": [], "lang": { "en-us": { "role": { "label": "Supplemental Cash Flow Information [Abstract]", "terseLabel": "Supplementary cash flow disclosure:" } } }, "localname": "SupplementalCashFlowInformationAbstract", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFCASHFLOWS" ], "xbrltype": "stringItemType" }, "us-gaap_TaxCreditCarryforwardAmount": { "auth_ref": [ "r154" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "The amount of the tax credit carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Tax Credit Carryforward, Amount", "terseLabel": "Tax credit carryforward" } } }, "localname": "TaxCreditCarryforwardAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_TaxCreditCarryforwardAxis": { "auth_ref": [ "r155" ], "lang": { "en-us": { "role": { "documentation": "Information by specific tax credit related to an unused tax credit.", "label": "Tax Credit Carryforward [Axis]", "terseLabel": "Tax Credit Carryforward [Axis]" } } }, "localname": "TaxCreditCarryforwardAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_TaxCreditCarryforwardNameDomain": { "auth_ref": [ "r155" ], "lang": { "en-us": { "role": { "documentation": "The name of the tax credit carryforward.", "label": "Tax Credit Carryforward, Name [Domain]", "terseLabel": "Tax Credit Carryforward, Name [Domain]" } } }, "localname": "TaxCreditCarryforwardNameDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TechnologyServiceMember": { "auth_ref": [ "r869" ], "lang": { "en-us": { "role": { "documentation": "Technology assistance, including but not limited to, training, installation, engineering, and software design.", "label": "Technology Service [Member]", "terseLabel": "Professional services and other" } } }, "localname": "TechnologyServiceMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/DeferredRevenueandPerformanceObligationsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TradeNamesMember": { "auth_ref": [ "r163" ], "lang": { "en-us": { "role": { "documentation": "Rights acquired through registration of a business name to gain or protect exclusive use thereof.", "label": "Trade Names [Member]", "terseLabel": "Trade name" } } }, "localname": "TradeNamesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/GoodwillandIntangibleAssetsnetScheduleofIntangibleAssetsDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TransfersAndServicingOfFinancialInstrumentsTypesOfFinancialInstrumentsDomain": { "auth_ref": [ "r347", "r348", "r452", "r472", "r605", "r675", "r676", "r677", "r678", "r679", "r680", "r681", "r682", "r683", "r684", "r685", "r686", "r687", "r688", "r689", "r690", "r691", "r692", "r693", "r694", "r695", "r696", "r697", "r698", "r699", "r700", "r701", "r702", "r703", "r704", "r845", "r846", "r847", "r935", "r936", "r937", "r938", "r939", "r940", "r941" ], "lang": { "en-us": { "role": { "documentation": "Instrument or contract that imposes a contractual obligation to deliver cash or another financial instrument or to exchange other financial instruments on potentially unfavorable terms and conveys a contractual right to receive cash or another financial instrument or to exchange other financial instruments on potentially favorable terms.", "label": "Financial Instruments [Domain]", "terseLabel": "Financial Instruments [Domain]" } } }, "localname": "TransfersAndServicingOfFinancialInstrumentsTypesOfFinancialInstrumentsDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TypeOfRestructuringDomain": { "auth_ref": [ "r399", "r400", "r406", "r407" ], "lang": { "en-us": { "role": { "documentation": "Identification of the types of restructuring costs.", "label": "Type of Restructuring [Domain]", "terseLabel": "Type of Restructuring [Domain]" } } }, "localname": "TypeOfRestructuringDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/RestructuringandOtherChargesScheduleofRestructuringReserveDetails" ], "xbrltype": "domainItemType" }, "us-gaap_USTreasurySecuritiesMember": { "auth_ref": [ "r763", "r777", "r779", "r932" ], "lang": { "en-us": { "role": { "documentation": "This category includes information about debt securities issued by the United States Department of the Treasury and backed by the United States government. Such securities primarily consist of treasury bills (short-term maturities - one year or less), treasury notes (intermediate term maturities - two to ten years), and treasury bonds (long-term maturities - ten to thirty years).", "label": "US Treasury Securities [Member]", "terseLabel": "U.S. treasury securities" } } }, "localname": "USTreasurySecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofCashEquivalentsandShorttermInvestmentsDetails", "http://www.okta.com/role/CashEquivalentsandInvestmentsScheduleofUnrealizedLossPositionandFairValueofDebtSecuritiesDetails", "http://www.okta.com/role/FairValueMeasurementsScheduleofFinancialAssetsandLiabilitiesMeasuredatFairValueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_UnrecognizedTaxBenefits": { "auth_ref": [ "r556", "r565" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of unrecognized tax benefits.", "label": "Unrecognized Tax Benefits", "periodEndLabel": "Gross amount of unrecognized tax benefits as of the end of the year", "periodStartLabel": "Gross amount of unrecognized tax benefits as of the beginning of the year" } } }, "localname": "UnrecognizedTaxBenefits", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions": { "auth_ref": [ "r566" ], "crdr": "debit", "lang": { "en-us": { "role": { "documentation": "Amount of decrease in unrecognized tax benefits resulting from tax positions taken in prior period tax returns.", "label": "Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions", "negatedTerseLabel": "Reductions based on tax positions taken in a prior year" } } }, "localname": "UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued": { "auth_ref": [ "r564" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount accrued for interest on an underpayment of income taxes and penalties related to a tax position claimed or expected to be claimed in the tax return.", "label": "Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued", "terseLabel": "Accrued penalties and interest related to unrecognized tax benefits" } } }, "localname": "UnrecognizedTaxBenefitsIncomeTaxPenaltiesAndInterestAccrued", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncreasesResultingFromCurrentPeriodTaxPositions": { "auth_ref": [ "r567" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in unrecognized tax benefits resulting from tax positions that have been or will be taken in current period tax return.", "label": "Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions", "terseLabel": "Additions based on tax positions related to current year" } } }, "localname": "UnrecognizedTaxBenefitsIncreasesResultingFromCurrentPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncreasesResultingFromPriorPeriodTaxPositions": { "auth_ref": [ "r566" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase in unrecognized tax benefits resulting from tax positions taken in prior period tax returns.", "label": "Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions", "terseLabel": "Additions based on tax positions related to a prior year" } } }, "localname": "UnrecognizedTaxBenefitsIncreasesResultingFromPriorPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesUnrecognizedTaxBenefitsRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsThatWouldImpactEffectiveTaxRate": { "auth_ref": [ "r568" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate.", "label": "Unrecognized Tax Benefits that Would Impact Effective Tax Rate", "terseLabel": "Unrecognized tax benefit, impact effective tax rate" } } }, "localname": "UnrecognizedTaxBenefitsThatWouldImpactEffectiveTaxRate", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_UseOfEstimates": { "auth_ref": [ "r72", "r73", "r74", "r308", "r309", "r311", "r312" ], "lang": { "en-us": { "role": { "documentation": "Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.", "label": "Use of Estimates, Policy [Policy Text Block]", "terseLabel": "Use of Estimates" } } }, "localname": "UseOfEstimates", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/SummaryofSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ValuationAllowanceDeferredTaxAssetChangeInAmount": { "auth_ref": [ "r574" ], "crdr": "credit", "lang": { "en-us": { "role": { "documentation": "Amount of increase (decrease) in the valuation allowance for a specified deferred tax asset.", "label": "Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount", "terseLabel": "Increase in valuation allowance" } } }, "localname": "ValuationAllowanceDeferredTaxAssetChangeInAmount", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/IncomeTaxesNarrativeDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_VestingAxis": { "auth_ref": [ "r871", "r872", "r873", "r874", "r875", "r876", "r877", "r878", "r879", "r880", "r881", "r882", "r883", "r884", "r885", "r886", "r887", "r888", "r889", "r890", "r891", "r892", "r893", "r894", "r895", "r896" ], "lang": { "en-us": { "role": { "documentation": "Information by vesting schedule of award under share-based payment arrangement.", "label": "Vesting [Axis]", "terseLabel": "Vesting [Axis]" } } }, "localname": "VestingAxis", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "stringItemType" }, "us-gaap_VestingDomain": { "auth_ref": [ "r871", "r872", "r873", "r874", "r875", "r876", "r877", "r878", "r879", "r880", "r881", "r882", "r883", "r884", "r885", "r886", "r887", "r888", "r889", "r890", "r891", "r892", "r893", "r894", "r895", "r896" ], "lang": { "en-us": { "role": { "documentation": "Vesting schedule of award under share-based payment arrangement.", "label": "Vesting [Domain]", "terseLabel": "Vesting [Domain]" } } }, "localname": "VestingDomain", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/EmployeeIncentivePlansNarrativeDetails" ], "xbrltype": "domainItemType" }, "us-gaap_WeightedAverageNumberOfDilutedSharesOutstanding": { "auth_ref": [ "r293", "r299" ], "lang": { "en-us": { "role": { "documentation": "The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.", "label": "Weighted Average Number of Shares Outstanding, Diluted", "terseLabel": "Weighted-average shares used to compute net loss per share, diluted (in shares)" } } }, "localname": "WeightedAverageNumberOfDilutedSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "sharesItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingBasic": { "auth_ref": [ "r292", "r299" ], "lang": { "en-us": { "role": { "documentation": "Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.", "label": "Weighted Average Number of Shares Outstanding, Basic", "terseLabel": "Weighted-average shares used to compute net loss per share, basic (in shares)" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingBasic", "nsuri": "http://fasb.org/us-gaap/2022", "presentation": [ "http://www.okta.com/role/CONSOLIDATEDSTATEMENTSOFOPERATIONS", "http://www.okta.com/role/NetLossPerShareScheduleofBasicandDilutedNetLossPerShareDetails" ], "xbrltype": "sharesItemType" } }, "unitCount": 13 } }, "std_ref": { "r0": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "205", "URI": "https://asc.fasb.org/topic&trid=2122149", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r1": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(19))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r10": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(3))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r100": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r101": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r102": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r103": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r104": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r105": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r106": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.3)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140864-122747", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r107": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.3)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140864-122747", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r108": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140864-122747", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r109": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.4)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r11": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r110": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b)(2))", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r111": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r112": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "440", "URI": "https://asc.fasb.org/topic&trid=2144648", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r113": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=124440162&loc=d3e12021-110248", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r114": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=124440162&loc=d3e12053-110248", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r115": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "460", "URI": "https://asc.fasb.org/extlink&oid=126907703&loc=d3e12565-110249", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r116": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=99376301&loc=d3e1243-112600", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r117": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123465755&loc=SL6230698-112601", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r118": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466103&loc=SL6014347-161799", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r119": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r12": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(31))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r120": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6031898-161870", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r121": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126972273&loc=d3e12317-112629", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r122": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "40", "SubTopic": "50", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126972273&loc=d3e12355-112629", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r123": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "470", "URI": "https://asc.fasb.org/topic&trid=2208564", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r124": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(CFRR 211.02)", "Topic": "480", "URI": "https://asc.fasb.org/extlink&oid=122040564&loc=d3e177068-122764", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r125": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=65888546&loc=d3e21300-112643", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r126": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21553-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r127": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21463-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r128": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r129": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21484-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r13": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(32))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r130": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21488-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r131": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r132": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r133": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r134": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21538-112644", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r135": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r136": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "505", "URI": "https://asc.fasb.org/topic&trid=2208762", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r137": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r138": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r139": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r14": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r140": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r141": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r142": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r143": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r144": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r145": { "Name": "Accounting Standards Codification", "Paragraph": "2A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=SL79508275-113901", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r146": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=126964447&loc=d3e11149-113907", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r147": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=126964447&loc=d3e11178-113907", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r148": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "730", "URI": "https://asc.fasb.org/extlink&oid=6420194&loc=d3e21568-108373", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r149": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e31931-109318", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r15": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19-26)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r150": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32687-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r151": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r152": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r153": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r154": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r155": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32559-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r156": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32632-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r157": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r158": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.7)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r159": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(a)-(d)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=6909625&loc=d3e227-128457", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r16": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.20)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r160": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123586518&loc=d3e1043-128460", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r161": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r162": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r163": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5263-128473", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r164": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5333-128473", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r165": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5419-128473", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r166": { "Name": "Accounting Standards Codification", "Paragraph": "38", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5504-128473", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r167": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126966197&loc=d3e6578-128477", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r168": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126966197&loc=d3e6613-128477", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r169": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126975305&loc=d3e6927-128479", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r17": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.21)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r170": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(4)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126975305&loc=d3e6927-128479", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r171": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "805", "URI": "https://asc.fasb.org/topic&trid=2303972", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r172": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=d3e5291-111683", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r173": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=SL4569616-111683", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r174": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=126929396&loc=SL4569643-111683", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r175": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=d3e5614-111684", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r176": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(3)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r177": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c),(3)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r178": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "810", "URI": "https://asc.fasb.org/topic&trid=2197479", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r179": { "Name": "Accounting Standards Codification", "Paragraph": "4A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=125515794&loc=SL5618551-113959", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r18": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r180": { "Name": "Accounting Standards Codification", "Paragraph": "4B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=125515794&loc=SL5624163-113959", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r181": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r182": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=SL6742756-110258", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r183": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13467-108611", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r184": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13476-108611", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r185": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=123444420&loc=d3e33268-110906", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r186": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r187": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r188": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124435984&loc=d3e28555-108399", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r189": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r19": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(5))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r190": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "940", "URI": "https://asc.fasb.org/extlink&oid=126941158&loc=d3e41242-110953", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r191": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(1)(a))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r192": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(11))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r193": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(13))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r194": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(1))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r195": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(2))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r196": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r197": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(16))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r198": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(23))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r199": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(4))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r2": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(20))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r20": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r200": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(5))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r201": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.17)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r202": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(15))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r203": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(22))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r204": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04.9)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r205": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "320", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126980459&loc=d3e62652-112803", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r206": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Subparagraph": "e", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r207": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r208": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126941378&loc=d3e61044-112788", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r209": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(15)(b)(2))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r21": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.24)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r210": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(16))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r211": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(1)(g))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r212": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(12))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r213": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(15)(b)(1))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r214": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(15))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r215": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(16))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r216": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(4))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r217": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(25))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r218": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(8))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r219": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.(a),19)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r22": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.25)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r220": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(18))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r221": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(8))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r222": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "https://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r223": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r224": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r225": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r226": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r227": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r228": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "https://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r229": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r23": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r230": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6904-107765", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r231": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r232": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(13))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r233": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(14))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r234": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(15))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r235": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(16))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r236": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(17))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r237": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(18))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r238": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(27)(b))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r239": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r24": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-30)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r240": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r241": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r242": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r243": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(9))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r244": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r245": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r246": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e637-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r247": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r248": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r249": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669619-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r25": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-31)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r250": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r251": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669625-108580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r252": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL116659661-227067", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r253": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r254": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124442411-227067", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r255": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r256": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(210.5-03(11))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r257": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(21))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r258": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(24))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r259": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(25))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r26": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r260": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3151-108585", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r261": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3179-108585", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r262": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3367-108585", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r263": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3521-108585", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r264": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3536-108585", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r265": { "Name": "Accounting Standards Codification", "Paragraph": "27", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3581-108585", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r266": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4297-108586", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r267": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18726-107790", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r268": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(c))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r269": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(e)(1))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r27": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669646-108580", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r270": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(g)(1)(ii))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r271": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(1))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r272": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(2))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r273": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r274": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04(a))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r275": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21914-107793", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r276": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21930-107793", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r277": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21711-107793", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r278": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21728-107793", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r279": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r28": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e637-108580", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r280": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(3)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r281": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(4)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r282": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r283": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r284": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r285": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r286": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r287": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r288": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22644-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r289": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22658-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r29": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e681-108580", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r290": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22663-107794", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r291": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.M.Q2)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=122038215&loc=d3e31137-122693", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r292": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1448-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r293": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1505-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r294": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1252-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r295": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1278-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r296": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r297": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=SL5780133-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r298": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e1337-109256", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r299": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r3": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(22))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r30": { "Name": "Accounting Standards Codification", "Paragraph": "14A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=SL7669686-108580", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r300": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r301": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3630-109257", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r302": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=109243012&loc=SL65017193-207537", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r303": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=128363288&loc=d3e3842-109258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r304": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "260", "URI": "https://asc.fasb.org/topic&trid=2144383", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r305": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "https://asc.fasb.org/extlink&oid=125520817&loc=d3e70191-108054", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r306": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "272", "URI": "https://asc.fasb.org/extlink&oid=6373374&loc=d3e70434-108055", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r307": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "272", "URI": "https://asc.fasb.org/extlink&oid=6373374&loc=d3e70478-108055", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r308": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r309": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r31": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126968391&loc=d3e557-108580", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r310": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r311": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6161-108592", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r312": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6191-108592", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r313": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r314": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r315": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r316": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r317": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r318": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r319": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r32": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124507222&loc=d3e1436-108581", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r320": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r321": { "Name": "Accounting Standards Codification", "Paragraph": "26", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r322": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r323": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r324": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r325": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r326": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r327": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r328": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r329": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r33": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(10))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r330": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r331": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r332": { "Name": "Accounting Standards Codification", "Paragraph": "34", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r333": { "Name": "Accounting Standards Codification", "Paragraph": "40", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r334": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r335": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r336": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r337": { "Name": "Accounting Standards Codification", "Paragraph": "42", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r338": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "280", "URI": "https://asc.fasb.org/topic&trid=2134510", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r339": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=124259787&loc=d3e4428-111522", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r34": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(20))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r340": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=124259787&loc=d3e4531-111522", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r341": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5074-111524", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r342": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=126986314&loc=SL124402458-218513", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r343": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=126986314&loc=SL124402458-218513", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r344": { "Name": "Accounting Standards Codification", "Paragraph": "8A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=124260329&loc=SL6284422-111562", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r345": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27198-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r346": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27198-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r347": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27232-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r348": { "Name": "Accounting Standards Codification", "Paragraph": "5A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=SL120269820-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r349": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27290-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r35": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(4))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r350": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27290-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r351": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27290-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r352": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(3)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27290-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r353": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27337-111563", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r354": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "321", "URI": "https://asc.fasb.org/extlink&oid=126980263&loc=SL75117539-209714", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r355": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "321", "URI": "https://asc.fasb.org/extlink&oid=126980263&loc=SL75117539-209714", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r356": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r357": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r358": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r359": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r36": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(8))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r360": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r361": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(3)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r362": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)(4)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r363": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255206&loc=SL82895884-210446", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r364": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919244-210447", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r365": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919249-210447", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r366": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919253-210447", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r367": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919258-210447", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r368": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124255953&loc=SL82919230-210447", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r369": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922888-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r37": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1,2)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r370": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922888-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r371": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(2)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922888-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r372": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(3)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922888-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r373": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922888-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r374": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922890-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r375": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922895-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r376": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922900-210455", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r377": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "340", "URI": "https://asc.fasb.org/extlink&oid=126905575&loc=SL49131252-203054", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r378": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "340", "URI": "https://asc.fasb.org/extlink&oid=126905575&loc=SL49131252-203054", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r379": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=99380562&loc=d3e13770-109266", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r38": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2(a),(d))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r380": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=99380562&loc=d3e13777-109266", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r381": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r382": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r383": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r384": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r385": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r386": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r387": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r388": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r389": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r39": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.3)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r390": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=SL108378252-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r391": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13854-109267", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r392": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r393": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r394": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r395": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r396": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r397": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "360", "URI": "https://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r398": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r399": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r4": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(24))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r40": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r400": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r401": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r402": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r403": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r404": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.3)", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140864-122747", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r405": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.4(b)(2))", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r406": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b)(1))", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r407": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b)(2))", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r408": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(d))", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r409": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(e))", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r41": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.7(c),9(a))", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r410": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "420", "URI": "https://asc.fasb.org/topic&trid=2175745", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r411": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "440", "URI": "https://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r412": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "440", "URI": "https://asc.fasb.org/extlink&oid=123406679&loc=d3e25336-109308", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r413": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14326-108349", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r414": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14435-108349", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r415": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14557-108349", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r416": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Subparagraph": "(SAB Topic 5.Y.Q2)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=27011672&loc=d3e149879-122751", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r417": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Subparagraph": "(SAB Topic 5.Y.Q4)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=27011672&loc=d3e149879-122751", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r418": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(i))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r419": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii)(A))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r42": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.8)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r420": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iv))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r421": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(5))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r422": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(i))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r423": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(A))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r424": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iii)(B))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r425": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(4)(iv))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r426": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-02(a)(5))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r427": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r428": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r429": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r43": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.9)", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r430": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r431": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r432": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r433": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r434": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(i)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r435": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r436": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r437": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r438": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r439": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r44": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "8", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r440": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r441": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495340-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r442": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r443": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r444": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r445": { "Name": "Accounting Standards Codification", "Paragraph": "1E", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r446": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r447": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r448": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r449": { "Name": "Accounting Standards Codification", "Paragraph": "1F", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495355-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r45": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3179-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r450": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r451": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r452": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r453": { "Name": "Accounting Standards Codification", "Paragraph": "1I", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r454": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r455": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r456": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6031897-161870", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r457": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6036836-161870", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r458": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466204&loc=SL6036836-161870", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r459": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r46": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3213-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r460": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r461": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r462": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r463": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r464": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r465": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r466": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r467": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r468": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r469": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r47": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3213-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r470": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r471": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r472": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r473": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r474": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21463-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r475": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r476": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r477": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126919976&loc=SL49130531-203044", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r478": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126919976&loc=SL49130532-203044", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r479": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r48": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3213-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r480": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r481": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r482": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r483": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r484": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r485": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r486": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r487": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r488": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r489": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130561-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r49": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3255-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r490": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130563-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r491": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130563-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r492": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130564-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r493": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r494": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r495": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r496": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130566-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r497": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r498": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r499": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130549-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r5": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(a))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r50": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3255-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r500": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130549-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r501": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r502": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "606", "URI": "https://asc.fasb.org/topic&trid=49130388", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r503": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(i)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r504": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r505": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r506": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(A)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r507": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(B)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r508": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(02)(C)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r509": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(03)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r51": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3291-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r510": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(d)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450657-114947", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r511": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=126961718&loc=SL116886442-113899", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r512": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=126961718&loc=d3e4534-113899", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r513": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=126961718&loc=d3e4549-113899", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r514": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r515": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r516": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r517": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(3)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r518": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r519": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r52": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3521-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r520": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r521": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r522": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r523": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(01)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r524": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(02)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r525": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(03)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r526": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(04)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r527": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r528": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r529": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r53": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3536-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r530": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(01)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r531": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(02)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r532": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(03)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r533": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r534": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r535": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r536": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r537": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r538": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r539": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r54": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3536-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r540": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r541": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r542": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iv)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r543": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(v)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r544": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r545": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r546": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r547": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r548": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(l)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r549": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r55": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r550": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r551": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r552": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.D.2.Q6)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=122041274&loc=d3e301413-122809", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r553": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "718", "URI": "https://asc.fasb.org/topic&trid=2228938", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r554": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(a)", "Topic": "720", "URI": "https://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r555": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(b)", "Topic": "720", "URI": "https://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r556": { "Name": "Accounting Standards Codification", "Paragraph": "10B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=SL37586934-109318", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r557": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e32247-109318", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r558": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e32280-109318", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r559": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e31917-109318", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r56": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r560": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123427490&loc=d3e31931-109318", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r561": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32672-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r562": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32687-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r563": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r564": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32718-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r565": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r566": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r567": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r568": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r569": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r57": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r570": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32840-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r571": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r572": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r573": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r574": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r575": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32847-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r576": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r577": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r578": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r579": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r58": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3044-108585", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r580": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r581": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r582": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r583": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(3)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r584": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.5.Q1)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r585": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I.7)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r586": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.1)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r587": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r588": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.3)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r589": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.4)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r59": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4273-108586", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r590": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.C)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r591": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=123586238&loc=d3e38679-109324", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r592": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "270", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r593": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r594": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "740", "URI": "https://asc.fasb.org/topic&trid=2144680", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r595": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r596": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r597": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092918&loc=SL128093175-196984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r598": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092918&loc=SL128093175-196984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r599": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=128092918&loc=SL128093175-196984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r6": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(b))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r60": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4297-108586", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r600": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(1)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=126975305&loc=d3e6927-128479", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r601": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r602": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=116870748&loc=SL6758485-165988", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r603": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r604": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "810", "URI": "https://asc.fasb.org/extlink&oid=123419778&loc=d3e5710-111685", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r605": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(f)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126731327&loc=d3e90205-114008", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r606": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r607": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)(1)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r608": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)(2)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r609": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)(3)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r61": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4304-108586", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r610": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)(1)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r611": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)(2)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r612": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(c)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r613": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r614": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(2)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r615": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(3)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r616": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(4)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r617": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r618": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL126732908-238011", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r619": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r62": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4313-108586", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r620": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r621": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(1)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r622": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(2)", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r623": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19207-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r624": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=d3e19279-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r625": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "https://asc.fasb.org/extlink&oid=126976982&loc=SL6742756-110258", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r626": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594809&loc=d3e13220-108610", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r627": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123594938&loc=d3e13433-108611", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r628": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r629": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL120254526-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r63": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=d3e4332-108586", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r630": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL120254526-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r631": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r632": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r633": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r634": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL121967933-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r635": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL122642865-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r636": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=126983955&loc=SL122642865-165497", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r637": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=123444420&loc=d3e33268-110906", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r638": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r639": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r64": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=SL98516268-108586", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r640": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r641": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r642": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r643": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r644": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "https://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r645": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "830", "URI": "https://asc.fasb.org/topic&trid=2175825", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r646": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "832", "URI": "https://asc.fasb.org/extlink&oid=128342835&loc=SL128342857-244232", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r647": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "832", "URI": "https://asc.fasb.org/extlink&oid=128342835&loc=SL128342857-244232", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r648": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=6450988&loc=d3e26243-108391", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r649": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124435984&loc=d3e28555-108399", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r65": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "235", "URI": "https://asc.fasb.org/topic&trid=2122369", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r650": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "835", "URI": "https://asc.fasb.org/extlink&oid=124429444&loc=SL124452920-239629", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r651": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r652": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r653": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r654": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128293352&loc=SL126838806-209984", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r655": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123391704&loc=SL77918627-209977", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r656": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123391704&loc=SL77918627-209977", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r657": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123391704&loc=SL77918631-209977", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r658": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123391704&loc=SL77918643-209977", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r659": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918666-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r66": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r660": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r661": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r662": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(2)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r663": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(3)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r664": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(4)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r665": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918701-209980", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r666": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/subtopic&trid=77888251", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r667": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934811&loc=d3e32049-108421", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r668": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=6457341&loc=d3e32102-108422", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r669": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL122150809-237846", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r67": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r670": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r671": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r672": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r673": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(3)(iii)(01)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r674": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(3)(iii)(03)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r675": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)(i)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r676": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)(ii)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r677": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r678": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r679": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r68": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r680": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r681": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r682": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r683": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r684": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r685": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r686": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r687": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r688": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=66007379&loc=d3e113888-111728", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r689": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=109249958&loc=SL34722452-111729", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r69": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3630-109257", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r690": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122625-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r691": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122625-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r692": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122625-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r693": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(4)(i)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122625-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r694": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r695": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r696": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r697": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(4)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r698": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(5)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r699": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(6)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r7": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r70": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "270", "URI": "https://asc.fasb.org/extlink&oid=126900757&loc=d3e725-108305", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r700": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(a)(7)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r701": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(b)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r702": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(e)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r703": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(e)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r704": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Subparagraph": "(e)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=128311188&loc=d3e122739-111746", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r705": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "910", "URI": "https://asc.fasb.org/extlink&oid=126937589&loc=SL119991595-234733", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r706": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "310", "Subparagraph": "(b)", "Topic": "912", "URI": "https://asc.fasb.org/extlink&oid=126938201&loc=d3e55415-109406", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r707": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 11.L)", "Topic": "924", "URI": "https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r708": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154696&loc=d3e54445-107959", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r709": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r71": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "270", "URI": "https://asc.fasb.org/extlink&oid=126900757&loc=d3e765-108305", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r710": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r711": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "926", "URI": "https://asc.fasb.org/extlink&oid=120154821&loc=SL120154904-197079", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r712": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "340", "Topic": "928", "URI": "https://asc.fasb.org/extlink&oid=6473545&loc=d3e61844-108004", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r713": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(10)(1))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126897435&loc=d3e534808-122878", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r714": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(23))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r715": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(26))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r716": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(27))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r717": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "235", "Subparagraph": "(SX 210.9-05(b)(2))", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r718": { "Name": "Accounting Standards Codification", "Paragraph": "3A", "Publisher": "FASB", "Section": "50", "SubTopic": "320", "Subparagraph": "(a)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126980459&loc=SL120269850-112803", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r719": { "Name": "Accounting Standards Codification", "Paragraph": "3A", "Publisher": "FASB", "Section": "50", "SubTopic": "320", "Subparagraph": "(b)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126980459&loc=SL120269850-112803", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r72": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6061-108592", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r720": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=124429447&loc=SL124453093-239630", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r721": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(3))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126734703&loc=d3e572229-122910", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r722": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r723": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(22))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r724": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(23))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r725": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(9))", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r726": { "Name": "Accounting Standards Codification", "Paragraph": "7A", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(d)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124506351&loc=SL117782755-158439", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r727": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r728": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r729": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r73": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6132-108592", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r730": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(1)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r731": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(f)(2)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r732": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(1)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r733": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(i)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r734": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(ii)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r735": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iii)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r736": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(g)(2)(iv)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r737": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(1)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r738": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(h)(2)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124501264&loc=SL117420844-207641", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r739": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column B))", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r74": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "https://asc.fasb.org/extlink&oid=99393423&loc=d3e6143-108592", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r740": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column C))", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r741": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column D))", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r742": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "310", "Subparagraph": "(SX 210.12-29(Footnote 4))", "Topic": "948", "URI": "https://asc.fasb.org/extlink&oid=120402547&loc=d3e617274-123014", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r743": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "210", "Topic": "954", "URI": "https://asc.fasb.org/extlink&oid=120413173&loc=SL116631458-115580", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r744": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "440", "Subparagraph": "(a)", "Topic": "954", "URI": "https://asc.fasb.org/extlink&oid=6491277&loc=d3e6429-115629", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r745": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "450", "Topic": "954", "URI": "https://asc.fasb.org/extlink&oid=6491354&loc=d3e6049-115624", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r746": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Subparagraph": "(d)", "Topic": "958", "URI": "https://asc.fasb.org/extlink&oid=126982197&loc=d3e99779-112916", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r747": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "360", "Topic": "958", "URI": "https://asc.fasb.org/extlink&oid=126982197&loc=d3e99893-112916", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r748": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column B))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r749": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column C))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r75": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r750": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column D))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r751": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column E))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r752": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column F))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r753": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column G))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r754": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column H))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r755": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Column I))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r756": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "360", "Subparagraph": "(SX 210.12-28(Footnote 2))", "Topic": "970", "URI": "https://asc.fasb.org/extlink&oid=120402810&loc=d3e638233-123024", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r757": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(c)", "Topic": "976", "URI": "https://asc.fasb.org/extlink&oid=6497875&loc=d3e22274-108663", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r758": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "310", "Subparagraph": "(b)", "Topic": "978", "URI": "https://asc.fasb.org/extlink&oid=126945304&loc=d3e27327-108691", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r759": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "1402", "role": "http://www.xbrl.org/2003/role/disclosureRef" }, "r76": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8813-108599", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r760": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=124098289&loc=d3e6676-107765", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r761": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18823-107790", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r762": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=126899994&loc=d3e18823-107790", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r763": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(m)(1)(ii)(A))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r764": { "Name": "Accounting Standards Codification", "Paragraph": "52", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=128363288&loc=d3e4984-109258", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r765": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r766": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r767": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=121590138&loc=SL82922954-210456", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r768": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=122137925&loc=d3e14258-109268", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r769": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r77": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r770": { "Name": "Accounting Standards Codification", "Paragraph": "69B", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r771": { "Name": "Accounting Standards Codification", "Paragraph": "69C", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466577&loc=SL123495737-112612", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r772": { "Name": "Accounting Standards Codification", "Paragraph": "69E", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466577&loc=SL123495743-112612", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r773": { "Name": "Accounting Standards Codification", "Paragraph": "69F", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466577&loc=SL123495745-112612", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r774": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "505", "URI": "https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r775": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920602&loc=SL49130690-203046-203046", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r776": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920602&loc=SL49130690-203046-203046", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r777": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r778": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r779": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r78": { "Name": "Accounting Standards Codification", "Paragraph": "41", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "a", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r780": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450702-114947", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r781": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(a)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=65877416&loc=SL14450673-114947", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r782": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "80", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=35742348&loc=SL14450788-114948", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r783": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r784": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r785": { "Name": "Accounting Standards Codification", "Paragraph": "217", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126976462&loc=d3e36027-109320", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r786": { "Name": "Accounting Standards Codification", "Paragraph": "38", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "805", "URI": "https://asc.fasb.org/extlink&oid=123410050&loc=d3e5504-128473", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r787": { "Name": "Accounting Standards Codification", "Paragraph": "53", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=123414884&loc=SL77918982-209971", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r788": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29470-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r789": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29470-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r79": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 4.E)", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r790": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29470-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r791": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29470-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r792": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29502-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r793": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29515-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r794": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29515-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r795": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934302&loc=d3e29515-108402", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r796": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r797": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117783719-158441", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r798": { "Name": "Accounting Standards Codification", "Paragraph": "13H", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117783719-158441", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r799": { "Name": "Accounting Standards Codification", "Paragraph": "29F", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=126561865&loc=SL117819544-158441", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r8": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r80": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=124260329&loc=d3e26853-111562", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r800": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "S99", "SubTopic": "320", "Subparagraph": "(SX 210.12-15(Column A))", "Topic": "946", "URI": "https://asc.fasb.org/extlink&oid=122147990&loc=d3e611379-123010", "role": "http://www.xbrl.org/2003/role/exampleRef" }, "r801": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r802": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r803": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-23", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r804": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "d1-1", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r805": { "Name": "Form 10-K", "Number": "249", "Publisher": "SEC", "Section": "310", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r806": { "Name": "Form 20-F", "Number": "249", "Publisher": "SEC", "Section": "220", "Subsection": "f", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r807": { "Name": "Form 40-F", "Number": "249", "Publisher": "SEC", "Section": "240", "Subsection": "f", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r808": { "Name": "Forms 10-K, 10-Q, 20-F", "Number": "240", "Publisher": "SEC", "Section": "13", "Subsection": "a-1", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r809": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "405", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r81": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27405-111563", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r810": { "Name": "Securities Act", "Number": "230", "Publisher": "SEC", "Section": "405", "role": "http://www.xbrl.org/2003/role/presentationRef" }, "r811": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585", "role": "http://www.xbrl.org/2003/role/recommendedDisclosureRef" }, "r812": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "272", "URI": "https://asc.fasb.org/extlink&oid=125520817&loc=d3e70229-108054", "role": "http://www.xbrl.org/2003/role/recommendedDisclosureRef" }, "r813": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "105", "URI": "https://asc.fasb.org/extlink&oid=126987489&loc=SL124442142-165695", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r814": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "205", "URI": "https://asc.fasb.org/extlink&oid=124429488&loc=d3e326-107755", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r815": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(17))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r816": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3)(a)(4))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r817": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(8))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r818": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(9))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r819": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "210", "URI": "https://asc.fasb.org/topic&trid=2122208", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r82": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27161-111563", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r820": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124442407-227067", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r821": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124442411-227067", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r822": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "https://asc.fasb.org/extlink&oid=124431353&loc=SL124452729-227067", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r823": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3255-108585", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r824": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3367-108585", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r825": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r826": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126954810&loc=d3e3602-108585", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r827": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "https://asc.fasb.org/extlink&oid=126999549&loc=SL98516268-108586", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r828": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(d))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r829": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(f))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r83": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27161-111563", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r830": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(g)(1)(ii))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r831": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h)(1)(Note 1))", "Topic": "235", "URI": "https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r832": { "Name": "Accounting Standards Codification", "Paragraph": "23", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21914-107793", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r833": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21930-107793", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r834": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21711-107793", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r835": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124436220&loc=d3e21728-107793", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r836": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22499-107794", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r837": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r838": { "Name": "Accounting Standards Codification", "Paragraph": "55", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=126958026&loc=d3e2626-109256", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r839": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "https://asc.fasb.org/extlink&oid=124432515&loc=d3e3550-109257", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r84": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27161-111563", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r840": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "https://asc.fasb.org/extlink&oid=126901519&loc=d3e8672-108599", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r841": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=123577603&loc=d3e5033-111524", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r842": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=84159169&loc=d3e10133-111534", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r843": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=84159169&loc=d3e10149-111534", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r844": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "https://asc.fasb.org/extlink&oid=84159169&loc=d3e10178-111534", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r845": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "321", "URI": "https://asc.fasb.org/extlink&oid=126980263&loc=SL75117539-209714", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r846": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "321", "URI": "https://asc.fasb.org/extlink&oid=126980263&loc=SL75117539-209714", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r847": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "321", "URI": "https://asc.fasb.org/extlink&oid=126980263&loc=SL75117539-209714", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r848": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "323", "URI": "https://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r849": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=122640432&loc=SL121648383-210437", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r85": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27198-111563", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r850": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124258926&loc=SL82898722-210454", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r851": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "https://asc.fasb.org/extlink&oid=124269663&loc=SL82922888-210455", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r852": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "340", "URI": "https://asc.fasb.org/extlink&oid=126905575&loc=SL49131251-203054", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r853": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r854": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r855": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r856": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r857": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)", "Topic": "410", "URI": "https://asc.fasb.org/extlink&oid=6393242&loc=d3e13237-110859", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r858": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "420", "URI": "https://asc.fasb.org/extlink&oid=109237686&loc=d3e17752-110868", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r859": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14435-108349", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r86": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "320", "URI": "https://asc.fasb.org/extlink&oid=126970911&loc=d3e27198-111563", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r860": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14557-108349", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r861": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=121557415&loc=d3e14557-108349", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r862": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "20", "Subparagraph": "(SAB Topic 5.Y.Q2)", "Topic": "450", "URI": "https://asc.fasb.org/extlink&oid=27011672&loc=d3e149879-122751", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r863": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "450", "URI": "https://asc.fasb.org/topic&trid=2127136", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r864": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(ii))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r865": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.13-01(a)(4)(iii))", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r866": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "470", "URI": "https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r867": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r868": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r869": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "https://asc.fasb.org/extlink&oid=126920602&loc=SL49130690-203046-203046", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r87": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "320", "URI": "https://asc.fasb.org/topic&trid=2196928", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r870": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "https://asc.fasb.org/extlink&oid=123447040&loc=d3e1928-114920", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r871": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r872": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r873": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(3)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r874": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r875": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r876": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r877": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r878": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(01)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r879": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(02)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r88": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r880": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(03)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r881": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(04)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r882": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r883": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r884": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r885": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(01)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r886": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(02)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r887": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(03)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r888": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r889": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r89": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=6388964&loc=d3e16212-109274", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r890": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r891": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r892": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r893": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(ii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r894": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iii)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r895": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(iv)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r896": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)(2)(v)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r897": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r898": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r899": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(1)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r9": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(1))", "Topic": "210", "URI": "https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r90": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=6388964&loc=d3e16225-109274", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r900": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(f)(2)", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=128097895&loc=SL121327923-165333", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r901": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "35", "SubTopic": "740", "Topic": "718", "URI": "https://asc.fasb.org/extlink&oid=126970579&loc=d3e23163-113944", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r902": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32687-109319", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r903": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=SL6600010-109319", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r904": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32537-109319", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r905": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32621-109319", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r906": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r907": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=121826272&loc=d3e32639-109319", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r908": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r909": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(d)(3)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=126983759&loc=SL121830611-158277", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r91": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r910": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.7)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r911": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.Fact.4)", "Topic": "740", "URI": "https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r912": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(b)(1)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r913": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(3)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r914": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "40", "Subparagraph": "(e)(4)", "Topic": "815", "URI": "https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r915": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "825", "URI": "https://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r916": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)(3)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918673-209980", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r917": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918673-209980", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r918": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r919": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918686-209980", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r92": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r920": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "https://asc.fasb.org/extlink&oid=128292326&loc=SL77918701-209980", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r921": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "845", "URI": "https://asc.fasb.org/extlink&oid=126934811&loc=d3e32049-108421", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r922": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(a)(2)", "Topic": "848", "URI": "https://asc.fasb.org/extlink&oid=125980421&loc=SL125981372-237846", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r923": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r924": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "852", "URI": "https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r925": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r926": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r927": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107207-111719", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r928": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r929": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r93": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r930": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "860", "URI": "https://asc.fasb.org/extlink&oid=121570589&loc=d3e107314-111719", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r931": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "730", "Topic": "912", "URI": "https://asc.fasb.org/extlink&oid=6472174&loc=d3e58812-109433", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r932": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "320", "Subparagraph": "(b)", "Topic": "942", "URI": "https://asc.fasb.org/extlink&oid=126980459&loc=d3e62557-112803", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r933": { "Name": "Accounting Standards Codification", "Paragraph": "4H", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=116884468&loc=SL65671331-158438", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r934": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "80", "Subparagraph": "(e)", "Topic": "944", "URI": "https://asc.fasb.org/extlink&oid=124508989&loc=d3e19393-158473", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r935": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(a)", "Publisher": "SEC", "Section": "1402", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r936": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(b)", "Publisher": "SEC", "Section": "1402", "Subparagraph": "(1)", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r937": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(b)", "Publisher": "SEC", "Section": "1402", "Subparagraph": "(2)", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r938": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(b)", "Publisher": "SEC", "Section": "1402", "Subparagraph": "(3)", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r939": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(c)", "Publisher": "SEC", "Section": "1402", "Subparagraph": "(2)(i)", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r94": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "((a)(1),(b))", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r940": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(c)", "Publisher": "SEC", "Section": "1402", "Subparagraph": "(2)(ii)", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r941": { "Name": "Regulation S-K (SK)", "Number": "229", "Paragraph": "(c)", "Publisher": "SEC", "Section": "1402", "Subparagraph": "(2)(iii)", "role": "http://www.xbrl.org/2009/role/commonPracticeRef" }, "r95": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r96": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r97": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(2)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r98": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "https://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" }, "r99": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "350", "URI": "https://asc.fasb.org/topic&trid=2144416", "role": "http://fasb.org/us-gaap/role/ref/legacyRef" } }, "version": "2.2" } ZIP 107 0001660134-23-000013-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0001660134-23-000013-xbrl.zip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

3DP4LK\EY-5G%.F]@ MZ)JUP'G72H1>&6VR>L:@0Q8&]P>X7;:%AH:M]=)]8;Q@^L7(N1Q2X\S8Z MC3*]49\7GNM'MOW9WWPRS/IKAU3!)!@6JD&IJ M%V#-0%V2H(F/=<2\R\2M@?A,X@8Z1.$+;5)NI%4&$3$!-!\8<-EI!]KB-+GP M@?.[N@'B6IQQ):62*]YIAFOF0YF=1/>J^[,J\YPVNJ\? 8D4W>% MK]J>R'5BX\HV;>TB84$@4"&3=7^Z=B5QA)TKC0+7 U.\ 'T-";FRE[HTV)_\ MGVV?YA5;8HX-PPS>.ANZ#L78/J\\UZ![NS A;@SVU_OL.BUC;G,P?/9PD!>X M!E;=-DDWU8(CNS F!.S76;XX6]7]N',4NW"/-L^EEV"NB7L]1HVLOPP5X-I? M92\"9BSFUJ>T^F1BA893KY7SLK;J=:<6P,5)SIV]FZUW??J:QM7U MZ@V%)@92#-!O$P'4@S8^&@M GD]>M=%/A6'D/K2CXQ<=2F]RM@<&4+/3:\W! MKNEK84.7)7W'9,%R%X+6J O/(]& Y;@0R@GZ6P[WE+EVQ)VU-MT*ZS4>3@1- M2D.Y;@EK)#]$*73OM/*B*Z3R7BI979S>#YPU;VA:),[9E^Y3-IU(_9"MBMZ) M4UBAJ3K45QA"F!=LEV9OUKT&=B0_!P;] QM'=8;PU_V/(CI\M7<,VX$ ,8P$ MB4P(C5)$0IU'X+=V/PN0Y]>)OZGYT]6]ANOF>2G[Z/+7E ^-@[V&PWZM;U7TT MMKK7[@>KFUO]YO@#Z-,F+?C?;&980^AXPPVZ/]QB11Q/<5RBWP=JRYI%K%ZN MW4:!= ;M;H>%=_PRX[)=>)*M14$J^H;JI/WRO%YR\MB$<#GQD_4N^"ZT$'[SWX M".\(_S[[S\>#?WWP]O_:^_+AXZZ__TJ>?0CVONP'[Z._/QZ<'KX<]J"#>04' M,!]Y]O=?^][?'_^$^W[/]U^]OS@(_O[XX>/KKW\?3<_V@]?4]*#+ZQYT?\*S M_SR.>>CS.%8DQ7)E&GF29UD8C,SE89G+0'7AB<0INBF\P#C&O9>9@]^[5B1'<;BE7G?0B.&ASQ*J0Y)%6A&J?9_P+$Y()'T_QI:",9)GF 0C M<3XUXKPG"V 4K/=$N0/!FH6))T-?DBCPL7 ^B B/TH PF@9*!SSU0_7L1;#C M8_^+K:'=IQM!.ARF6-[9,+AIB/PJ_G53E\PCY%^;,@S,QG4BT:-V\8T\ZOV2 M\A]ZVD\\!:=19B&A+/,(]Z.(1"*(..=)HD(/M(LGZ"-]DL3YTX.H_@C-!'^- M9'IO9#HT B+)5!0%*5',Q];B(L&VH@H,]9A&/DL3YJE5D8R?1P+=+@+]#MK_ M2):;(\MA#" ./2]#BI248S_8B##0;$@8*Y_+F K8-)">WA9)SZ<0 UB=JOBN M@\;A*C]<%=>8N?@(GO%T[??8BV4FB;9*I(^5NJ46Z MEH9',KT5F?;,42!3YD?,"T1 9,I]U'M#DF'3H8RE8>A3X:<^F*-@KXX&Z;;3 MYW,,I2L07#G0/)H MK=[$*%A&4!EST^Y#I_AFWFVL>8#+-MVL>F,M5N0K\CB=Z* M1(?F@4AB7X:1)CS&Q!<&!CR/M"0J""-!HSAE">@:?C3FDSX.*KV-O/UV(V&4 MM]M!S -Y2\,XY;&(B0;B)33V0=ZF,2,B8K'.XB@)8HKR-HZ777+?1=X:F^&? M!H-K&?#N\3>%WYLUT(8[UZ)=]B#3$%[4P!2:#BP-YC""$R[#J&I$C2R++Z;I MZO1R\E^WX &13)(@3;R(>Y(R4+<#7VN0VK&D4M.(K\3^NQ$SV'/C?&V'^;0I M_]NA_][#,P6,[00H^(0>_'G,:9IH!B*8Z@R(6(2,I%X8_/_LO6E3&TG7-OA7 M%)YG9KHCG'3NBWV'(VB#/?3;$K=MN=WPQ9&K$=;"(PEC^/6369) E 1((* D M9W0T!E6I*K=SG?T<@(22S!(>*9F\>"/9# 5/"MZ,:@=?.T!FD9Y-\1S=>G(F MO;96>X+PC0>HW..K:#QU>5+@KWU26/WL*S;4.R6B>F6( M0Y!:0.# CEE(L, MG0G*;Y?;GWM+=T:G,6_JU:9&UHV\HB%%IT! &2- *4L!5\Q)PH-U7+YX [<8 MG0& 640H*J^GM4UURDBIP.S<+CEW]UJXWIL!*Z\%#%@2$H$+8+W28'STBJ]K/TYZ2+T=JJ+4.VW9N\D,B8)V>^OIA^?2KB_'9?Q MKVT/!GY]8']+\448OAZ7-TRC*3Y!KW^_O?U$ M8J2I6^IENXG$1,=M\$Y/4GW:JXKLDY8#-7TUULO/KG4SL./^A86,-Z^UTJC' MQ%7!\&ZJY:Y3@^?1E^(B]4?RXF75]:1@#8:3)K]7Y=-K=U;I=2U7=,$HVF'H M6I(?^T63AG&5^.[=)7KGM=>84\GZ>I._W/;O!B)4,+?]RVW_5M7V[^XV?G._ M]XOS=/H+\/3(K.>S:OJRMI<^[U^B?9DMCSOZU(N>3..^Z*D!RN[/267W5*2] M[_UEVX?=(K(7%(WQ1GV6R?T.G/#4_/;4P/;51T/*HP_!H:F?CJ=DTM4GGQM\F;>,GC1%_ M3^U_1X.X[/91:ITTZ4<_/9JH)_EN^GRP=LR]0);@('*:10W'.2IT,-QK8E-W M ZIY5&^^(L1>W(/PGA2U:R2RH,=MIS&1EJ>$Y9VHQ[5[20ZL3IN,SV-EN??S M<.>O3F/G8^<@?J]^;)/E^N+@>#>^XP-I[$0%-_Y]^.6O3OV\I"P?O_M>[QS MQOO#H_J7S^>-BX_Q.8U6O?D!Q>_!QL5G'/]N'W0.+OZ].&"-G>]?#6'Q"&$! MD- 44.D@T(Y9P(4A%%$.X6P+0:,8@L) K+6FQ&O#%*.:<0H)DQS.-CF?IZ[< MWLIZ+BN]\[VW''-9"?YR(RN=3QS;2<$92=]%4?G3X1%YQI(S0U Q!KM@N0TU=]E+[F8S2V=N :F6RA>]QG= M>%Q&!_>I3LP4?(RDQHD7:5!(I6Z_G_Y-_L((PL;W]T-A1QY?S6=ID;-4W_X: MY1*F**6 4(P!19*!>+H"("8>*XJX"BX51%0W^YBN\.Q:B^L?NCWN;[@, +G@ M?-"82,@M%=!+FTH:D$ 1TY9P^Y@ -/>8;7?=Y)SE,[7(F=K?_DJ=)899'8\3 M-!&?- +*6 6TH<@Y;HF2!3XA,1M+=(5/14/4NSR1CXU&_]7GA:K3[&V/^/GD M//G!^ZAF#O*96.!,7-2_??7"&!4,!A Q":A1452'450/C :%F1(!1IS!;+;R MZM6)&'7"'429VUV3J"9-;<\*-T1A#/_ABZ[-0;?Z(R1:]B09Y(EFRG(%,8U@ MI!PRWGL*K1&00IR!J.J'KO$M I$DD9MPP+@A$8V8 UH)"BR10GH2N#$D'CHR MF_$T.71;M;?COLQ3LO9S@5+O^U O(QFO?#7PW"J(&1?.T$W2MAE M 7MR8*X+VOGX+')\HKJ6:@8JYB" ,B! H8CJFC4,,*2M5%)2+="\,D!E"?M^ M$G65T.+3O0#'WG!Z,M6&?%"X M-'R[/6I0?EY+=KE.]\I=8=NZU1G4.MJ-PA5:D8UV?>W IG#XX\CU]#8N=L;718@ 1=6"1#V"DWCJ M Z$\L6<*)-0&1,I@UB&T1=5K[(U+'G2+OUG10/YD_')'ER/ MT,-;2YC*JV8;3U17V*/'])5(=>S2'%NGTP=S8YY&)#LL#-PGIWU[E,*63_K) M_/W M7;L*TIN.S3/QU+FQ6[S5KT59I9#;I^T)8[>[_VG3"4[.G,EI+>F*/WQ_U/;^ MFBFBX'?CEU\ZBDJCF)@ZEG7B<(UX<"0HY#S%P6NAB8X?0FZ=E)X5R5P+'/CW MO9X[BTN<#_,"AQG7/WQ5DJ2@> 6,#!9$L9X#B;6/2X6EUI81(7DZS%C-)EU= MTQ73CE]C->.=N),IK*UW6 \_G?2^^PK/[RYO\/;IMSB2D4,8W^D0'D= MMF2.*\R-72BS+N+Q,KU,03R]B#$1^WK][R=MG?CCE2@1/Q@FFAV'!I7DZI%E M_3I,%4QY]/ 1G-X[C4Q+!B$E*9G44HF5YM:*J/D&;SP1%([YKH083'[)?/V MA3[YP?EV5C_[JJB7+G ..)$!1&9G@=9< 8Z<4!()@X-[\0:16Y6MZ]B3\.9N M \0H<'7*WI#$NI*1H6YW,1SF+_XV#ZUV/8(A\ MR;YRI_U.'/'1+WX(H]8@I-/&)15?JW@(96I S1 '";FK6V(F>&?5"1_UGU"DT<]I9'=?>P:A3>"F!]O%/1%,5 MG1"QB;KIHSZ+MPD\G?_AVU% C-JQMT?=>""_G<_1@PO7>3RX5PKOZ<"'TW94 M2T.AMMX&H/)\%[B8&WD*;L< *DU K *.;19!W5D+UX0V;0,JW>B)'>"UA0/+E$ M!.ND=I0ZHYW6PDCEG0J>J#"V0]R))]D.L8^H1\B3*]<'$_58H8D:4 MUBQ%5 8'XX9'S."S)2.G9;1+F\/#G2C,&4Y)"J!1*70&*LBD,!$KHL#%*)+9 MB?*\9^8\RO50!X<1EX##D$)EE +*!PZ@X_- M?TS_CS>STN.B64ZR\EE.]-&3G)+VD_Y/\0$_(D5&_6Z[ZSX=]?K#IN]W]KHI MG&\4AUF9C*=OD_(@K?K[@TA9EAQV/I\U.G58QXVC_9UW1P?-/7CX);ZWN7=^ MV/Q.&F_+Y4'VS@Z/(\5>N,YA*B=R$2D=[]+ZEW=']>./[<,=%__]JQTI%?Y[ M4?]9OSCX:CRUR%@$XIHG?(<.:*<<0 9[&('=>TS*&4\PZK(4"T2,]%%7@I(9 MYI'AD DN+-/EC*P_4Q4V@@8H$3:!0-%DDLF J( M:LPP)HJO<>+Q?"*;N^@%!8!A)('I]7]@4O+U.3\N87^R1]Z=MOU^6(+$DY/N MUZ;S[:](V90?R($14@&*=0 &178<"4@[J$DJ #1#,R$8C3%CF#"J25 V^5-1 M5! 9T4K,9#8^L9$B]-KMWED1/I1V>% [Z?M!8N&%+[03#T)1YB0)#"^C--GW MD7+2!]]2COEOJ4+9[P51S//&%D;%1$&^1$&#*PIJ71VQ5]=X=C&GV=XE*-DE*1PX+B1I?'53>4VF(< MI<(;XPKIXQ>/:W)L%34Y2I471])2W'@9;J$;K]WV6(2W,,?W>NSMUT@> M[+H-EB_TV#OJ^U>_C/_\@L5758#1(G,9EXTI$WSO9#5340NUS]LNC-E_Z6Y1 M!X.,"F&0:S/;]-V:JOL\PNXD[:0RM(6Z6)N,:LEYCO9Q2KAZI&I0"V[SA#W> M*/L]Z_"2J:6D:S]PEQ9I5#AZSICWSCYJC\.3+??N1#^JYFEXEY2V?Y+2-AG?([QZ(4'BZB@N*"+=W#8"/5@&F2]- MKE+:6FR-?G-)X>T7IO2Q:7_P^S+RY!IW]WI;LB"\6D5OK^I.=W&Y^BG:2N=U MRNOTRZ[3BMJH%YU7Q*A8]U_7FMH_O?_; 6XF0&Y;.RS'3G]EZJR$S_ MYT$3JV(SJ26B/7QP7%@!"=2.2H4T59@:J*P7&C$R:ODVMWW,==_1CC?#3Z,( MX)8?;/_0K7:RN;_K]3]%]GQI$4FVA]V?XU)FV];V3XN@L2+#?#N5Q-Y.;H=4 M!C5^\VW?N];P[Z)P3V5B/^[G81IWF(*'.XUVH[G+ZLV#LQ3G<7C\[6Q_Q_YL M[/S5.?CR\;A>=(K:O9CM,/7Q>QW'.36__VP<;\,4+[*_LTT;%[NPWCD\.GQ? M/Z\W&^UZLT[_O:@/ZY\F':;J%XV=[:]4::&E)L!S#P$E5 !)" ,Z>&*AA-JK M(A!\-A)\[5N^9YC*,'45LUH"IA)L7?6]*^J%7=EJDI'L3Q]Z?=_4/Z^'J876 M3^_ A>_W,DHMBU+GUU&*"1*$P1P8:A6@ 0F@@F :@X]T39H:I)$)C'"KS-2 M9:3*2#6#5$E6'SPJ[7G9OKF!PW_"BY)V^.7[Q[SC>ZJ>\6M-90 M+G$2(<=)Y&C24V^@]%I[)"&G4EI$LTEZ'>47.\\DS3&2\:QSFVK,,PDDMPJD MXV>$<,8YN!+Y92DB>FS%:E'?:4:%1T*%; &N%"B4E!KH&('.8J"B+@,H40H8 M3"UP/% G56#2KLX"G($A T,VN%83&,H&5ZH"%]A3P*V/T@(NFD=:'G%"$D(D M5SKX# P9&)YQ;R*>14KL8K9,Y!=+NMU MYXI<+M7.6_B\]6FK-HS*^>"T?SXI2AWE]H?X7S91.\)8<:DHU@J9^%-K(J1D MTBOCH0S65\7+LAX5(==!Q=HMU*N1&\9&)>O#V5?AD.="!H AC3H65QY(1@1P MA@O%,+,4I9:K+S&<[?1[/RUK32TG&0&R1V5=:+Q^G<8Q%IP%[ #T2@/J,0<: M$@F\"5P@J+AU;M66TTSECTOEOZT1F9?\(YF]?NK"YR+E/-2: ML&ARS!H"%$&*,:,,2P9!4P@ VA45X".&PN\Q5!+R8G$XLFR MO#(^K)'9XKD!(ILM'@8$G\MB@K5"4P$H413,J%JI ME3) B+ UE%GN)&;9BK1Q+ '.6)&X9I1;;(&,O!Y0HI,5R3D L734"^>Y3^+A M2RI6%8BR.@*L>.GF#, 9@)\$@+,IKEH06S+%"=1Q0!MD,LAL,LLO8,Y\;9;,]\V%H6K)G4H\P(5(!$30"U,??E VF MB*\T&,6W*"6B!$J 9C9" M:]"4(6>#4**P %"U,<)I837^8Y@.WYO)I!JGG4A(-O[M6C]&GR8B:'5/=3'7 M_\2/)U,;$Q+%(XOQ26_02O>\ZOLH ;1^^-=G+3<\FA#:U!?'/-7.KK_K=6=K):ZCJW6)R)Y*MS :6P*7>[W:*&F?A[U)V,XT=\\,%$&^@YT M,NZ]TNTS?3YX\Y M_7)$#7N-MUNUZTMTXTQX?/CXDW38>?4FUMAO[GZJ-?=K;_<;G_;_WMO9;N[N MU-[M-;8;;_>V_ZY]:L8/ZKN-YJ?:;V-R\>[W>2>D1$\CM*;00,0")S"Y&RV2 M6# 5HE*,&<9$\1$C*AZZG1B 5M1)28-B!%+FF&22H."-1"B./Y4QO?W8S%OL MQU_:^83T']./U#!>J?FK$R+/Q9@Q3!C5)"A+/=>(4,>(5L+%9Q08=H4N!6[& M8;?UR<"_FOSR>E+#K-4MAE%\Z?7UU4DX5L+,8G5&E\>4J=06XRB-?>QR&[]X M3+=;Q;1*;&!TC9(M+L6-E^$6NO':;8]%> MS?*_'WGZ-Y,&NVV#Y0H^]PV%< M_2CZ.\J08K3(7,:LI4SPO9/53$7=Q5N*F6P/:KU0^TM'S.N?UPAZ68MJ!%ZF M-.C:[]:45G_/NJ[SYCG:QRE&^$@2XX+;//$ WR@4/>OPDE^Z)*\\<)<6*>][ M304J54G?W*-P916MYEE('K%\%O)92.-+=OM\%IYFK7<'PU8G^4ZJ>13>Z5:_ M]H]NG_K)^![AU0O)#U?G<$')Z.;@9W3WX;WM4,V7(%I[Q.#V[9L1EA M]_5>UY_7.KK_W0]K(4YFIDK!,M/=*-_X)GFW2; !&^8MXX8:HZ5%\0.)E1-, M,T$+[S9^_CCXC7!TGQS5FXVC>N?#Q<'%WD6]^1D>X%UX<&SAX:^S$WYL? M\'YSEQR6'=V=W9]UO'M^N-,XKA_7?S::'X\/FA];C8N/W^O'WV&]&<>X<\#J M3??]WXOZ3)=LK&6(^VM!\)0 &H($QB$&A U&8$BDL?K%&\1F*SBM?2FV#%,9 MIG*T>#51JM2KTWA/@E861,AA@#IG@!(DHA3$DCN(182L#2X:F9$J(U7N(UY) MI"KW$??!.\Z0 E:F8OM1EP72*@8L1%QZ3C!AJ^LCGI$J(U6%D>J7KN_YA!!4 M$I:LA)0J"X&'5D0($@+HX"(.*8E%/!Q.4%4UE2[W9*UV3]8*0O2H;JHM.7L> MI6+J1M8T"E(+I0PE!#E*J51*0"1\X"IPPF'(!KXUY :?9PQ\GNE@H(D\ %H# MJ) 4:*8A@!9[:!#BEH>5<(.EB&@3BIUE5,CVM'4!A;(]#<8M)0P":B2/(B(+ M*5TX &YI\I;8;E\LCJH&1@R,&3SU?, 0]E\Q;&S7ED)D&,44.LPD$$% &G0 M0DA/C2 9&#(P/+D>D:U%JZ+XDBC@%30P" ^$4Y'BH6% DR@/"$PQPY 0[_GZ MZ +;;U><>#AX?GW;J"UJD%6&$D?$$Z95S&OXC.'K%;/ MH+TN=^:%K;9'H]I!UI^W/FW5AE'W'9SVSQ_:%W[. FR*\D$"1]0%JK3V-"H= MVA@4&);*N" Q)55Q8FQ^K:ZGTF"^SPMAAHY[!!#B'E#O1#)F0J!\/!J0*84+ M#\=+A5>EPZRI72(#0/97K F)EXP4BC"/%!0@! \!E9 !280&QO# 24!4TI7[ M*S*1/RZ1+]4T_IFI?!.K%3\=-9>=#,IZIPTV@%"+ 86! H.5!!9J'Y02D=KI MBS>S=367[KV627CC^'0NEEL!>BYQ9X*$U)H' '&0@'(F@.22 @(A8A!*XK$I M!'#TX&XY*R3L7R)9^VVO?]+K1XX6B M9%FQ/,MJ!T\4AI-G[(^^2?41<]OXRT@X(4)0VD*O.852J!21( TC#G-M!6?J,1L!N , MP$\"P-D45RV(+9GB+!+*68X =\X!2ET BB,# G-<,^\A)W;5<4 99#/(;C#( M+I6R]," >N)3$JP"P2J%K1#&<)@L $31C1%. M"ZOQ'\-T^-X4DTK'O=4]U<6L9MN;=W3_6ZL[&;&ZCF_'IX-A*YR//FIUG>\. M7V%1(/"34#-.U+S=OBFRKG86J2B2Y2".-8DG-3VHZ0GI@4A:8! ):"HC+]W0 M"[6_=%R/_OEHBPEZ68LT3FJZZ](O>*MV8R_X^R[6Z&PU3CMQ!>QU &)>:$(5 M#%%'HL8;:;!!1G@:44!JC[[N% 4(0BD48Z0Z#KV[%VMR-NV'@Q:H>7=G^=O MXVO2:3[5[;H>IA4XWXFKU$R+TXSO_[/=L]_7%%H._SV"MO-/5W]1I_N=O;/# MXP/8N'"=P^8V/KB(4(-W:?W+NZ/Z\34SYZ M_ 391OAD4VO[DX%_-?GE]:1,6*M;#+?XTNOK]) \3"5L*FAA=/GU6WHFD!; HH;+\,M=..UVQZ+\!:&]%Z/O?T:D?=[ MZIV#98L^=A.*S54_^/N.PIEJD:E8GT3"&?+IG:QF)JHT$3%W(MO3W+$V88P+ M5 3-!V#!RJGW+&XZ;YZCLS$EG,RT7B2I9W25W9 M5I.EM7ZI\GXISM1^UQ_$$W4M(.O7L*TV+AKM^OMD6_V&&A?!\?M]AS;*JGCSV?)MKJ_\YDT+CY<'![7Z?Z7#_3@^,_.?O-# M?->[UGZ<\[\7>S,%@05F@0C&XH**5..'(* 0]0!2#DV0"!O'DVD5*E&A>F0K M"K//2)61ZF%(E2300@#-*+52E#HOHQ052G$.&(844*48T)PP@#!S1@J(K50% M2@E>>93: &EU?H)"!8$Q2:O&#\^\'XFKPUXMM'Z,Q-9BLSPAXB$F(N/1 2D0 9:G90]Q>8 E15@J.C*81 M.NF#*S#DTE"9H.<3])20E(EY.6(NR4'6&\PE3*4:4RJ,I YHYSD@D.N )//6 MBT3,L/+$O %2T-K8[);+S;R>%CL_ NHA;7LKLBA+Z\PK69#,47(^YEKQH \S M J43R!AK<-3%/0)4" L,EPX0XJCWGOFHJ1?!F _G0BNDO(I;&C/:9K1])K3] MM6/:GPQ%2Y(\=TP2+A'PSEA +3' 4*&!LR$XR>,I]D52.T&KLFA6#T773@>H MWH#7Y,+7&-D9M? MF@>;!_L+#99#OM!C-SW3;7U2'?_VD9DTC^+;$*[5X^U'-\=UW2NIINH+4._U M_2^] +/>[4VGSL?)0[W,]ZI*=M]E\F'M'GE^3Y'[N=+$S\HM_Y4V69Y#+)W8?D'EHV@"QPBC:C:,"* GNKW7_E\]:G MK=HPGN7!:?]\RB2;D_,W,>45A4"\(5P(1;5PDJ) #(&"0>VQ,ZL)#'M[:;V? M[UA*II=D>$!X9';8;#?I.&#L>_WXW5$#_W74:/[9;NQ\@_7CS_2@:=E^\V,[ MO:/QY>"LT:S#PU8Y8.S#>?W++CGH[*+Z^\]P?^?#>9S+4>/B.VN\_YSF@PZ/ MMU']XF-G7J(^,Y 1;PV -*5^$*F YI0 +0F&CAD<0FJ2]Q+#!]= S8GZ&;4> MH\Q]-6%KJBS^*'D@ ]5R0%6.;(41I6C0$:@0!-3RB%&*&D ,1 X;[H3%+]ZH MAS?SS/B4\6GSI*H)+.WW_^YUOT5E,^/1'#0,.B#81&/)*U^Y9 ,2QL#2^LG-I5Q*8M-#X2IDMA$E!9%TR!%& ,4(@VT M)A!@S+GSE#N-8-3O9LMT9+GI^,3+R2.Y MNN)U(/(28@2=4I@1BHDTJ:H#U]@)*AWE\+E\=AF3EL"DV?**,& 8F0D!B%H+ M*&,4:.DXL,QHZJ@Q1*&Y:EO5"K+EZHH;0= S,L>T?A1:/[T#%[[?RW2_+-V7 MS#70"2,Q,8!S(0$5T )#(MUSP8G0%BGE=0KDEQCAUYGX,_%G7U$%J;KL*S(X M:":5! 9#GHI7.* "50#QX)R04,'DNT9H56V&,T57QU)039+.-H0'4GB);WM# M/;88 80X!51*!Z0S$"A-(XD'881.)LT'6! R:?^:S/HF!T4FV*4(MNR#($$9 MYBP%#'H-J)8:*$($,,)9Q2E%3K+(DO&#VU-ENOU%67(VWC^*PEPVWFLH S/> M PHU2@'L%FAA*' A;BTFP7BE*\-Y5YDSA*IJNU]!7X!%4P4WUUNZBO6H(DX_ M0\'-G(Y453B?[0*@@_0*:08$ULG^21S05@E G P^ZE:.,E^D(Z%5]0U= :%5 M/*(D0^NO :W+B,#5Q-8L'#\034M6J<"E%M(Q !6*:&J-!TH7';Y,T,Q[P=UJ M84N<<'SK)[&G-A&0\!((2C$*I02I%#"&#"D&'""Q)L M2I%#(MM!,X!F *VV&)I# 1[%VED.!0A01,R4# @4U7>*) $J8 %T1%/NK%9, MI>:GLU&VZR1M;EIGQN95,ZG:D7:U&XGWJL_42FAXK_%N%401=%%<@8DT0Q8RY%1(C"%>=+Y9MT.1>>Q MY??_?HT:\_X_RO[;K]I2CR3' $,& <76 @-EE&2AI @3SY%/^Z]F M?PB&OM\I=Y6[J<_;O7HQ+E*2NQ+8&$_>(OWTBI9Y18^\F;9]+Z>;]=5\ZO 7 MY8U![>S(%[TO?VO]?NV.(SWJ!]B*]-4MZ&_8BZ]JMVOI:NK1=^0'?GIW7L9G MQ(>TAJGC9K_R8O.6O&9QL>-^=_35G_45W#V M/0M,WOB07MCWMA?YYN2[M33Z^+&.HQD6ZV%[@V'-Z$%KU. P#GH\]0@):>73 M*;O>"7'RJ*O)IBFZ>"&.U<8QQSG'#8HG&(S_FO1(#/% ]_J#K5ID;G$09^G' M$D)I8%8E0HDZ'J8$8I.<#LX:X;Q3D:,5'3W1I*/G(LBVGS8[>=J;OI/RZOOG M>W$;6OTTJ81FMR/?G=F>OQ[4[5TT+G:_2NT"@IP 'YR) B?B0$'( 7+,>.TD M]=XO9="Y5R_7O/-/O_,Z[C@AR '"4O5'S"Q00C# N3->4(QQ8G+=W@R/F].P M.$)&8A6W0TKKQ3;IEUQ)#'IZ7!;!XWX_X]7C?D6\G;IK8 M>"L)&&='+7M4<[V"SQ=2B(ZG5KOT3.?3"6UUBQZ[5YQUJ[:]D-26N.^D]7:\ M?3!W!F?QS"_3UWU5)I_=8IVNL/-+:WC4.XTO*::^,S7SRU;9VYW>:>[[?B.R MXL9%_2N%VAN#$& VN0RATB J$QP8%@AB1O(@4S['K,OPLO-[.C_+'(C[Z8_Y M0#S!@=@O"BU+*+@AP$9Q*+': P5'A",N90>.\<%3K$O=#$4B8#U1%-R5>$T8O)MX[Z5VVDOGE@ M(I?X#G2($WNEVV?Z?/#BC^LK$I=C/"1&XY@?L')/Q;+G"R7[_Z>Y_7+$Y?8: M;[=N/F_79\*O"V"\>A-K[#=W/]6:^[6W^XU/^W_O[6PW=W=J[_8:VXVW>]M_ MUSXUXP?UW4;S4^VW,(9L:Z*YCXWL*U#8KK.-2V:PTQK8 M=F]P&M&J&5_P9[MGOS\WYJ?WC#"_<_AE]Z*!=\_KQW]^/^SLPH,ONV1_YS,Z MZ/S5.NA\[.SO6%KO_'74:)4Q/SV[7O"$^ON/G8/FQ\@G+&TT_VFE[QZ^/Z"- MBV_G!YU=G#"_OG/P%6/FJ8BLG]C4[,,1#+1%.I53G*CMQ#HQ M#M(H2G@(E"J--#(IQS=PRP,7FKVH^AOYD?RY*Q3 M9?JTSA6^[W[U]:'&22"'L0XJB>R$&FFM4)Q!K:71!%[:#![]S$W-_+^]J&&= MCW[^TN>O>?"5:^^B1B6 5!H#&CPE2?K"CVS2IX-" M"^R9..8?A4;9ZIZ<#D?VW"@KM#KE6T^[LS>?'?GN>*1I ->4TEJXG%:K&[7- MTT071;$U\7I0L^TXUU9HV1'EGT7Q?M9F?#6'UB"9F^-JG)[T1K>U>V=1:ZVU M?91#T_"*$8WF&F\>Q,TMGMX=)@-SZ;F=*T)=6'YX4NL%7^C<7(]->DHO<]_[ MT/B M@/\4KI["138ZAO$0SE)#E3[W]->,C5&NK-^9&5LI>FD4(0)F_V7/XG,MD2[TO[CC_>]Q(DO14,6Q>&KS\6V;7SC\IO<]8;9K M]>/6M\_3SL8)7/XU?5(*+!HMW$E;6U]>O++ M,Z+.5_ NY.W3V\"N643YG&D MR[T8G)XD)AGO-.>1S(;#>$_A#1@O?JTXPZWAOUFK%$?+ .6$!53P*WIH:P+25$ M.'(<;)3ZG MH+>1A)$.;1',EUPQ?E $&71'YN#"EFUZ440,96F[@(PBK. &F;L@B_XE68SB M'D8B=P+S^-@?8_RIV>13B8*V'[SZC^G_<:GO%J.ZLF<6,8TV-44_&?A7DU]> MN]8@\H3S5ZUN,RG)9"&HO%'UV^LNIMP9%E;UP?:?SF\>6MXE(I M/G-TC9(MA=6-E^$6NO':;8]%> M#>J_'WGZ-R/L]-0_VV08K%GKL'=6]2M&_ M%4PAF)\Y_8C!9S?@CJ*GU^RZPU M7J%YIOS>A4[R2*E23M OC(+CR(O![\LLUJ+53RO(BD<:_ZM%Z&Q])[FXO+%LYFY>I[Q. M>9V66*<5]8"LX&3?ZL%1$8+\0[=3.,;],'5MIOL &EBTRG]>I[Q.>9T> 5-O MJ%]'!QQQS'>]SX.4 $HU0QH#2,P>:]33'OPQJ^L!7%&HXQ&CX!& M*8.3*I(*9AB*)-0"6X>1LE!;'R3/:%15-"I78]<04\Z, ="Z5$W*:R"UUEBC%O:_%H$[ MCR"5@<1A<"JBS$J#I0I+;PFW7F<[;'4)OZR#,$\M#P(8RV5J 3+NG>2--9KK MH)G&*[-\9.+?!.*7#$J=6AT@)BACR!CH@@B8,!P(]0N7-LS$_]3$7S9[(N98 M<(0#*9 %5' *E/;Q!_>2N2BK"<\R\6?BGR)^Q0FGP6DG(*:(!9-JB$=BEUPY MS/1C^#PRD2]'Y"4.#XDC#+I(Y)2E\N$! T.P (*0B-N2"UMT1UP3T7YSLSL^ MS:VU_:!LCY6E6SUF:'P>Y/,-,MM&L]%YO>Y4XD(9=A!Y[ 3!/I%A=&I)@Y9_7PLR73W_.]R M*T5O=?!1:0 >PZA_>FF \ER!^#G5QD/*I5FU_KFF6N8FDJ_F 7H!+6/>4D65 M#%81:!C!4",>Y&.0;V7['JP-#=>OTS"6V%!.(>#0J)12(( D @.+>; "$^7H MJ(>TG.V=D"EXS2G8*4@(XY0X#:GSU# M4BJ)B9]"$U1FP!4CWL\E!FR4@LI* M$/'7@'@<%% :&A",TQR&U*%FY=Z?3+Z5(5\AF'(8!@^C&$UET%QJAPA.'!EI M#3,#KB(-V^LT'!?24JX\,,1)0#D.(&70 !$E:\4=XMR*ZC'@7R(/^FVOG[IA M#F?ZR=Y+D5\T&'\-@89)9" , \%PQ""B'="(&@ Y,M0'*;"4&YP_\ZN3;["&6L-GUS!*)/H MII$H-A1B:53P1D>>RF44\KT54@4AH$4B<]B*D6Y)4V<\8*LX!\@2!RAR 4@; M&/#.$^6(D5;3S&$WEGRY]]Q:[3SF4ZH%TA7C<-N>A[78&Y@U:-DJ$KJR M]/ 4L 1G]'-)<*K\Y8 /2 ,:=3-@'!9 T< 1E(X(@9XLT'L38[TWE?!7E>B5 M/01/2?WULI=/0Y\*VVB2ZDQ$V :*>0D"4S B>K!*R.0A((AGVL^TO^H\K\ST MGXCL2R:#**@YQZ$'CD6%I' 1*A$4@!Z%J$M* U5F^IGP'R_'*S/]IZ3^DB4B MJ6R82@2L28G=UFD0Q0 %G(@[""7%8NV8_N;F?LTO.%-T)U[,>K%@:M"X81:) M&^!ZIZGSZM(=LS:J_M\*EV7-,7]5%IY1CZIL6WXPHJ,9(XZ1 <<-L!''693G M,+) )X\0M5QKBVVP0J^R7.#JB*/BY4TS.&9P?!(KV"W@F&7A52)GR0 F+4:> M* JPHPY0:J(L3%.V2B!4$F$A2X565R(+9^S,V)FQ\Q&LB MB9S8@/@ V2P9$ M%3RB BJ@<;" Y/K":W7G<7"_C'4D4SB MOZ[UX\U_XH_)-SJZ_ZW5G5"4BA __B21$+_.<8]/!\-6.!]]U.HZWQV^PJ*0 M"9Z$O^""OYC^'V\FN%',ZA(U1K0?7]_6)P/_:O++Z\FJM+K%XXHOO;X^\91= M6:+[8I:CRZ_/6FYXE!C<%APQN?%!';]Y?'FKN%3"LM$U2K845C=>AEOHQFNW M/1;A+0SIO1Y[^S4B[_?4/-AG&ZQ8Z+%WP&SU'8EW=.;&:)&YV A=OC]#\;V3 MU4Q%E68BYLYD>U#KA=I?NGNJ^^>,PRU7F=\CK]\NNTN4FW;TM1K/?# MU+69[@-H8-$9WR.CT"IJYC3<%ZK^O/:QW=_^Z'M1 GLW0NP,;&#FR2 M]Q_+0(SQA#./*;9$00^A"4$S3+@VH\K*./?9FG'X7QPT#^.U/5SO?,8'%WMP MO[E[<="I_ZSO',7[/Y!ZY_!H?Z=]?-@J._P;<0SQN<<'YX?-P^/Z\0=6;S9: M!Q>[9_OO#VACQY[',=#]+XW.OQ 4NN $9(#! URV'*H M W[Q!C%JU'!=Q7"WB;';@ MYM,A4:GC'Y&6.H@L\%2F>@]& \VY!IAR*J1@!JJPP;7B,AIM !IY;XAATE!' M*4562&>UEUS&\TLD)3RC4571J-QD&-H@F3 $P"B] @H= ?&<6N!L$)92SXQ1 M&8TR&E49C9@.0>#4F,H82B343@B-)!5,*(@$SMK8LZ-.209R7@B,M00&0P:H MXA!H*R6PF C"/200^H#E&Y#=0";8@#RB(B)>)*&K(2 M8%^*'C:AG-E&$KA6+A!D**,,4RM8LF8ICPE6(@B/LE6KNH1?DN@T,H0RZX$U M)NF1$D6)3B$@("0N<(ND77FOPDS\:TW\F'D+!22&(TV5%XIY0:G60BH(I:*9 M^*M*_&4C4A31L#(P@-2F$E ;%) .4>")L,H*#SE>7?N33/R;0/S64&1X,B-# M00552D.DF"0^\G]">/:@/S^1ES@\U HZ+@1@C$% C75 *@>O3 M5FW8]SH*0.(!\I%QJI0-:< T0 M9IQHY)BE-JJ7+Q5Z< 7U3,%5HV J0T :4QAU( 482CWL%:? ( _V37E\/?:0>,WRH(K]H:/,: I%A*$H2'FJC!,7(F!!L/+C.2.((M#;+ M$57"H)^SG;"AH=['Y;2:124@! 6B5*B!YQQ"[9A689.S$7YY\HU*.V$T* 05 MU0R;(OPS&M8+ZX$BR ($413XC>/: M\Q=O"%Y5Z?1,HI4A4:PFTN^J5L)LDQZAZAB2D)BG)-&Z1 _ M4CYSV&24A MGYL:];FJA*XL/3P%+)W/Z.?!,NRUAX!3!0$E&"5'NP)$2\/B-1ZX?;) [TV, M]=Y4PE]5HE?V$#PE]9?4?H*]U"$X +F.0HDF'$C)'? Z$,B0$XBIU#,-TT>/ M <^TOSZTOZH\K\STGXCL2R8#)N/N> B!YS@ *A4#FD;5A 6JO?!0*>&*9.&,G1D[,W8^@A5Q0>S,!L0'P&;)@&@$-]8+ M [1C"%!M&3 P*("A(TXB0X1;>YGM!ZW5DL[!]#'4)'][^UNA,*4]=9[O'I8-@*YZ./6EWGN\-76!1"P9,P M&%QX$HY\S>I^_SR2J-E(MKK5K8565W=M?$VMU1T,^Z>%-^%E M_,.V3Q/YCYP01[[M4K]ZH[O?XU5M[>A!?6]]ZT=:K,(WES?U_S/-!#O:J'?ZZ1O M3#^GV*9XK^G]\%NU2WB\W+7$/UO=4UU@Z/2^C9>(XE&FZ$EOT$KWO.K[=KSY MAW]]UG+#HPF/GOKB>*?AU5>TB;!Y.KSY*[>>$1N7V_>?]$0H4EJHJ9]'_[C<^[?^]M[/=W-VIO=MK M;#?>[FW_7?O4C!_4=QO-3[7?QN3BW>_S3DB)GD92('4<.8QU4%+20*B1U@K% M&=1:&DW@7<=@:O$0GJS>(ZY5\9Q7K6'<(+O ZB4IN5:(R;5Z47W-%_B8 '0_ M8E&_]NX2/O>NX'/!PZ/FS_<:MRDU2/)"$ZI@B!HV-=Y(@PTRPM,HI$OMT=>= M0@6(2D#4R3$9Z0+7I?]/]LB[T[;?#V_'7*&8WF"[ZW8CNTI([2YU@\%^V/%F M.#6U9D+<9AS0G^V>_;ZFJL#AOT?0=O[IZB_J-(XQ/KM.#II[Y_7W'SL'S8]' M!TU+&\U_6NF[ATFTO_AV?M#9Q?]>1+6A6?_*O59>L93.K%*5%"U _$L 9Q3R MB'HL:%2F?%283N+*QZ7S3\[R0Z_=[ITE_EWPR-I)WP^*DYLXZ$D_LO?623RT M$X$@<5L_V?XI#EN<]+DB0GR0'A8(8+U:)X MN-'M^#0?V;[WJ9RMZ4>6,B:8T5@O66VAG,2U:NN3@7\U^>7U1&QK=8NY%U]Z M?9VT$E,O*28%I8TN7[&I+3AB56-)>OSF\>6MXE))V1I=$VA+0''C9;B%;KQV MVV,1WL*0WNNQMU\C\GY/O7.P;*''WJ&MW!F4IV9NG6/A&G/;\K;W3E9#?.HN M=EN@M!V 4*+U+5> M5='E:W:1V4?==UWGV5A'JSHE SR2\+_8HE^R^!M%E&<=WI6X-1G?([QZOB&V M9&$;R;VKQ:[5DFNGY5Q[18+%8DOTFTLO[Y[O-S_$]\2QO?^K?;CS M[GC_?1T?-+_CQLZ[SK\7]9GFA4)82S4Q0/O4E=9!#91S&FCD."-,!AF*"GB0 MPPJEW3^1GSF#SQJ #Z%>I5-L32!42">Q$R9@:3G3S#/_0/#)^+(G%T MG#>Q-4=')1B5$A%%K*:*:X6)88)HIK1$EO LFE4$.C_,B&9&.(@#@4 %I0%5 M\3_"Z:]#ZL6NP[0>#2&:ZTXLK$=M+W! M<%#[[9,?/:JF$E>NI<5.FZ7;\?:A;K4'OV_5TNMN]%T.)V-Y63L[:MFC8DA_ M^Q^^7<,WQ3Z=^7XJT)XBDN+]HKO)@ME]RHMO269!J-R]S[ MD>R\1QX4X5"^7XN;]MT/)\]HZ\&P-NSK(K[*Z?/)(_K^)*U&_/ DKGS/;2T2 MT53 1' 011QBR#M'A0Z&>TTL95$MT=Q)\A6EQLV+'*;KT2Q/&JK"MVJ/'/SP MOM=S9ZUV>[OK]KI#W?V6](51//15&'1UHAL^C"&X!P_?'YPWONS];!P?T(/F M+CS^?SSL/.N7=_Y^'T_0FIJ)M%H[GVU7!-$)0'46P8H(0X8B##P0FEDJ#-6 MD1%/+&*%MI.D+'F4WY3"E#)/N4/2$N>D%% CZ"+PEJ,A)AM1!!Y<;45MM!*0*\9)K_O01BYXXU8NSDTC^9>W;9*9G>E#[GV4*U3NL* HFJI&8 M&BME@/&H6T.9C;")V:+"W&2IUT5Y?&ID^8:^^L[#W9WY=1!!J< M>)M"L-OGE^+ 0JVK!!58\83EG%)(38#"0DNTU92(0 KI $ZD U3>\KW&NYOV M?*]S$F7*)!O^W1L,[LPNA;_?QP9@2B$W\0SIK1-0E5,3F8D/19$-G:#AOZ ,W5!#" M,2 M:,-TI&=*@514 1O9)(>0$@?Y4AMZ+_D];^C*-M1'RI%!TRC(.QDWE&,@T_Y& M1J@#E(J)$ 7>1F\&G>_^X$H :UUNQ6"D1U^J_^ZTGS3;T$J[4 APA1B')V(< MVJJVF+JD\'VC4E-28IXDU/]=*Y*E_SMRU1F]MV(!_<^A\AY\C:(+]A81P+$3 M(.J^*6!$"X!QE">4HI%@9G1'9!$4S#)#B8_JIC !:2^(XEI[[#6;20"HDB9Y MJ\XU=71U<4:* /[6(-F]QI:JR_2"-8W?9V)+(IGC]Q1JK2M*X.4.C\FNX;>UIY[1=^*JV M1\ZOPH"]P+)6$F_S]B^U_0T_?%C&Q*)U[*?0=_D"W)1=WX3_/>2D;&!K.C4:"*BJM(91B892FU#)' M$/,8"K&HR^H6FT#!Y]?>FS$*13HY.CRN7S0NHN+?_/.H.ZIW/ MK'[\5ZN._SDZ.-Z%]4^E4*3.NT[]HD[2&.MQ_(UF'.=%O+>S>W[8_'Y>[^Q= M''YYUZHW/_R@(,82E*G& @J8. ,8NA9 1S9%^\H;)"0>(Y!67# M<>:W:@'-E# \+0MGZ%D6>DI1D''7,/4H ,$"!-0B! R,T$,%UH%SZ"'!+][@ M6>CYO3JHLS;:3D;'34'':H%C5!4S$"X)A/LSF<"*>8XQT)I30!D1P"AL@.>4 M6(RE,#X!8972@#^_IWU[5,12NQ2 W3N)OPV]/>K&MWX[?TC_[4ULNL># M$8X38DT\K*F^.F6"$J2=;S5HHQLREM$?=ET$( [F@4L;2)&I]E M%C"* _04*L%(Q)B'@TSU$MHVDD:7TI$>GTBSCK0BLBTG\3N--*,,\("B:*"U M T9Z!8CB)!!+.%1N5"SWWCK2HQ/L^NI(OR*P5 M7LGJQ/(:4U0LJA14H8""D M24'/-@ 5C$N94U@Y2P)#YL4;A$6%6/\&>\5.!_&5OE\;57'O=0='K9.;XQ5N M@Y9%33%K""U1)2;(,B:48U1HK S$V"64D=1:)+->\2S@\GFVBIE5UC!J 4&4 M .JL 9H$!Z#VGC#GC*,R@@M]<"I[]1Q(&TFCR^@53T"D6:]8$=F6] H;HMC& MH0"(I"9Y<0.!\=H @X0)4#&GK7KQAL\V%LV^E\?WO6PDL%0+5[)>L3R&E/4* M9W7P2@I@-%. 4L*!=CJ58 @,8X&\T.'%&Z$JQ/DWUVW1[&OGB_.?712E-NB, MX0@C04&?K!.I!2SDEEAGN<)',PIB*SB3G@*G HFRB20 \ED:CVI M$54\=:Z/G!97J2A6-B2N1I-X AK-FL2*J+:D24CII5,. 1RI%] Y R>""8 MAT9I[A#240K(#HKLH-A$UI\5B>4AI*Q(!&P@(=H"Q4( -#5!,%X&X(+!3'"C MF';)AE@AQK^Y_HE/D^2<=LOZ[F"V./FO;IUP2D2.!P.AG-+ 7)R\9$&(""M0 M66&R/O$LL&)G0YZL-%0P 2*&I"X(+,(*<@8XB2FDW"#C1825"IDGLOUP72CT M1FWBCJI.F987I.62EB&8<9B2 ))%?F%%$!B3H$2V$8ZMLPDV\#_\W])C/#K MRE/T^BH<&7F>&WFRPK$\FLPD7/! -1,,.((-H"$XH'U"$^N,P AAJE&U)(/- M=5S<3X>[7GB#Q%5UO=-4UFOI[KB;D;RV^F595IFZ>#%% D72II3@#7DB/'-==01PE6S:;S+>UWJRI@KJ\2 MG8$] _N:R[[9"K$\AI>M$)Y:'B!VP&MA4]D'! SG$DC-"?36>V_YEY:#*+>8#2K>O:GT?L5S[9N[9DO76ERJK MOM)UR0746!*KMHCUA?Q'_90\V M=CZVZE\.V&'118W=' K_W M\_"XW=Y_OTL;%Q\[!\UMNM_\Z^C@> _M[_S3:ASOQ>>]._[W8F\VRA0:F-JW M A@, U0R"S11#L2M,PH)%IP6+]X07J%@DEPB>,-Q9ADGX!, S68[ 9\0>DI. MP."$IC0HH)GU@%H7(O08!43<,.D==R%U,\:S>3,5*N)Q_Q#3U5MB,I)5#LFJ M!62;X_5Z.M!JE$&+(X4QPD"G.J8T$!1!"QF@K6-8$45<*G:.9BL/Y>#;7.S\ M>1'&&\I(/%8XA?=#BY3D4&#-G)26&"^R3O8L&#/;U(HK*#$+'*@ =>HL$W^# MC /NN/)$X51-)!<[7Q\:74:?>0(BS?K,BLBV)!HHSQE'P0'C, ,440.,)!8X M9V$04D,AT-Q>=!6J)7)_@GT,_\DF@4"U,""K LO3>UD58!!A2"T#)& /*$VE M@SBV &D",0I(\B(-3SQ8%\B%/W)A\E75)L6*08&L94%30[W4"B-*$42*&L-D MU@&>!5RF"Y-_8_O-;T7#(Z^9!AX*\O^S]^Y-;21)^^A747#>/6 M7SB"-7A^S#L28UM>+_Z'J"L(=&$E,1@^_;HZ%*%R9]?24L?8$5J>SVIMM%X$PT% MC>4F(AXX1ZE]"5+8R\PK8USB!'1V.[7&%#Z ,OK^ZT/<'Y5 MW3LZ#LPK[25!.F"'. L<&?#44-HF4&"UHXD@U82(-3+3;W<_H*PBO@A.%(@@ MY580X0/'3EH<"1,&_%>#K1:RY/VO BA',[P?>T^5P0QE&2< *,HA(W! /!HE MI*0AYLV4RRKBFZ&BR]#^%]#1DO:O2&NG:+\ 9YVSZ%"(%G15W-^7*M[NC\C@/]?%E&MYNGNJJYF3#K1O+LABU<3@88$@J MTUFT2EG!/)7&9:1T0E]]\ZG8V<;&<&DRB;A)46Q'@^*#=Q:< 3P;LEMZS^]MX.1K'($JL??GPM[U@MXRYO*4G=8"9IGR$9L, MZ"@1*;-"*&0"H"YF3,#:1:E8.JA.9ELU;B0GG5.^;O!>M+3J^1KGE79$?^'6YKNR5M&?OBX(7Q[5>,A7>[["_^ MRFPQO9E*+"]:*T_ST6(7$S?V[]/N;1F:DX!L-YAS9"(,\9UI7IGKWM8_)]\- M7FQP<\'AZ4^8@Y?E,/_K>]N%ZIP4/NP4YF7PX>9-3-?>QQ!&< M"2=LRBD1(;.1F) Q+8T)-!CQH@I5/PV5XH+@D0'< M6I=$/+@,EKGU0N>R%> M-BM-@)6\:%P?+O_0:<'PKO.65MEOO8IQ_[UL=(M*0 /;6#&Y<:RD2D"F5XF= M9K-SU7NW<44N,[*3X>Q-UHU<;K#B-FW*E65MX5SH4J>+ER\MO+%S14N=?#V=7+\!EU>6N4[/6DGJ >_^6$A=LYV4 M0=1Y4">"\:<"/-$NWIX/_?.7W:O@^EN]A8+K7X[P+5O1[1Z]O7ZZ,;A*OW< M.-P[N3JB!]=PCQ_5;Y_8=QC[[!;+T8^CLT_D>]J"J?]Q5KOY=//]]P-^N/>O MLZ.S/TZK\-WO>[Y9J_][;MI/3.VVN-6(^;23[7U 6FJ,8.FH($I1%]C6>[:# MI[M''C;ERK=[/';) M$CE/>^=-0%7%):B>=DIBQ;.TTV=9))8)(Z5Q49?\98U1]6BV;B9G@3 %6&I9 M7C?3(!U,AB)U/,)OC$B=^ M?(7]9_I#<6U4FKS')J"'88,P#IC8SF7,J)4<2 M'ZDH*<8T-SZ2.@KI$2]AZAE4V7)EXYDST7D:")5?*&)$!*:$Z""X,S6A) M2]9;F:9H"<4R4XQ2%(#/(TZL1HIKCWP@613!1Q9;LLM02FP7N@U,FD ?8O2_N-/C+9NC$.Y3UXV7_ MLAO&#\'M_[@([5ZHIZ'783S_:G;<^89JZ/?_G&+7^G?;?-.7AV>?S[^?'9"C MLWU:.SL%[?I\7LT/;GQBU;VO/[ZW/C:K>Y_/#^OG]#\W^U>UO*2="K (0/PQ MIZ!AQB+%LHB"]=A&Q8/T:JL2>LYOQ&O7RIC?'XZ\T0F M3Y%D-NAOS;;AQ?J-5MY^^#;!V8R)2B44LI)P/<]TGDUHMM>5V$C'?7+,J5R9 MWD1^L^W^\_W&)3DK^"9?_/&C\X:SG4P^[+;/FGWPU*#O,\5]UB*OYC99<1PR M*Q.F=%W3MJHYB=9PG7($E(H8$^HL%P[8 M !7Y&5GVM/($LW2L!L^O7X7FWZ$*@SE],W5=;@Z3<_1[/\+P_X%E_-+\WIIVGJ@#GZ#PY4$3/&AM,V*VWJO9CJMEL>)G M 4M1EBE>!YPY I9>O^J4\+(4O,SV+=2!!"D(0"EYDV?UH;>#EM!M""3!+ 8>.DS M0!@IX]9[.5MGN>0OSP(P614HHCSEQ$ M1A*+;,#6> ?YU+WIG7JN_RF"8PJ"J(!.JB7R#0[#=V0%_XJ2A6X9HED.@V5PT&0S/3#0H1BP1]UHB0YA!EF;*4F&45"857E&4T-]*FO,2 M.-3IF^9*BU.6M6P?.2$E;O]$A6Q?"()/9B"8R.A"QBPRP4?$;?3(&,T0M2)& M6"KM. <2N++.WJM0C156L7UHLD@%V97K%:_[.$ C\J M__$N31X?[V&<5N9)DM6^;"'?Z:/!_39>S1^?!OD5']8=C.T$G@/W_70<6309 M("A2W*6Z"%HC*YU" HMTJ#!XB\76>ST;=AXF &U7EA$# %-69 L.LH9IA9^ M4=[9S >O81AS,]9+,7A.,=C'( :2::8R<->UE@IQS16R&;8P5%$ V4MX+%+DDA% "$!Y3U^_%DM!H#U*$"RM1I!XG;4XR,OH; MV:YT0^\BN%2QO7F],U6T^D'UX/.UBAX3;X0 K/+)_[/@!S+'A8K< #=DQX1F M6X^PT,]D?><7^LYV*L]]>N#RXJ(96L M3/-?IFG:+GPY#:&_!TO5[/0N83'6 MYW2 &VJ! ,F\/CK[FEHHG*9S.8=[!S>'>^>TNO=O& ,\OU6]/J)_-+Y_F-:" M<_C.'XU:_2NO?=M/YW)X]:S*#^M'5[5OGZ[@[]='-W^<';7^./_/S=%5]>0X M4L<851KA%#7@S#"D F; 9;EW(&0&A+8 L;S,^F["$F.-\0!.*<>,ZV",52YF M(6 K,A!+/'V88##SE7SJ\T+BG38L2:\R*_'CZC"_>ON]SYXLR" 29$C "7Q086@*^ $+C'3,X:L?N)V0G#V4D"TFOT MTH&006G[XB!'%UT8[JT=U4\XW.OJJ+5_5:U7\?P]B#SL?W8%_;D"/G\&TPNGG::O-%H7 MW<[?>4; XTC"&SZ+AG$T-K/,"_!6M! J9HXY[<%Y$4;:DB2\!@;-GIG'AF*= M<8P(52G=F!"D;::1DRS"NNF,9'+KO5)K[Z@\OLCQ3ZJ@$5B!UF""!*/1T&G2$)DGDOL,\0-5HC+8) !]PMA*27WGAIN(BCH.IT* M??%(0C[*;"<3:\D7YB<.;5=.DGX\);;PX/W%MP)9JSK"5$+6"B%KMDZ&LCYF ML#1( T(ACIE$)L4A*&;<,?!XB&;@U^!5.3;+[+-O2ECBI]-MEF4Q:N-P,))C ME>DL6J6L8)Y*XS)2TI'7T>TI.J(=UL&ZB+ W%'&A-3(2B$FBDVNW. MQD!FDN'*\,?FJ/&J"$>IQJ^EQM/;*4$Q'21!E N">' :U-A'Q$*6D&9M).4<7Y%BZ4RV]]&$MSJIV4=H7^=PDCK50=G$]!\ MMA29E])FE@9D!=6(XZB0I28@C3WF@5N.A=IZ+U:5O;(Z[7CE(%.)CB4ZKG<@ MKD3'1Z#C%-"Z5J5Z83C%XIBWFAI%E-MZ+V>Y[MM"Q_O;C(Y* MHND;*/CGU%0-A'B;C) M&++16$2ME)$ "0V97@JP5UX7KES*!RZER7B&8?I1#"0BGBD!;)5H1+FQQ,MH M19!;[\EL;L8#*C_E_69S;SBMWO;K%P)^J1@O!08_?SHF)LB@C48Q!91Y MB!8I00T2-E*;::LHBUOO[Z@)-R$/9&>J#L^=AFU@-#@M8CX7G5XC7?.N&YHF M50R[K<'RC\G2/ -3B&^_8BQ8],O^XJ_]K7].OAN\V.#F(I7A><(;:ES]V3"VT00H"+V'"LVC>?3SEO#+WVOP6F-O54_>PL];N^^KJ)X< M+* S$-XV+:R<74#<2T.2:F M=Y1E^S^V^\]1<<"RWMG/7N_L=:]\Z[6Y?KYJ:Z4\O7*MMTTH3O:D0F\O4N5M M$V;QL27>-D)%7[S W+.MW_-7EUOK!5V_ 6_*E6\WXWK:FRFK!;[%4EVK2Q1/ MPC(6KQA$,#8^TC[81O_Q?>_CV?>S(UJ]^=XXNJGBHYNO/XY:'QM'K<_GW[]] MI37Z[_/:V?F/VLPV^L?SZK=:JW9V=%-K_7%6O?E\!N-MP#6-[[]_;GZO'['O MWS[1P_H^G5$4J9@ROSW7R)IT!!Y+'(Q1/*9F6_+)!]76+_V[!)@W M # K3&$O 68U #.5IX.MUR$3&<(Z:,0SXY'1DB"7:6]MT#YF;N[1DG4#F(TC MA^LWX$VY\NV6=QRR[K[Y$7J5"W.=XOAE=<=G9:T';==IA7J:\=*H/,:HS-97 MR+3#C'&)B!4*6&O&D*:.(V$589BSS$>\]7Y5N9]KE-O^LZOFBOE>J9I/5\TI MOI<9*670$BE,0#6ML$A;2H'^X>@QHD"\D^95)IO?7^\")T31\TL=),]5/'DW5&L#?YG[=< MJ. 5^/AH ?+ZM<-8SW5I^1^I!5.DG%-A 5\XLEFDB.- D*4R(D^9M. C6G MZ[_7\P:X^<9$#/-\\3)"^$R,)$WN%YBS[G6Y]?1$O)M30,-3+X6A*&!)T^%$ MB2R/"LF0.2-"--AG6^^?O/-41@G733U7QD=*]5RE>D[7=0_!2DL]B@RG[DR2 M()6Z,P6*LX#!78C):UY_]7P#;.0.QK:V]=*6.PZU+'DMBP0]][1LN(U9*04L MKL.3"N*6T?U6V;* ,QI]K$>.4()E^]B$91+V-,7;>-NR2,8:F(8W7-2@+))1RE-9)*,LDE$6R2B+9)1%,M9DP)MR93FQZ[V/ MN(;T82_$ !Y@?A#R*=N$;S:<_98"TJO:JAL*S>C4V%@DZ VU]+@Z.OO$OO_^ ML76X]_WTL'X"?X?OU\^OO^\=7!_N?;JNGOV[>73VK^;AE^G ]+\:M3U_?O3M MB-=:^^)P[_/I]_I7<5C_X[QZ=L!K\/W:MW\WJK]_%?^Y^32S94=(ZL= *%)Y M.-H$@@RV#D4:,J:$=-J*N<7DURT_M:Q%\C/"S*KVO4J863',3.U_26P8L=8B MDSF,N$NA:Q$H8K!D(8M.8:GF=218-Y1Y WRQS(+?9,![WBSXVPVW$O&60KS9 M#Z#'Q1@@2O.>9B58&\)JX4)$;H"7LF#"\]8@D]&="FOEY]&JG M\LSI[)_#WZ%]&3YV.ZT/<.LDV]\:_=,/ESUX_=!=FW3VF]TAN%S!IV??S_99 MK?[OUE$K'96!Y[:.^'< BRK\=F']=N#HX#B\H)2E%F@D,\:H449QP%JJ1U MU%.:D0+R\R:JNZD%--:6".^! )L 5"LS1@K&L54>YI][.9W_/DH_&*Q%?G;Y MK]#->TJW7:@<6M#B7+Y[LWHP?I9B;KO6>X?SJN*_\&#)_ 3^Z;E:XBS)PPZ/ MO-Q9A-&K=(M7V:YY:(+/*$+XTC)QQ?F MN@7C[\%M7&C\#?=+XF.< ]LS^FM^8 %^3*;%I^0YX__.10MN,'A\_O%)NS%@ M-&""\B,0'SHMF)'K__?_ 8C)?NN-!M:K7 %,5-P )XH#]XW>\"XW:1R]_ [S M[N^ZC3[,FJF8;JBT0G_GN<\$C2_KPCC8\Z[WETO;@_>^R"=@:E+2=/G+;BH' M6;0W'\['RXEC:JC."DH#2UG\D*P'2(MK7B:Q^9\E>"]1(GIJA(X:\]0O%RR3 M0[?32X__HP MYAZQY-:[F+IN,!D1ER(@[;%"F!ELK/'2Z"RUC)\-+P]S;J?$9!G! MD,X8:B30%.(X$4PI$C4USE)"B<8^%PPR%(P'>$:E8*Q$,$3MT[&RCC#O(\(\ M6L0%9\B*3*26UTP(+#*"V=9[KF=+Z0\%8QL K7<1X(]_AR:8K BT$E9OTM!5 MK&DFXP,VHY];"!L T-L)_ ;G[FYO4KD -.OXWD[EKVXGAEX/'F*:%<"XOQMN MHLS+'$0%.U>@Z4)L6]GX*E=@[9;1 ^T8N)I>9@QK[G"FI "Q)X[%+.-,F!(@ M7T4/ON+#=%W]Y$>M_HG5=H^=)E*Q(!%X6!X<@"RE(0)B2AF8M>!A4LJWWA.^ M4"5R$5U*,L"/(UYE(BC"E=0V@@<+@)D10QT5LD3(UY<,7KLZ%B%*1X1$0C!P M#;$A2&D":!FPU2XSCHFYO0WF8R4X^B](@5_:;:MWX78#T?\+_-90V6TV.\ZD ML];]3HZIGT/+-'*07>CZ;JRK-_[Z%_GKF^G7[XY>_V+L]3NWKP]77(# Y*X> M?+L2+_N7W9!O["*7+F[F3M[0/QLS9_U3L&.G8)_:G7[E.O3!GH7VF)W<+BA^ M+YDS,' SYG#T_?Q[C?;?'7B#PLV<>KAI%4YG_HTK$'/XRN07)MW#X1.2H^=R(>YN.AV?@!(]P%- MEN?EJ]K$'=F3P>N.*?.M+I9[WGUE0-P]*IG1(GIGTQ@.OWY9J,;7?KG2Z ME87+#S-N0WQ +;\,R#C9][]B46V:)'[&J^SDZ!5]OM."2 MP_@%_MJ+Q6C_RMD3F=#\U,[IG;_LMF",IS_?ZN/:S>ZQ=!GW3% DF"6(6YTA MY;1%TG*NO87EBF;\+.%P=ZV23UION^!;>2BH" TEVV## C:;PE'!Q'[H[HQY M-8MX'OP1?(*[8UNWQ"\WZX4,SK7ME2MX=D[TDWE*EG&*2C]MQYRM_8ZY?O8= M\[U@^WN-GFMV>N"QK,\&>76@6A?GW\\^B>]GYZ36.L#5&_AG#]2K_J_SVMGG M\SS#IG[ CEH?3ZO3JM7ZW*KM->'SK_3H[---]>S35?7F\VGU]T^T]OOGE&$C MJF>^T6C^X.?;@,42I,)* I.DX"48Z"H(D5TXHB2.3;'J'W&38 M:"U)Y,1Q+XB)7@O-HJ0Z8YKIZ1WR#YUVGM&2_*4OH=T E:EU^GE5P=!_Q);X M_<^?'*_T.& )HA,)YCIXD_&TD^5B]$:ZR)?;0G^]X,Q\E8DJWZ (CZ/8*6PU2\3'8[JWQ)B*7K=W+$]"3T9] F()QI_GCML?W MH-J#*RM$)*-/U$XER7;GLM_KPWW2-6-R#CR@D.S9IP[# 6]+QV%96B/EG5+X MD\3EVS ;]AJF'-8P#3/%'?/?DWKWKU*0'*0 M +JVV^MU7"/_;3O1L_SS$"J_I'MLY<\?/6;KUYW*UXLBD@<#Z>7?F1IFRUPG M:MD+_7ZSV,-\"($;S.Y@,C@M3B9=='IYOLV[;FB:M,]P6U+T'Y,V:[#$^/8K MQO8ZSW"WT_J'UXL*K+.U5]'5ZL=EC?_U*I M'U8^'-:^'/YYL+=;W]^K?#RH[=8^'.S^6?E2AS]4]VOU+Y5?1F3NUWD2,IYAC,9UG&)HA MM[DOFAGXX@34C;'N1";3]AK +YB56PLQI);#M)4=F6E1_/*0%0+&,M@-(MOP M5L7/%]U&VS4NX#G%%L"LN1S+1@W_!1Z3(A[SAU=L:$['Q1^P P6<]$MZ@>DC M,](Z$B434G+PS[3-).B6U,8(1[G5#PR13C+B,??FPVCH^4XT&1%B_-/QX>I- MBHUFX'R MZ&1"JG25MIO,IYAA /%UD1-@O5;[[G:8;/AT8$XI9W*M)3WZ'KO MTIZ!6N>RY)-.IJ49['0Z6!Z3"'2CZRY;B=QLU$8;I;CC3C6 M3F5W\=;7=B[#K6%L;$SZQQ2SV*I-E/F64;\A&-H;SS,>S,HXWVWT>JF3VN0N MUT(]+B!H2H4%%5H;38-BEEO&%"%.9%$&+R1F4MZ7W";F*?.MW@Z4.17%&NIW M#B2]@WSH9%-VOEY:W;_"O?>/84V,D MM$W9GIP%I%W E;58(VL4R)5?V',46LY=UOOQ8Z<[:<] M#VU&6QV#[LKC>0]Y9/DVC7D*#L;8GY_C=DS@U;VV/5ER-G_[]'EW_,>"!TDH MUZO/V^OL^W.@>D(:+!V*C%G$)0_(FAB1SJQPUGCBI)V.DE*F=(8)_!,C3U$' M*[ES4@>NLXBQ><7.YT$=5%@[.UUB9-R1RFZ^L9K?$=P]@Q= MX@1;_- G#?9A7>*>VHKG08VUUJ);TDQWL\H#NU"ML-?41L[19(^ILG?3 WLW MO=T.,W_..E#O'M+-;=EZ=6MQC[=;^/VO87#J*15VWT:EOWDOMNFU^AX5%)L? M0Q[;>1P0RB)^/!D^SE,'T4WH=C8^S?\,SJ\D'F:EPZFS,,F\I.'':(4Y41,H)CJ20U&@G,ZUP.N@% M7B#];>WK9B]=VKX$H#< 0(\+ARX+0"70+ $TU;%RH5]Y7A'0<*PGKO%]7H8\]*\.H_?O2"Y#KW>.] KT^K >/)2:J >1Y# MGC7B.JEH7@HSYG_WC5Y>&V^%QXSECGC 2.>DXR9/#K&=.1$>:WHAW0#\)C*= MMKA,.Y.']HS;0+A\'K[V]5:.]@:2\E0<0$DM8&Q!G.D TD(.H-CLH+B_GJ*-WZM8%\D^K]RZO3H4?H=ZG' M2^CQIQG&9+QP@J9.KBHEG$EFD%$L((5=A-4-D7(%C&E&@V<:N[^$\K[=X%5M M=G=K63+ZDW6S6/JMUQ%Q7X%0_=EIG]1#MY70M&1'JT+5*79DI,RT41:I++$C M'BPR%/Q01W74*@B#4V'*U0:\UJ9MSQ.C826.O6D<6Q5QG,2Q$J^6P*NO4RSP MZ[%R*GK.+:+8IV/W^7DCI9&.+ M<8<]42@U?=,1H[:!J0!2G3EX3G@/1*VS% MCKWPG*9"Z[)A_(A1OC0C?^'HY?Y_+^?G!6Q^7'(5K9I?\QYO-Q_E-IWQ*3[V MVV!'\UYL'0G0@,IO?%RSE+!UE; E*+;@P0="*3,Z-0MA%GN,)64XZ"P$+QZY M53UV2G]BU_HPUD]#82D_# UER!LL8<]N66],$'TK@VAA^;[K OF/,ZJ MK5\"UIMWL2N71ET7HG).)\Q&9Q0J[2@B!K,$7U'?O*W>I2-WY&W5@;!C?ISW?B%*,K\ZR6)6?[5W_6ASF3CJ3[ M'V-"L; T2SD &'$"_[(L@G^/:8Q$&V%E7)U#__K(F;.Z?^9'YE>B4V*'/J!6 MP")20W?4/=LE<_ML/7*LZL$]QX$%IGH]=Y';Q?5CV\KGJ8JNV,=J,<+]8X7[\P/^N>"!/H^ M7EVXG>;J-)^KXJ:#YK,)%QK]WN*JK45S@;&ISE7[XK+K3D%I@+NF9J0%I@P: M?YXDN!@?5/IY@#KPM.%7!U4D)ZO"MOL-Y!O-R_SBVQJQO;P19C]]7+142&N3 M]+> M4XO#%5G?&)@KD:O-EVC,G8&99&7*#Y9%BQ^[=I#)S>U^J>5%BS^96Y- MXE^W88F[244Z14.-H?6\%98[2V%/2V+X$;JNT][!_V["Y.#EH!EW5 MX/-1>&U!HY'96[?"8&YEW<2Z5VZT^W1 MD[NA%4PO;^62MX7IAHL4 B\ZRS4Z_@V51KVO0O6MR.<]J /DR&O9,&9_[ M&35^?+'AIZ;'#QSD;N/OG([>8GT^U/WA2WU-4MM,OO*D19A70**L/SRT#.>T M5C\Y5E89C1E%*6"!., 74EPJY*/.#'928QS&&STN6W]XV,,\P/JM28GT!TI5 M42#]\V#HA^VQEO2E2"T0*5:MGQ_#*E&3918%Y3'B5!.D=4@^L\FD\29*I5.A MWMGS:\N42Y^LE#YN.=]2>ZX[:UZ/HS:X$#EY?@W&7.K= YWCM[-.Q MP@$ G$C$/&.(R\B0P@#H/A /2Z($UW*^SA5"-:5X"SC^0QI]E-W6%G5;R\IN M:V6WM15U6[NW>]I4'6&2C@LQEP'SUMP'K2(5ED1.N:',&??D;FOK%NG\9KK MU_IO/\PYRH!<)LXY!DI 8_G%EK/(T.!RE]YAUA]AXOX]Y&PV-1ROHIO-,I3&N]&,Q>POF? M-U*Y?U4]^XJ/#18\^7;(!$L1]Y8@&R7\2J3+L&&1"[KU7N$%1*;G3H._3)(Y M6.(*K'%OK!DPR%[57!=J,MFO^B'!NXF.@\.HRBB*N:KX^.-H]DQ\/'^/PSB MPL/NYX0F0_\VCXR//NP-/NW]S+%RD,";$WHL8] B3P7 1"&.B4"6"8&HR+P' M%Y9Q([;>2[6#'QTLWZD<%*(WG/Y1T/(V4E=TDFET;\4L;686J'X]'N >W0P, MV'GH5_XVS@PN)R4IU!R\+UA_!X,;AZ&GQ'WB3?8GGR?(E9]:OZ&6PRB MY7\/N^8,F^3,'=&TKW_9;H;>)/3/A)(GQS"R>,G\Y&9DT&(\;YTV?GT1>)Y8 M@Y4$M%.3U_YD2'OJ466 >X5QD&]S&,/EQ6SH^D5B'3,'MN:B\.&M_UP&-A:@ M\8_:V>[-<1 T1LTX8CH &G-.D)8A0S10*W1JS&/BO%I8T['$)X0T-CCA T14 M5,8X9^5+:*<69Y,GF3<>'@:-HL58H^A>_J+;H.2]X'*,[%@8L"D ?=(F;N< M;X/IWG9S2U2ODA^$&;:37K)5F_6*"N*)L43QD"F#.0=/(BH:.%:>YOB!,2#( M4@[$>%NO+_V4WE3V]!K QEAML EM:$RC*H,)&U[>B-L+EV'937I+S9E MC@[R.G(Y3>_P@!O<&[]Y:[(R)1[C27^3#OY8KLS !A3S)W:HUN1!BW,QU-3_ M(=OP/@/_<,Z6^:1 ; \#;[D+4&3MS1_8R!F;X+J#9SXF-\\&S3*J&2641S!? M6@J"F;4XL@"FK,S-6YW)NJZ=.7H<120FRPRR+FK$?:I0&#%&&-;!$2XR6 1@ MN$KM9'-H[H2??X>.SZ6_=R5\Y8;-N4[7Y^'E4]D 14W9: ;*CWSW 7J,%AJI1>&@7*5,DC]K]<=D. W,HMBLI2@I",P?? M$W .%+B2Y]4F,,S=X%&"6Z,[_H5.N[#9K.6&10[?\/E7 M=JRC(\%$@3(F +ZQ$/+XWXB.O*4H/W^::+T _-0&X@7O?'*N,>D9X1%ZG['QB E(\ M Y_5"N:LRZ)6($%LD02-"0E/@ MI2?@\Q98"T8!Y'7(4^\1R;FQDF=%ML_@#+?R/+@O(&>]G'::GKD-FW3B%"G] MJ>,H-[4]=W7LK$V![X@"4"?$F69("\&1P!$^TE909H&4SA'*?PS"((4TW7'6 MXY:1%5&1L:VF,;'\K218+TRP8'E>WZS']>K5X=[!C^K>P5-$J+* MNPP%"?ST(@Z6!QX&GQ=V),4]%KCM,S:NV.EI*Y 4N&_7Y]3 M4J],KY)OP20ZO 84^);=@N?>[ !&GR3VF]/;@_9^?ECT,(Y)6:XG/SGQO3GY M<9P1&D-F"!+,,L1CBLM&RI"RG# MI6(FVWJOU3V\]Z+;\9=N!$6/"QHEKVV* M1!?[$.TB1%72Y->@R8V)W(&\G$.1*]<>F9KNR.7<+K:4KBO]1BM?\P>$QP%G M.FGK;EXJZP+W/'WM]J%YIN!OX)270O%20I&?K\]/W#EWV>V&049^JAA2U 9R MG2YH?]+>\'>1I@X6PX>>ZS;L;1V;J?V4)=9OW39:#_.@4.$)C&_F@!GL-YK/ MH@!YED1*ETSB?[MI-&^+"!3RKDVB;C@Q7=\<*Z@ 6AU..C/;/SN5O=NH;/^T M&U(UJ';_- ^^P< 79"P.0'UP B*-JMA:6KS/=5N<9CP.//W$]/== )GFX(&X M>&#E*@Q21ENA7P0#0?A,JFASV>S/)"/D5P]S44-^+1BZ0JS[E6;#V$831IZV MSQ>G96ZR[-;'X#U)3Y%.4Z3HYHD5BZ1H8@T)\@;ZH"56HR4YPX) MZ;UE6E%GV()P;&51)!;^V,XKQQ1)^>,[E&L42W ML>',(L,(1M9:PBV(E"1Z[CYE9>DMRM>._)5[DD\"G'KUYMBI$,&6::22\\L- ME\A(X9'(F"*19Y80-W=/\KY R2^C;@3".I51+(P(C@LNE6*>!QKA/\338)80 MFX''\**ZD\#'#R)QMQL40Y?AHMOYNP&N?;*/ ^H^%IO)#Y:,_5Z0L5&6[VLQ M]?DV\Y:LYTR\/&J2FTA2A>N.'<,R(R0B+91,YX09ADIF CN-V2(:MQ4I)@-T1?W-Q&;ZC3X8=M#:5&L3P?W! M*8^7;6^2AJ1L_%/3/@F57_* 7LP/$\X-Y_V:./.<$DS Q0!33#=L MWY6]O9T*?C3RPR3#HP,.K/AMV=^I/86=L7K8S>OMX57Y5!1CF)J?Z>E)\:1' M33I;'I;WG!.[8PH MN70C&S/.^,./R>X/!U]J4]*F:DH NSZL[S)X-ESGCHVB M0H8L(LXD09S+_(R]0!8[2J+P,:B8#LUR-JM98#@6"@_-=01^@%\GMCX7]-1X MD*P-]Q_&NVG,80%+BR'/),9.XL*K&.,28!GN>T:!QZCVP0V;-]CRT M^3\3/5FF2D0'4%ZN<002S6VPRE)+;!8XK*PR@[_KV;'G?]TBWE J_7J]7%D6F2.@3TPTB>]3">:!@]SOM\ :=KFHM>>#?\X3?? MZ%TTS?6[1COG:/F7?INDCG/Z@.;4L?CX-O*Z@XOHZZ"'Z^#)@X]W\H^F^I85 MGXEL1Q&U\&.\0Q9^=M=M"=VAF#_JMG=_QM3C[OJV!BL?>MLYC3.'0@]*%3>?7 M98;'6J0NZB]X5]OFM9CZ9*X?,-'WO^##9VF M[.-&#=Z%NDZS.)F3R%9>XT? MP]1-F.GYC7A_\8D5=?.8_:"67^_7UY[ZE?>]?\&6]W!%\J,NYQ#I93O9OMGF MUF^I/?43MRIF*YD.PQ[[A= D!WE_N,&XVTI[+S>F:(^TX45+!WVI&W#'YO?6 M$:OM'8"7?(2_[^U?'=9W1>W;1_C>^56M_NFJUOK8J#:F^U*#YTS_W?I^YG#U M;/#:_"R!SVI]_NUF^H-_/V8"68XIQK) M5(::4R>0TE:@5(@^")=*&_IY-4\?UY9Z%8VE'XF6TQ:LQ)TW@#M.:$X2QA#O M.2/:I. ((\RET CE+L<=,L2=F=AKB3LOASO7D[@CET$@," 6 M.<*YU59S1E6).R7NK"?N -IDSF.'J6&<>J6"(5I+I[!WJ?!OCCMXB#LS.WDE M[KP0[E3[M1'?.;JIGKECZ;7TDAED0T81-THA2[E"DM( %H0$+3:"[[RPZQGS M_VV ZSFN+&FOWH,FW6:XN4YOK$_7])S1Y29@+CIO()BMW'D;7X/#^+'1-GG! MS ]I\DL 6Q+ IATV0XD#U%)($)XRTV+*7/ 896"(< PJZ AJ/IL]LR2 S5?X M9R5.4X]<&'+\2=5TY;Y.J::K5-,I_X:;"#S0:,0XSD!-4^X^P0X1R0V+U.&H M04UG>YV7:KKA:KIRUZ!4TY6IZ:<9=P S$83*.,*>2L2CY$@Y[Y'%UD;J(W?9 M1JCI9NU$Y1GKK^P3P#RXE)&_PIH^,M7GN7<\.]KW)Q5D?TIKB9'L#1?ZK&UJ-RU9I M$IQ@[DZJ=EPY'^)?*U2FQ?$MNG(_V!$X^! M/QG:5ZX<+Q2 O'? 2V=@E.A9HN>Z9)V5 MZ+DL>DZYL48));%4R B:W%C*D(G6H8QD3CJM@J=IGU3_K/!9HF.)CIL112C1 M\:GH>#2*&QS"F*I[1\>*"8)-(,C#>B-N+'!+;P GE;'$>B$S2P =LS>.CBN( M.OPS/SF_$ET4._1!32'F[Q_1'77/_E%EA7M=ZD'%GFJ=_GBOQ=ZE[87_7N8E MW>ZLSG-;W&JFI.X=E4$I4SK#!/Z)D2MOM)7<.:D#UUG$V,S44O " T.0ED7* M!7Q18AU"U$SP8*W1]U4&'2NKQ5Z[K%8J:M$._8HSW>YU7AA[4;VQ5$>OT4OU M*T;])@:U,![98)SEK[HQ52>DW%&*KKXV M\1G#U#(0?!%C_T28,5#[KMZDH" MK,\IX/GGK2>*BPU;MC^D%, *#_QOY!Q-'O1_JL#H^P^4K]=,/?9,^=L]__WG M;-V\=P\I!O'H#=O7O,?;W7OZ:UB\]"EY;F_*RW]+?OKC:J'.NN=3G4\&_',W MIY\3[6)3JUCD.WTTN-L;<>([[' /7/BS@^NCLUJKEASRO=029_>F6O]$J[_# M"/?.*3CTC<,/4T[\F>.UUO=&]>R/1I4>T=K-IZO#/0=.?/5';>_HZN@FM=4Y M H?^@$\>!3FZJIZ='!/-O,J80833@+@+$5GM,A0R^*.EJ3(\./%D&\O9>H?K MEL"Z\CAEB4$;@$'V42532PQZ10RZ'L>@K\<.%@>6RB-LLPQQ3 4R&#LD+%/. M9(Z$Z-8/@]YXPON?H==[!WIGBOR[X.<=@\T+9I>I\&N?P/G+JW.ZK[>"-)6_ MN=OV^:4#P>2E4_33#[%3D7"L%I(ZQB#C)!%)6!.3 /DJO.2PK MWGH_VQA^IFA=F7V].N7']>)*_7]XR!QEDGB$0V)'LF,(@50BC(N&3>4.N9U[F^*51W:?F.) M>R64O4TH6Q5[G(2R$JV60ZOK2;32DAO,=.IJGE>;OD=V;$77N($R :,\J59^0M'*/?_>SD_/6#S M8X^KJ)WTFO=XNVDIMTF091."32G*^U8*P902MJX2M@3'%A9+*ZV0F?1<:&68 ML%HXYPP,C(7LD=O510?Y!G""R9WKPU@_#86E_# TE"4E7XJ2GTQ%9P^.)3;< MFF"1EI:D+#<(4^L_9S)O8OBNMPU+6X7S&.@B="\5)Y8/*_FQL-W[LHLI@=WD9M_E"U,A0XV)G) %T0.'A@]*D_I+CNZ[GK5?N-I>Z\3/JQMK0LTE_O1.GZ%J93;4L(]N_^K,^/.AR6K/^\RW;+/%UNERD$[M;"#*6^T\_F=/C>>UZ)(ZI/FLF)-,P\"]4Y# MZ%>N&OU3^-HNJ%-Z6].L7)B&1_ G9RX:?=/5_/!^+C.@VJZ8$I#H9J7?A3$5T-XK[MH- MN1HG#&CT>Y4/3=/K%:"_FY2XU4DOW''G.Y7Z\($3*RZTY!308/*5"D M!R,R_;ZMFGJ^K-Y]/J[Y]H[??/YT??CD3US#>.ONW?_.>F>GU8/R'5FT_PMT_T M<._DV 0;F#<Q+&,R'!OD:3&BQ@Y,YG>>C];,G]8&:*0F4(TME.9I+.! M6!M81U0L) B1\4F_$P?MY;64^NECD-IK6 'X8P+^PAYV0"@'F#NN9J!Y(SVI M3*I(6NIB%!/"7/F?N[CV4%Q6DE5+'[Y+EO_8@]'\!9 2R$@4\4\GBOLL77<< M120FRPRR+FK$O;)(10P$"-;!$2XR6(2M]T2IG6S1OM8%T*1< "N_C,O?2.)^ MW89%[B;$[;03PQT1KUMQ 9%K)'E,TC!8H!STPSS(#S]"US5Z>=6H2[CG^)=F M+E\$X*?F[[&GFHOB<7F-FL<(;F0FIAU!84/&N?36.IIIXSRF690DW@/#=,)I M/"B&!>/-I?1B\,AB_/GP?V:YY=7Z$3LVCHI@A$1.<,!-D1%D/77(!$>4#0J0 MA Y$F)'S1YVJ]PKLCE_OP*(!6F[:'1S3$Q"M%UIQ$J[TQ\*(J,6 ,>11O.RW.[A)&N,_.]WA'7.B M-+JK,[U3X+W7!>3GG&2'( (@>?2+8;6,N?YBX8?H F]H2Y=#&NY M#*/IN^U^H]7.E;83!/#E@-,%23;%?%I0D&!\\5!0%-;^C-P5.WTZ^]2W>Z M/7I^-[2"Z5UV\Z5WB4I>I(TUP#60JD;'+^-=#,@OISM9V@&8==!&->O^,5E2 M<,#A\>U7C 5_Z+*_^"MWLO^B\-6+3DW45 MY?J]6.VPOO^E4C^L?#BL?3G\\V!OM[Z_5_EX4-NM?3C8_;/RI0Y_J.[7ZE\J MOXQJ;4YO>RTNX"FL4QG%PHC@N.!2*>9YH!'^0SP-,P4\L104K'0F<)9QZ8R5 M(B@<> 876Y(M4\"3T+4*"F2\" K(RACOK7P)[09 W60*Z^;%!P:P+@:BI-:&+ I#,? - S,WG9N2"Q8[-PDI]+0%3",8 8:/U)X+]D= M^,9"_@>.K 64G#H^(W4B(EY+<.,R*E4D7NG@H[:*RW#VM6? M85!?^BG,!=0S:3( XHC^(?H3\K_#NN/@-^,,!T>1$2ZUK\HR9#2P:YAS3;DQ MWDGP6_ .R\0,_?M'SO^N00QV*L-IKC1ZB2[E3D4>*03ZU NM!C)M )K<409J M %Y,*LP(,O''93M4B,@%:B^XD 0C_0[BD[."=/=M$#50J'8>NFJ/7Y8',?&( MI@SE&5PAD.#A[0LS,+@XQ:.;B94-Z";0#A^ B0!# 0(RBD0E.E.H?9@F(ANG MZ-/D;ESK3SKPCNT4^DTT#58Q#3/-7?Y[TO'^50CM"M$ ML(&:]YM%(#L)U7;A=^3O-3>: BMHTE]LVB<84.M<&M/P[_[N=F62Y8]-_L)&/Z';,,+S/H],Y*X7;DZ;8"N M-W*/H8B@S1_$*);Q]!#9X\Q-&2)[C*D1AWM'])C1C&B>!93QP%*H@2.CK$62 M*9Q)HSQU*>^;J9TYE7ID6?KD/@UVXU'*XWG'Y/V B(AZ841,\$[E;ROG M)M6#3^_M+[MYPB78V=A(B%$!1 06TLUE/;3S_;O<@R\6;/*:4 2&02H.7;^3 M.-)@HQ=7?DEV+Y>+P2-2-&;J^[_F8;ET7]"O_B B S:W!\ U&4<>6,;_;_%6 M1K(DS9!NLQ"<^UV3A@L:,H7-&%-P(:V56?2<<*$H,S1:Q:TBTNK[FB..^01W M)P_]V6@U^M_R;>[Z*9BSI(&'$2Y(+E"*&]6+$>ZE2,G/B]\'5[6]HYMC$J@V M3'"$M4I;;,$A(S.+K-#4:'#[;<3)99[%[L%")RSL57ZY.@T@0MV$8BD.Z&ZG M^]>A;.;QTCP*>*T^R$W]0!QC27A4X&)&(S3B:5=6 M62)18%Y@:RPVVF^]9W/D9DPT)F5HA'-%)**19[G 7[9OP6OL^B%HS3?#4Q * M)/0$O-,"8,$2@)2.2.ER 0TFA&129UH&PG5P5BOPIS,1&(V/ MH;34S*O3*^2 M[W#D]'4YRKIBZ;FEI.!5-SN P2=?8-USNGK0WL_38W)_>RA5N4K\W/3UL'[R MXSBUC@E$4T0M-R >&EPFG64@'EFP0IH8%=!7/9N1]8_;;*..OW0CP'EB/"=OG;[T$HZ5_);\J%+J7@IJE4T&# M=_"+GYC^O@LXTQP\$!U<(=K_2'+2Y;*2=[/'&J),O^>#\OW44W_H8Q"?Q*1)6BHS;/)]AD1A-[+ # M^*>#)YV!+>B,Z42>@D/Q4!Z6VP&:3*^>Y@VGL"@VY8_ MSDI-S]R2UDZ^W*#<6-D\ MV\?'QGKI'8W(ZPB89H)&)F06:1$]%BJ+C/"E-BB'H9C;=(R)7AAW-U>NOBS#ADC=GB"J/LPBG7NHCB)Y3H-_J7\&>3'PY$<'_@T_&R M[4U2CI3D>FK:)Z'R2^Z*QT9[D2/^:[)\P[FC6MDLR"0I3A&3955*V#1<4_'N0K T#]^.E_N;0\*7%D#'AF?8J>$(X<49Q%XU1 M0AC/N!F((2G%\%G$\$?M;/<8 Y/R#B30@T^+. >JI;U4R&LF)" !!Y"]HW[L MW%75F:94 +2(C',KC,H$$E[G%FA# MTUSTPKOA#[_Y1N^B::[?-=HY#(>.?S:E$/GP'$(WPS%<^^*4(W:&8/_2EEOB, MJO.)2+^CHYA-Y[>;;9X.:R[V9GETOO?:O:T!^ MCBO?;C?K#W!%_]PESXWO]_.9P[X35]FIP]2=2;7UL5+]];]5:5?[]V]'U M][W/S=KO7U/TK%_[,.QI6;VI[>T>8Z5"YG1$P7F/.*4V5;Y2B-H@"?62427G M];0L>ZZ7N//ZN$.Y"M9G7D1C>$P12^.9IDP+D4KUVQQWR!!W'M!\O<2=Y\*= MQB3N..XS12A&C#' 'P((1RKI75 MBG G 'J4%)&9''?P$'=F-G5+W'DAW/G4/QSQG:,TKF,*2X2C48C%_+"'37Q' M,X0]SO-!F/5FZSU;>]QYD;C3^J+/N$ZD[(R\#^,HJ=BE=O?KY>:.KJ1S9WDN MTF\B,*[:$1Q?Z,/XL=$V>9W1#VF%2S!<$@RGG;^@ @_$>(1%*IMIJ$"6<(UB M4-ASS9D08FDP?#[,NS<<_K9U:^7.3JE;J]2M*0='^TQB'0E2(F#$NY..M#9U,(;6\ (W]U0ZMQV2KM[I)V M=YK3LBP$2W"&.,XXX@HXK25.(*\,I0%;9B3XBWRVE7FIK!NNK,_,CTME?:JR M'LV09$)\\%YPI)PPB#N6(2VD1]+YD(H<@0R TJSM5?6%Z;/,?_?!N1XU=,1 MH?6*U.NI_-(W\;6Z.JG9=/MS LDDI6694G+,KUM M$ -0]*@D,MPD+A@XTIY[,#29\E00XZW9>O]DP[)RY7AN#CEE.1Z<^5&"8PF. MZY+M5H+CLN XY2-;0K( :X(R3 3B/&JD-6&P(D9&Y:TW1FV]%TL&ITMT+-&Q M1,=7S\DKT7$I='2CH,0AC*EZMG\L2-299@QYYQ3B%@-U#!E01PN63-C,.(RW MWK.WCHXK"&G\,Z^LL1)=%#OT02T]YF^-T1UUS]98987;>.I!]<9JG?YXY\O> MI>V%_U[F93WO+!!U6S)VIH+*'97:M!<82R4MBY0+3+3$.H2HF>#!6G-OI;97 M[^'0#OV*,]WN=5XU?%'YR%0,M=%+)6=&S3X&Y6N6:,*^M4%U9*3<48JNOMX( MWQ&\Q]O=BOIK6'QZ68+^9OWRM^19 M/ZZ [JQ#/=4'9D X=W.^.=&3-_7C1;[31X.[O16W^T=M[T346OO7A]_^./]> MWP67^!3&^D>K>@/C!%>\]GNM\?WW*COZ,NUV[^/#O7-Z5#\01RUPR_<^71_^ M_OFTVCJZJ>UY&"<\F_YQ?G3C3]-IV^J742[ C\.]_>.@I(05- @[0A'71"#K MC$'&"6TUI4IHLO6>;!,Q6X'W<9[W!D462PS: QZ7)W=$H->$8.NQS'HTS'% MF:(T!N2R$!!W02,E(T.26P6KJC'';OTPZ(UGW_\9>KUWH'>F2,<+?MY)VKS* M^AO-RW]+^9R_O#JG^WHK2%/IG+MMGU\Z$*S\'%0MO)D-E1="U4\SS Y6[O]G M[UN;VDBR-O^*@GUGMR>"9/)^\6P001OLI=^6:-NX/?@+D5<0"(E7%V/X]7NR M2A)"XH[ $E3T# :I5,K*/.?)YYP\%\VH"(B+W*!-&88,)QJIA),,+BDM^,JZ MF4'4F?J&53#V\BCO\Y"A2GF?77FG*)%U6%E8,Z0U%PA0ER)KB$*6!1:QLXYR ML;(./Q9#?5^O_ZHQ>P#VR*/FMQE^\OJC2^;%E_[LM ]V8_>DC":I[,UY@>O7 M,3,J0TV^[@=/'. J1TGSG/_"@1D)[I'11@7N'/,T%?8FGW.TR6L)M:N@['5" MV;S8XU4HJ]#J86AU?A6MDK>1 %PAHS!#W'J)+/5@T27XE>:L"EB.=8-GJ>"" M8M60+(X&,A)67H8 O?R)[,0#7Q,'N"CGQH\8Y4NS\A?V4&[]S^#Z\(#E]ST^ M80M?B'N\WK"4RZC')U6Y?17T:%G*][Z6NC"5A"VJA#V 8P<:'!'6144=3X1: MSK7$FCBF(DX^/O*XNM,N9@$XP=63ZYVT>QC+G?+]:*.L*/F#*/G!E'?6[P/M M%BPQC"11!'$O+;)$.X0M\5'H$#E+.5?ER&-:K7)R'G-H]=4_H'/?MS1O"%/I?M#LWN^MRU..4Z6!K/ ;W! M]"3#-]%S9">N]ENRL M*D'<5=[@RWU+/P TP%H55YQT0C,U8ZAU8[_;Z9U&GY^Q=A+[AYVP>BVUG V1 MK]DN7-9JGC3;MA_#VCP?_7F7Z9)]OM@JU;;;N=D=3'FS7 MRYJSK<()U#N,L5\[:_8/X6,;H$[Y:6VK=FJ; <%+WIXV^[:U-L6F9VI[_-+J M',5]WN5Q-OWM>?5T?#3UWIZ>PCR\MZU6[^K#W?THY7H?#7K]9CK_M;5'MMMY M7=NQW)OS.A:+?]IMYEXILR5(2MW+FZ9MG]>*W/U"9$"S?3DC(-"M6K\+8RJ1 MO5?>M1L++K;63U/>GD9^WXX[7:[NB[)F>W4./30=4GO$+ZP-QU\ MJ",VV!/G!>/.>(.9!*40-GB;,.8/[ZH&TA^:K4$&A2_1#[J@.;%7=IR,X4.W MLMTV+$COK]C]DL?W%M+EOO_G$/N3O]OVFQGLG'P^:6RVX/VO M=._HTT7]Z--9_0*8R<=/M/'Q\_'>MSU1/PK-O6];N=GM^<[N 0&V Z]]8HW= MC7TA?>*",)1\\(@[A9&%>4:84V(6BD:J[F:T=%0F"VL M(RH7$BZP(6MU)IZ]HN11/[\- GL.*P O9K0O-\$.R.,0:">5"_3M)NW(2STE MPO]U&[<>22 H+6S%*8!6&X-@7 Q^O@/?Z,7=_L%06B!G#/R0_-7'X38A_:'Q/? M:D_+KRO*T3Q&9ID0DDFCC(R$F^B=T=8&)2*CB5/B[P!?>L4^W"Z'!>,M!/1T M^)7E^(OAOVF1;8#)M\^8Q5;E>M(J2,2#U\C0:'+@-J&,<.Y(-N,D7B.S[O6[ M1;:@ZF> J2!MI\UN@819B%9KS51K=_HC(01YBK;;:L;N;=0 R$=L9^(*7])) MJ0=\]!2$LP#>VAB9AVHQI B%PT[]^P:DA>']"\!V>+."#XUOZ&WO$-CM>8GQ M!?^8I!Y@>+2 '4?@.V"?=,M1G=CCXAGC3U""WDB-3D<56T8^\T+=RIOUF,+A"S?)"Y'?SI,/[8[\]T+J3WOWU M_20.Y\D#C0$B:HO-RN>Y!3/.EX7Z;&]DL\&WKN8_>P-_N#K^_FX\B;8WZ!:K M[C-C/,W'9P!I(%#-3KB7#5'H:PJ8!"L$B2%P99.3T3+/A4[K5\< !!N\P;=NFB\GP*_HT_G>QG>[L EIO' M L8 H+=WL;,)0'ATP/9VZ_@_%ULPYJ_[)#C!BDQ>[!+B*5FDI>:(VJAI"@%D MRY?[$TA>#!N9?!LB'>SRT=&$N4_,,&PX,UGPO/4DK=0B;"FG,/5 F&*.I,@S M/4+.X?*N+[$9>4-5SCNGY>HT!L^)<[#5BQ@YA@]+PA)0):)=E![+LE3F"&H/ M,Z!,&J _+,#$H%=2=IA7Y#,JMC*5*5\#0,^L!Z8EL9M.X&0;%!:U!K!T, *CAN3(;2V77TH*[_8CP.^PY>6<"K.WF MS_5!;@HD+Y%Y.#7_)U<*[0)Z9KP_C#;\#]P2!M$;/A4,Z@M(!NS8<.^>[Q13 M:6]%FQB(L)(Q@KGE8 (;D5C0WGBI,%C!9M)LN!MD=;NC%]@+Q^)<6I$\_ M=S;VE3.8,\H0CI(B3J1!0'\""W?V IF*/#[UE@E-8FYR:,%1N(Y<@49 MX=Y@$8"2,+6RGIH_(LK*/X,(8S]I![ @FTG TIO#;>"*&VMD3PS-EF)GR@\AJ\.5'K.MUP&J[^2.W\J&RH.R+ MLA^"R91M,O'S<)R =VH/8"&[T1XCFV",[VSKS)[W5OYU]>'@R89W%QR^_@F3 M\%*<\'H#9N>_=S=62^*UW7A_>?IV![V5,V;7HCU88V=WZTMM=Z?V?J?Q9>?/ M[3W5S+_FX6_.QF(:!# M#E'=S6SU;=N#!_L$MK2],H0*@U3?1]:^]?$^UV>SO->U3IIVL4\V=H*<#T MX^[ZN@8KY[^T][QR?CT5[AH'$4O3?F$O6YI;A==](D[DV3OAOMQ:S'2!F(T@ M6Z"N!M3B1Y13@Q@=E+LBR/[8#R M"];I.9*BIF0 Y>O?R<)I\:)A\=?R\*5)CWI 896']JFO:BPL3\+&$]W^LU&1 M5WW#V0>Q0%&,C_,_#',RV/=O?QS!Y\C.M_IYX]LV_GZT0?>.-LYW-H]_-N@> MAC%2^,Q9O3F=DQ%:>R?U\[V+KV+O8IOL'7T^J6]^;]8WM_G.[A;[?O3I8N]B MC^WM;IS_YV*[7Y_JABR9CC(RBY(T"G%'"3*1."2P<=$*E?LCKJSS12JA4)5Q MJ2!F!#%)>$-9E"QYRAFF#O[0P3L%MJ<)FCZXXWH%,4^&F,;[JQ"3HM!8)XM( M- %Q8RS**7O("!^BH$0D25?6F:X@IH*8!828H+BB1AJ6G.0<P\M@SZRUG M*K$'MRVO(.;I$#/%8@2L*F.$(F5R3 R02622<8@)S"7E6BL.+(:QA8>89S68 MGW;SZLIJ"9;BRBLYUX^*EIW/5O3CEY,M.RK%$H^!2WSF)16QLLTPIKO4..]T^RH&)PQ#947QBD;YQ,@J0O2; M?S(Z^@&!^@L7'YWC+#&.2N_'$-MM%XE:>'YC)V"]LX MVY=<2J-I1)3FL$M'!;)"">1$E$EQ8;!E>6'-30M;Y$X-3\9+/1^642B3!JY[ MAZZ.Y#(C@HH?H;G_"MV_61Q743?G) > M\/K9?J(YLT8G1#AQB"NOD(T69):00 ,+68"SD,[:1/^81)Y[KO)#L*A:Y?FL MLH ]AOA$M,<)B2 2XEY+Y)*,R*B(E91,D5#L,;.E"_XQ#QA:>VA2VE6&]?+Y MBW\.L>R\;ONYJ,9Y%<2Z>[SO1!(D:8^H"!IQV,:0Q80C)3'GB?!DG)L)8GTY M>CQ__0)AK7K-L/L-X%<$ MYRU.6,WUT4X;DP@\*J5U-2COGM.V"&<'USUC.2# [)QMFIT<17V"TH7QH9DW M[]HH6#1K].54O)MK=-$K#[YZU7U^^.,EH3I_>P7G;X\S(*_IAG@;'?QKF&Z_ M.8@-^.;=L]CZ$>LPC,-%*L3_E,.YT];>T2?2^+C]$U[GN53K]Y,MLK.[=08, M\;"^>7"VLWO8JN]NB,;YU.'.]H"UGB ZQ>?3^ 917WW]T-XGK.= MS0VQ\_'KS_KF,0-&.1-B9 A1.'",8.4,XLXZI(6WR$KB!'!YCU4NQ+](AW.O MMTL+Z(J8P];ZFEJ$+# 696ZT>]:I(.A!$#0;Y^08!D2R MAA&A(M%" 031.?5N7<:.("\*0?*9(>B^_*Z"H/M!T&$WQ@J$'@1"]1D0PCYX MJ6- QE (9M]M3QFC[S76$?#C'4KZ^S)(%3QH/N!D*IXT#*!T(?.H%MAT(,P MZ-,,!CE&?.+1(<6D1SR"0::-H\BJ(!7'W$NB<\O,B@B]# ;IB@@M%08U?U0\ MZ&$8]'66!P43O(T2<4\PXCA)I!E/2&/A"K=[&+NQJ#=6 ML:%E0:*-O%P5'#T*CO9FX$BYHJ(J08Q0@CAC"ID(9IG3EE L;-0)A)W.5K)? M>DI4JA]=HV(QH:G3OZRT/)3^EZ%+3^LT62'8G0A6@=:#0,O/GJD%1Z.+#"61 M[3AK-7+&1"04UD[A9)*@V<"8UZ':RS1*?)4,*^M$K9F;=965Z&,NS%Z1K:LA M+HN&55_;H^#Y&+:*OBRCEFH5<#T N YF@4M1'(2.P+9D0EPIB0Q-%&&;B).. M$"PD -=L!]B9ON]O]+Q],2&W,"N9?O# MCJNWY9+G]+M;&_Z^;#W1D7]R6=JFOWBNZ,_&YMZ^M(Y(@AG8[AH,>$TH,D1R M) 01Q!0GN'1EG5_3^'?4)CWG%C]DV9^YQF.U['?8N MON\[)R?-HK%V;Z,=WA>3>1#;'A X%U1H=7(QD$5)@&]L;H]:FK>^'WVBC5V0 MZF^Y'N 6L+W?#W/!P:,*Y;57)*X\HHC6,[*.XC[OFF#H-_T] M5.G/V"]ZV'92[7TWAF;_ :4I%KP\V'8[K^31H%UNE44GXERH)_Z,OFQ?#P\] M:M%X:Q?C5?AW/$V^F*:,R_EF]N"@&P]RH:!AOWFXXD'D3!O- C'*81!+$"Y* MIS.:%M"A:\]ZM4/[(]9< M[GA?&/Y%<8]:;^ /9_>9M5JC4QXDYH)TP][T(&\^^P]^T5[S>3R,[,6X'%^% M-M?+3/VB?K ?8$/AV!AD.&POW*: K+$>2<>-%UQZ8<.#W.;SVD.JU7S$:J9$ MDP\![!T38#4Y3:BH6>HBM6 ?,*MR(-DL8[B%0O1Z'=\L'( CIIH=?[.\LS$2+V[F;"L?9]=ZAS%?\JA]Z=YMIJ>L K6( M]LZ!;=7JMIS6UV/L?.AV3FK]YDG,[N/BWZ&!TLY*W *9&'1[1:U2-^C!IWM@ MU.2WP;R&,9[#1G0..])D\_H?MMOL#');^SQC)\,9*W8I$*+^83>"?+5!PCK= MVFDL68]OV>9)KWBEV_$QYA=[#ZEVN."SO-,&T3D'G1CQ-5L['71/.]VL:;U# MVXV'G5;>S%.SE4DAO-LOBI/GF>F!]I6HW@(2,+BT(;\"R,/57^#2V*MM-DL\ MAJ49=/L9A(N+&O EH.KMR_>SR0YS Q>TFQ8,43!C>_TKBYH5^M+ K35!_X?& M;U%>/%N\79 #;T_SL& (NM(VMTUFKL':7(_T"8&H/7:KD$^6@U,PAW88J'2E"RNB^Q6/)> MC>#?W#^'[MO?[#]'58,G'F[KIS^T[8-8VR@7EQC&5W-D63PH*ID?VG)U0TR@ M;G9\;I1@8X]9YTZ:O5:TA2+VLBR53C-XHP/O](I1P-8 :UY61K\4E/_]OS0E MZM_P]KD#B2B'=%[0C6ZG!1+R8]!JQ^[P0#V# ^PMMN8 OQA=H\,JRK/W"_' M[1Z4)>SR$VT,^H=3D]:+\3@[]FK%D6XAK:#EH_%=3BWHTA45RM\X:&=CJ9F: M(+G!GMB#^)JP9B.$HL$!",#YZLVFX"E(6QM&FZ;HH:(8F"71U B@AS1HQJP@ MWMA$ [%)ESYP0J@NCG\()>PNR[#3ZUUZ7\\;14'CG?37: "]V7KGP!K/8&%[ ML?WF:.+VSYW=X[/Z4?V\<>3/=C8/]C&W.'D3D0R.(HX]1L:Z@+3&4E'+G.%@ M-?;/KC$;K]UD>L-=!GYM_BAWF:&^%$S0Q4/;2B.<&6T)S['E3&TQ(VLUJV@6 M"%#KV5VG>#>U=J5 MS4=QC6N_E"=_][=6"W-^^W&^WM;]O)6PK0(#];8V=WZ4MO= MJ;W?:7S9^7-[T7DE_V$+XM(<\_]+ MTM,ZOY'MP/C.;+> UFMLA2&X![A!#Y8 OB&[R\YON$'VO3?[Y;EQ*IPMA]G' M FL.&&];$YM .2O=^#^#9G?*T"H?YSB.*5,W9H94/&9!G3J9Y^73Y(/.#T#\ MPG-76/'#%7E%]LWN%5;:A\DKIJ&ZB"P'1ES;[3R]'Y\9M\"XR:_W2TL\.$+ ML5=N\KXS:(7::0<&V6]F>RQ+PZ#5'PO"Q% ?N4*$+IZO])OMPG04O"7+X#8, M[*0-*N1+O7Z5HCA&L-[ ]7RW65@E@%7='\V"LG* R9A

D,L:';AFGS2#","=;CB)[CN_L4H#X;$\G+THT:".?>M61+-;/DUA\M<.&$\ M+ \H3K;7AL;>9"ARLS3XKI^J9CME^(,Q9W7M@O[8;O_J#@'XZ_L9/&$(,'VP MPQ3A^?!0'P:%Z7G2Z<99/S4PYTZ97CD[FO'>5'QJO*/!;^OY#VQLU22FR.VL]D.)")]H9)WK#*+719;#\W3(\ MX'PL&%<'/0PC C$IOJ"8],GSF]3,NT#^V(1U4/C#AAA4;GG9EKA\H/N"T"7J MO(0VRGLIX]R[<3YB/\K+5U#:LO9 9R35J!6!<( N=.-P)0JEMK"V1YU2T$8^ MD)'>P'Y6=J(L/EJ9$+!]2IZ=AC;5Z0[V6:KY%PQCFW;@A=-CWX-MH,:4)1S MD.:39EFC80A)5Q6FR(SN71UYM%W G]Q4"(2[W(K!6)Z8U:%6P'>V^Y=V]DVC M[!0'I<7XBI.I6,)$5J."LF4(*F&A.$?-5 I8)#Q!219'0ZL%F+OQH%;+&YT5 M6_]HJK/2I4$.]4F97Q2S/6@7+0*OS'"*\2X B3]A?9L1)JQ$ATDKD14L#=&=C7K*8.'=?!_\4BDSLM5G"1KZFXPP*CXRL9V7]*%L[G5%)_,WET;':+,??_ZLV 4&!)-T?FE3C$V$46K7%98Q-4?3*SB<,Q>+:N-C+1W(76_S[R=?S^M%7LO/M?#:VB:^.%W]>1&,R$RGUU M/V2L%K!NSM=+LMPK0'1I0 M-P4,_ TF(H5D#Q9P4E425&>N+&$+^RWFG'&RHOY+7.S*D,&\@2]'#A"(H014$RO.$<]B.MN.8R M>!.8H\S)9Q:.MRL N+&Q;[4WB3*#3* \9R9A9(BPR LGX2]%$L'YI/.6]>]= M"L#5_)++TYOBS2M8TJ4&B[0*)JV/IV7XR(]B:4='%S\ R;*8C;Q[ M7ZY^7SG6J7L/66SYZ?[(#S-Q_?0@^X7M65C%0W]!YW1T_E0\Y.46G ^,[ -; MM4>0>HH=E48PSI*U,O,S0J*V7#!]=X+-M/27D[!=I ]]/>VTWX_GJ4+$:Q7B M4T9$3:607E,42.ZY'2E!!C8JY*,GV&+.(Z'7(R*"247P1LW97G-X2%> X@ X M@"U$N'5^?WD;G.9?82FRI=COPE8/1O'J9 #UR&DW+$MI&+)BYS)\DALNI6\Z_YK; 8M4S]YJL5]^\G?^[;$K ERO]O. MKTO\XG3U?J[>[\]:#NL!,SW?YNKS+/%WS_[J0X4O?(2= =PIO)G^ZCNG0X]N MX8S]$7MY?__\Y6MO,@?\QF*:KZF<[XTDNI2.*1+-&7/$:.6]P)PZ#Z:MTEIC M'X@W#M,;,I#955Z1[_R[[<60/?*QW2O\8QN79_>_GU]>,BQ3M9'#N$JWVW:[ M!QMGX:F>J)?0&'+^^^2\LB5E)V4AR0YM[&ZPO0L8RX,9'&-_1=DY^ M@->W\-[19QC3\<7X,Z-"DD=[I+X9CNH7>^=[1\=D9_,3_KX9FO6CG/P K^]^ M;C8^_GVTL]MH%1W-OTQUL)+PGT\4D>@9XIP!=P\!_L2&8.9DU(4Q*U95;O!6 M=;%Z=N7=^&&;K8)E39"SDK8-;><,<(!KM8-\X'IS>>#7U%3A91%MLM[8T$1Z M;T^SN[LT$6^TERJHFA]4;<] %9&:1NPD$AI3Q!FW8(BQ@)R(F"=F-2=I99V* M5?ITJ*H:+SP8JK:^_/571:]FP(@RX8GW24@K.2;69?]8,D9B&KV2I *C)0"C M^@P842.#AZ5%UF:?IV$8.<\)DM)0A:/Q*>1B(ZNZ:O[Y(DIY_9P^A P]OL+Y MM'/@%:'7(_L L)L.6.X'71OM\&B#LK(?GQ$'/\V2LD0L:!X 7\QEUX(!4N9I M B,R)N8]QH+*E76N5I56O[P5P35>O,?#Z.V%[ZL,X!LS@%F5 5QE #\\ _CN MY5R0X><5$DA$LL+SC]6K;PWJG MO=I[V!.;Y2%=+@O3;;HB.[9W#1XM<93^]=-[]W1M#HKDW[)V?ZEMY3EI/C0? ME?$GT_FK>6[O"-&ZECMY9;W$RMG -%<^ES9G.43% _> L;D'!FD5_*E(9\5;O4L!F%S_^W&@MQ>^LG7>V/7[7@CGN,*($&819\H@ES1' M2;#@F(Q8D\QAR"H5LT%=MY2!NIY12Q>TBYXK:;F+T1(GI:,1BJ.M_6 FL'60=0&@KC(4A$PV/K8B.2\)307%&9X%1!NMCI44?'G08*A M82_ WE!")< 7I@:HM>&66B:M2IX5@H%'@D$JP?@U@G&P[Z.U1FB"HLM5@[GW MR DN$,%*!64L0#L#N*"KXCK!*-=^.NKSQC#/7LU?;NE^FV8+%N42Q[1U."M'6SVRVW],-^>M+%K^X+%TTCC;V*<6*%Y]T+(_<>^IEGT^R_YIG^ @K/("61\=XHXQ6/'D MD5$DZ=PXG.FTLC[K,'ET6,7DD3G2QLET;M=XM3N#UP4A5 M#AL?_S[>^;A]4?^VG>NH@JJTFCN[GWXVCN";=C\WOW_\BNN[?QQ]G^[3EWOZ M??O$]X[J/_>.-L[K%Y\N=KYMB\;F%JU?[/UL?/P#U.S3S_I)X_@_%U_QSJ;? M9U$%SZC(]?P9REEO"*:?HX@=O"ZE]4G/- 8#Z2/":YUE4+J^ODM-4YCS%7M[S.&'09 M(-PM)V+N_/*2R1.Q41K?*-1R..)BP98DK>FE 6B;P7>RQL7QV<[F]L_&17V? M 6-+SF!D52X4;1-!8"\9I#"+L,OY%*R]H5!T+%5E+"JYND6[]Z[8D8%SF6%B M=%Z/VF^Y! ;-;DEX/;]2_$W^_<]Q7B"(BZI=JWT3'X9+)C^\5MMHM4;)($7I MGF[,%1QK]KI@PS*NL$AU*HM:C+\VW[,H7=%)I7[3ZWJVS'G^.7#[#(X^3W[C*P/Z]M>]2 MQ)KE6O8@A8CCH)"FP2",;=1)6.LM4%VRJH1>I?(:&_<>*; /DZH@HN9!,DZB MX9IS0QV6%FPM14"\O*RD:J&EBH!!MN^L],YIBPSA 7$/A-#HY!#8S #%$7"" M9X_)JC!\52IQMU1-Y3B7R!BO= Y\G15>Q]66KM^@RJ)5H=P:BCVA+(=^&8G> M6RWR:U8G>^ -5;,\E\QEY88$.[<3@$\,6OVR'._U/0=&L>W#ZELPE\>QCPI& M4\L9/<-:1V5QS=YD0N^XFT&OJ()GAP4XKY[E=7*1K**S20Y6+88'*Y.3>"_' MN2SIO&,HFLSH'4-1-BD_=+JS(#1131,X0:TPC#]_3QO^PN6"OSB M%BFI;Q[LPZX5,346*:,UXE)AL$@Y02IQX(=@NPFM?F$J<,$CA]KB)Y9Q[ 9R MYZ5FUOKGI[ED7V_Y\WR%6M-$WS?/=^ZII\]TY?WSD>D:Q?Q1:7[)2;0+LAC_]93LQP>DZRQ 7MUL, [!)E(J:;*: M\T"Y30H[D8^,"0F.I@='WPT].?&&K+EQ8,["Q-X\SGTSS'5C]6^?1&,W-/R\ MB)G"O+O+(F>FZ\U5@) !=%C*)! M!/S@Z,\*=IX'=LZOP@XSVEJ=&*(^),254LA);)#WDG$#>X@4+H>Q5;A3XB-)3C%7$Q !AH=U@^./:YPYUEP9V>*[DAKE,3Y>(LJ#73' M6N2((,@FD[007@AC5M9I5=_D)?2M.!1?5JOU;=6DNR;[0@7'L=.1,\J3MX:) M* (#7 S8]&%^T;55E!F3&<&L>9XY8$XV(4-%*!@TW*F,I86A"5G3*6G'<< MM%:@D#P!8XG)G#ZBD-0D,J*%(X&OK#,V&QA8J>R2JRQV4N-D/7&4\4B!O3*E ML);" %M-V%5VQF*H[+2=X3R)Q!J*G)3;W9:TZ6G*+!4FJM"QRT2B>%.3,X5ZK B?C*T%@$"/PT>[+D M;3#$:*1L!$/#6(6LQ!A%3XW2@6K*0,S);%KXTGMXW[S&!AL-H\[JH#C%R< . MY;T#)04>*S"O[(P%T=AI.X-C28E)**,KXBD9! O&D64J$BJ]""$6JQ4968LAL9.FQDI".I<(,@%F2L5.X*T M!06.C/!<\8M=+,@[X*X@]6.Q<6&H,X]C MSIC[P')I*[MC$3#QZXS=D90!>Y%8I @'%@,;&[+&!A2L5-PHE6CNW L;VP*Y M7BIOZ5Q4EF/J8]**6BXXE\(F[0/))C\;1^BH-3$G;U!C$)5,I8=W :GP\5GP<<939+2.T@@D<<" C\$C9S1#B49MDJ3&NAPA M:^85;?(K\?$>O77O6W]W"KD6H$3KJ-W$E]C]T?3QAC+2$W59/X_[>Y7MVXJ* MK&^[#.OQ/G8^$%@,1+U1B">PI)RB L$B2(UU;O@9%KD,:RZ\FANW=7-)P6%K MGK(*:UG?N-]#I-F/O07U\WD1!UWO?=OEJCR[58*M"J551TV5; MK:I8Z+P+7"Y]=G'[V;+9D=MJ-/V)[$-_= M1\T>G9?P1N^QN*M_S3X\I\CVPL.@UI18R.?^,G ]WVT6%6>?$JCS.ORPUSW8 MDOM3'99!"KYW4F=[] \8]R>Z]PW& M1;\WOV]^;C4N\OW^.*E__.,X5QRH3_E3+?-4?S^">GVRY>#&T%.Z\ =@1)G#OLF;2"YX;#)F&;/,'6J<1LJHZY%P1VIHZY M,0O)VVB0X21G^1<'WMHBI6S@0F0U8=5P7K[S2 M8IN'?W4[*?9Z,-.V5>N5)\)E!]1._S!V;_21O-&Z"Y$D(@P-FCO#HS!:\1"E MB80X861RE;&U"/#S:<;8$BP9*C1#DD6'.*<&.4IYAA^AL,61T=P&_,D)BU6E ME$736.=A9Z'&:N8C-]:!V1V)3:1B0AZPU'E#,38/FL-*"QBU0^\%67-HJVZP\+)A_BC]CJ MG.;PO$?Q^5=.(ANY19@Z3)2'74)D=X*J*JR_.I75&AY7>$%T2%PQT-:8J$P,@P"( M0%5%Z!=$9:<(O:"YD86)N:XZ15P2BYSC%&%!660I>9SI 3&L4MG7IK)!+.:D4IB(VTL,L:AS0!O4W68DDB M9B'*E76Y2!K[>L,7OX HEY[Y$]L]CGT8;>6=OXHS5 =&BE+(V'+EA=/1Q12= MM&"">F(J-K\(.+,WP^:-X4DS:Y$@(B+.A48."^ 'E$D,OTE8QUS'?)%\!Y6S M;S[./BI84J"CQN;T;Z5M$D@1+HBLTOB,I.L?F0(R\H<; J$:@!-J"M M/&*DF)?2)>J4P;D?]+RJ950JNS J"VOK)6;<>"#QPFI+F2*1":Z2D$94K907 M1&5G^OLH9:.E%K$$VLI3\,A:)E$0*DDIO L15%8\FH4BE1CP2@0S5'I'@A&#&*J_2BQ5E?Q'$G&=I=CJ"L:N%V.>J MH<5]WC7[\"S^]K*5EW6[:SM%N;;>96.YNY_K?C7F7P1\B@<9/4*SUQO$ -@# M8E'4#?^K!4,X*(\_6^P$E\X24 6:[E,@/P.5FZF#W^W:]D%1VOSW\\M+ M_K+G^:6-W# >L*Q9ECLOR^-?Z54*T^??A4'W#/2B%]M+"G./+Y:_=5:_^+JO MK< M6&)@#%K?%2*\W?@P-]R8%)+/&3E[("JY2K ]N"1&B+Y%X;C8V&?!YYB/W%4C MYQY(YI!FB2+G8'\1#%BI .&@L\3F'P4^Y"86-O7OP(A'24.%$2\D!CN;?C_[ M4,'R5\AXG9VH6B,7<^$ZJG521'EOQ9N.34WZ&UG3_0 H!TST,2H6]YUMG=GSWLJ_KCX< M/-GP[H+#US]A$EZ*U'N15JT@NWH,U=G:WOM1V M=VKO=QI?=O[;V_\6?NR"R_4MQJ[7VJ_#?4EAG]>)R%3 M"E5B:I*1R$"L]R9P[:BUD5HE.&4^1\3$DD(4-]W(V.R)I%0I'0WW/&#B: Y$ MM"'B: *S[BZQN7FR%Z [V/7[66&6#DVZ#=AG?S3[Y[O97GO#;<#PSF9]/RE+ M5>(,869@?PHA(&=\0,H+'+G&%AOZ"]N ;=1Z@Y.3W%BGD^ ;LV^A4ZQBS0Y7 ML=@BBSVCZ -6$I!\06X0!O\K>X(M:R,OSM8,-55OK&JPSS98574=>\JCE UP M)O;+9V*6]^L:U"A\!@"6-W*G7SJ\X0X\&MR+M0VZSCA9E#GYK>A'V1G +4)O MFO3=+:;WZ'JSU!+]K?@C!K28J[+.;+?5<>#@VX\ M )-[,9=M&P2^V>XU?0GV?]O68$%'"N2O'.-L,\M+6;O#]AJY*=J==KQ=YJHK MKUY936PULQR75E-;#6QRW5E-;'5Q"[7 ME=7$5A.[7%=6$_MK)G:)"P#M#/J]OFV'(OL@1XO7_K#M00Z_8V2UEJ,PGU*R M_VE)V@N?E5P&PL\TZ%(I&>MQM))CK8Q*3FLG6*#2>D7VMZ^MX,#FEJ8Q#+F9 M6-G&,*]H(E?C77MP@D*GCX9#6!FE[[ E#8L=Y34W-C\<-BXV\/>/VPS&AN$> MAS!6L;>[=][8W3O;.SJX:,#8OS=G\IIQ_=L6JV]^/MX["L<-^.SW;W"OW=9A MXVB;-(Y^;^YLUN$9_C[YS\46RSG-9?T5U7IXFZ4<7F&EAK]BMT"FN0 C?49<'(7 #&-- M1L%319C2&!!Q!8CW!,3Z54#DU#LK4T(F8 !$ZRFR-B8$&$ECP@"(DJZL,[,V MMRXIRP*(#[G'0YYI@8'BVC2@1U6]FE,N\YUH,([QFHBFRG%+]-JHI-Y@F%5FIR,KC MRDH]TGJ;J28U1Y8RCFTKHMKN9\4M>W6JE\,B/X5%$FPX K:;)T$C3JA 5@:. M HM&Y/80PNB.JZN4%3PF$]G'ZU+Y\N:X"XA97QX1/A&#D5;"YK*N&+EH M*&(J,$L%!YR/>1> 7V9V@7_>>P.H>HK\V10'/&-Y$-_5?3LZ>:,E?%EL=@W=%T!X$T-MG$P0-WCO@^[GI6TJ6 M(\R41YQ+C31)'BFJ;3+2*IO(RCI]"CNKVCA7[.S>[&Q&Q2M^-E?UKT^H_S'9 MYT)BRXU&UE#@9R8:X&=:(.8)IH:(R%, ?J;-FGYRL]8%QH%EO\?K=:!]Z'13 M;/8?2=&6S<)>=HHV7*U!-U84;0X4K;2A=5216NZ0,90C3C%#VDN.2(Q1N."I M]R5&5QZT1=?OU\#1KM'QBJ,]#T<;^M"3EM$9AR0Q%C@:IHX20YL,PH=U[KA#&AWG'A M9=!4%+$S+T#GJLR'YT3ZGS-,3W"?N-4.P9([Q+'C8)<[G_NZ:4ZLM='3E76Y MR@1;EIB9%PHF?+7Q@DL=$G@#I7TSSQA:%[3.GRA/7?5/=Z* M)S.W9(VA:(L6?YY&G__H=XJ6H6\B0G YO93EJFVTPQ-<9:!$-1"(FA+!C(8BX039QKR8VV(L[7>;E 5GYE9BRCF;'8_LF[<:UR M6\X5T*;3 M5-[,IZ+ E#?3>,(P(Q$12C#BBE"D/=:(&NR\2%$G(2IO9D4SEL^;>3?HC'N5 M5=[.)X+*E+<31V-3T I)X1+BGC%D$R +\U$9HQP0#EUY.W^)VZ>@T$6/^S>1 M<;"<+I^MRV6J?#MSQRL\X]NQ+C%#C4%18($XUPE9RB,*PCK#%"$.RY5UL:KH MDRM0+EX(\I-U?4%@[OZDZ[H'6RKP6GC?S@2 54Z"P=D1+)*#7B M CB7%L8B[Q.G3E"NJ5U9IV9-B=>'7'.B:0NF[HOJQ+E9IRMOS;.I^Y2W)BG# MB%82&2$4XDH+Y"(1((4F$A?E2LQU \MY154#9BZ@D M?;@CXHE9T=N-#_-F]!_APOXX(_ICM]/K775*I.;/&-!%[':6GM5__\\A]B=_ MM^TW,]@YV0)E^\3WCNH_]XXVSD&A+G:^;8O&YA:M7^S];'S\X_@[W*=^TCC^ MS\57O)-+S^P>G._LUEDCEZS'C@E,$<8B\W-JD$LD(N',3)N,#S,55'__; MD]$M7#_ZND]B9(Q'B3SF'O8$C9%V!*Q'[; -3CKM'1B.A*P)/2N%C"B%9)$@ ^\-) MB2SL52C2%(QW3KB 5]8E6V.S,2.SX$4+.KG<]1C.?I1G''>BV9PK#,V=!I=G-2.!' L>>=W=')X@EJ2QZ?=AV;CB MU"*O: 2SV"5DI1"(@C43*4@H\-R5=8)G6S'4@."UX)?5!XG-$S>_2FP60&QV MM_:I8)XFDQ?).L2-\LAJXI FG"JK2,0X'U-?T\%C)#9W;X3SW0 KR5D$R3G8 M]R19Q2Q'0!F!/9B_RS&=O%RL:^"!7T< M^U?OFR7*ML__]_^"W5']NP>2?'+2:8]VWO+#Q!"$,Q=4;IZ!K[$_%FC7KD3H5XG0T?:^9=(S&A+26!C$-95(B]P;T$CGP"8! MDS:LK L^>_BY8#MX)46_3(J.]S55 B".,B2)%2 MU]BTC][.QS[UNUW9PU=R;K%<0,_VE63J\L!@E%%=//UU[]#5S!&ZL: !=FCJ MPUT>HHCS.KG:.CEM==7K_1Z>]% M&)SO'+1A_L)D0ZY* 6]00%$_VMB7-D;'%$?&YO@[0R(R,H Y;YCRQBKJ,-CO MYA8Z_5 4GU?[SDIX?K'P^'W0]@0\+B+'<_MPIP72P1J4--8\$.PDI=F3?;/T M7,7FU0Q$@W9WO!2EP8,*"SK;0.-U*[+HVV#B=&/+#I/IA[;8R )K]L#4RCO# MQ.TZ/V(70&_FS.:TV+WSM]\6"10Y!TO(*VNBY\9;C94 E%/$*!I$P/?HA?UL M0CMT(G2ZPY?R=:\N".CQ\KI]UKCXM$^T^8Y MN3T8C& 3*94T6@@O?G!#!G,/7][B"^J%FP>^E K WRSIF=@K^W+.RDL/R=5NP-]\K" M09BWR)-.B*V\AP+F +/IQTOOY VG?N,@AF;_L+RXTVIUSLI*W6-I>?=_7?=? MXPC((J1H',)4EFV"F6C9TUY\-_KEWZ,VSLUV\63%A_Y]59G$Z4P(4Z%(Y=O_ M/FN&_F&.QUO#94S>,+=L^,W#M]>*MZ8"J\KWA%RCV-SX-EXC-[YWVVT)79.< M/NJVM[_'-'^.P2JMEVBPAMWWMM=$X"Y=Y_+%SWV\/H!Q_"A$W.=9/.Q+L3NC M[)W3^3R*F7H2=>V3[,%.7]N"33I,%JZ[1UQW)0&W2)ORQU9"-&X M;_'".Q_P/@DVRSQ+M)JE>\P2>790^05 M<1E&T?U*VH_.BVPA%K-_GG5<>9& M7V][F##_=(_)<\2=C@-L)JS9T?K^/5[>SV#\W!E=C^B2&K[#?)BSQM'&Q?>C M#0Q&[4G]8@/O?/OZ=-6;R83;@??C,YJ?S/;IW ?\* MN+_X_JTPEL]VOFVQ[R?;%.Y-_W.Q/HW+NH7C& M(.N$1BX)H\!Z#DGCS!LT)?3?2]"(YN64[A_/4?2IPJ[;L>M1#O]?C5T51CT0 MH\ZO8A1S(G'K+8J<"<0QY<@(FB$+.^UPBCQ74.*S?>LK>*K@Z47AR3MFN";) M4:=X],:2+)W.:QEH=%B_6$I/!4_/!T^-*0JE95+&<(R"R'%W@@5D).?(1HR% M 00RV@(\/;GFR)N#IU=@5R]-7;RQ7=V/W9/:;\UV>9HZTU7\#969F4-DP:,3 M4F[#[]=<3>:%0+P^8P<'HH2-FB*G.=C!7N2R,AXC)RWLW;#\T0"(XS7\$L5D MWI"2S2&"JU*RA56R*4/. "V.F%J4N :FA'6.4R0",#X%FKOK/4[)7@$C7YJ3 MKL_-WC%*W5ADNL9N[/5K7;#7WW9SLNHUXR-7=0I0H&0:X%R,GR<_[..M5^5Q^5?.@6T%W(H9[>EH7 M&):>>%;U*V"I@I\'PL]5 ^='^/@W#__OC]9WVOKACDZ;]0MXKLT]O$>WS_=. M/N'O1RV8LV-XOD/X]X#O781FX^B8U/_6>)]RFCQG#*7@$Q"WJ)&A7B#M2= ! M6'M0.B="X-G2E/^H364]5!K^$AK^Q/3WE]?P>K/=/!F<5(K^4$6?,K*F%+US M5J?;9SN[C5:#_GT"GP.%_WQ4S-.W3Z)Q]/UX[V@/-X[@.5N@Z$R:Z()72$J? M"U=SB0R(#O*!$9*P4%H7OD:FKE%T5'OM,FI_5C+ZBV54 )$6$43%($F%0)PR MV(>H!QD1%F0$:R6"SS+*9^N!_>/>6]$K<"M.C&D@U$H&6,$ M32H*[.;F3UC@IC)O%PV>:,57:+#,:#!U?IED)D)1(:Q)1%P:B2Q5!'$AI4D) ML(*I"@U>,QH\,<"S0H,E1H/I@]9 G%7*$F1P!!.)@8EDDJ&(!Z)X2C00$Y<' M#1;4%GM"UYN)4H%C['G&NH#%?=XU^S#E_O;":[7(3RCML4>:R-RQ/LZP%:119$_+FMY]0-H7BQU5C MN?T]L%F>9[#R7K=].Y4S%KVF0=E#'52VT+NLJ<4O.>*_?]@9P)W#O:+^'W!: MN.A3,FIUA(J9\*GXONA[5KV1:#N#?J\/ MV/:PT."9PC:$9?)^JN\MM29ZV=G;_.-G9 M_/UX9W.+-2X^X6P9[GS\]+-H-'JQ1WN M9XW-3V>-S6W^??-#LT$_L<;1'F]L'L*8_<__7&S->)E5\(D+@9$7)%=!-0$Y M'1@2DB5IK';. >N3JY0N0X[S/&-/GA<\%@1?[]]S^<%/O510>7.KQ,?AY?S2 MJ>\/EZ^_;>*+@^64$QX;G*@U%D4%E(TS+Y%S8#4+&:G0(!(&%^VFU-KRH.7K M#3OX6%:E?=MA!M=R0*T"B*W3D3/*D[>&B2@"<\P$;+F@=S7Q>D$R>+4S;,4% MYP=OLP6Y*!.449^09TXBKE1$SB>+ O68>$*L#79E7:T2,QMYM6AG"M4)XR/Y MSA.QX06)SUMK&OWB\##%?B2E+)CD$576(QYX3J&6"B6MP%),1&GG5]8)(6MZ MD?#A]3K'RIZQ;R(K\[=72W"N-OZM",[\$&RVTHJ4FKH4(L*1:\0%6'(Z88NL M2I:Q& V7 >RW52%FS;>9@XEGSLW\5;7SE@827C6WN8H*%;>9.S),U_F,A-OH M+<( 8A+P9&E3B.FA*("V\@T!6ZC\9HFBY&[_[5:[-$QA.Y;VI&,Z< M@&$ Z%;1F[G#PA2]B3AHD03P&4PPXBD:H#?4(RI5X%HSH90!6#!DC<^VYZU< M-[\@KNGF1E+WCVL:QJ,RF/W0&>3HUM'CO,7 )VT]2Y$+8;GBN6X_98;;Y (! MC&1@V0.)M>JZ07R@2'I#;YL MP45L14>14>>$=UDZMK)M5L #G M>Y0_!ZU<\,BH5QO\]!KCFQX'BU5\TZO Q.D3/NQ<$DDAZ6/*19(= @,"(^&Y M8XP0SWD$FLC9FIJM#_2+O6!SSM:[,YWMY?*@)CMXCSIMOZB_:)ZIP\\2\+.L M^O[X!+YMT->]?B;5#8GXI2M MVT&B[<%!-Q[DK),K#=_+*__KMOUESCY*.1*YSG'?WET#W-U0 _Q^\A8!@TJ! MVQ@]_\2N:ZD9,LH'Q#F7R#JC$&':P\N!!F]7UC6>)=$U M ,A6%J(PZ&8S.#7S5!:V[UIM8](F+H5O9!@7R9U9=E9K>2EC3NHLK["U?J/+]]YU>O]'I M[T48G.\:)S2YQBF==7R,9'K&;H&[>YX@8!@=OSQ,+7=3ZQF M+?[,O\=QEGN_ Q\L!:#(@5^MG1TV_6&MV:NYF.%UXJ8=8-,U6SL;Y9[:TJ"J MG18[X'BWOZUBPZ-V]Q>2ZG(C_]#I#E_*U[VZ5A]/$%ZXU_9^5)J[%"W"+G@$ MYET67LZ0(K".W'CGF5]99[--I\KF;*NU4B9!$O/Z9 $#VP[$"A"D9O-:U7KE MNF:Y"<4:]-9JV90I]^@K[+*0V-I0>F?I0)GH.]KW25'%X9=0T2=WI+F3C8[I MYW:[#]/0:_J"@Y;A0!4.6!.-B%#12@8/-73GOJ,Y72=422)7?URH& ME41 S(>0-WF0*D$H2LR+9$D*PK.5=<%FH\+&]LU#:2-V4N-D/7&4\4BM44PI MK*4P6HB$W1V%WBK!6GS!VOVTGT2"9:84N6 U;,"%%R=PY*2PS E86"Y7UCFY MV2BYRAW7IDI?PX>R5#7!@BX^->D"';H7.5U3N5C1::=7;-#O"C()=[NL4?2/ MJPT2ADY3?/D1ZWJ=UJ!_\T=FW:TS-5A>U)M*LBOBRDQ-_#SL7A:..8C(=:,] M1C;!&-_9UID][ZW\Z^K#P9,-[RXX?/T3)N&E?,S7EX3;^>_=C=62]F\WWJ_5 M[ED,3MY:#&X1'JRQL[OUI;:[4WN_T_BR\^?VYL;NUF;MPW9CH_%^>^//VI== M>*&^U=C]4OMMJ"\Q_/,Z"9E2J!*U/)&4*J6CX9X'#) =* DV1!Q-8-;=)083 MDV=^S='# VL'UJ\46YMC(<%?]/BW8L5VNP;/"U;TV-TX@KLKGSL/,>EEQ(":ODA.12 M!RNLYH$EP2W7EH_J*;(1-675><^"&?7P]@.SNN[6Q>-@WWMK91<)Z0, M< BP;A.R&H/]#E902F#*.Y%YJ5XE8I9!K-5VWNR7/?B-0*8#?+2 M610M* %<:<'@CP@TX:R#"EY[FX_H45(X)[$K?OQ=>B9*R;K> W36Z89>;+\Y M>=K^N;-[G.]_WCCR%]F;F9AREAB###-@/A.>D"$ZHFB=99Q2ASV8S_W#;HPH MNX!F_$*GL5M,<-N//(FKI=ST .L*#Q'@UH?HND68X[!Z6PF&ERA8PAE(I.W7 M/,"\BW"/;ALDLECR7BUU.RD[T)#. M'D0^"@CA,7)-;)#&S(MV4G'9Z/AQ^5L.S07;-C\1P#9N,&";(2CYG*;I#9A& MVGL4>* ^"!.C%BOKL[#VC[SW/DPV$HU8DF@T!5C"PCH/)G?TDB9' :MP)1L+ M)!NT\6F?2VL()0S9$!CBN5 )K)U%C#F=_C][;_[41I*M@?XK"N+>]WHBG$SN M2_<-(FA#]Z-G)-JVW![Q"Y&K$=;":&D,?_T[626Q2,)L B2H.[/)\4\(_'N073(NDH3=V\ZS4!G8N,=O[0-!2^!FN3"\!+Y7=J)X/VY;]FFZ_5V[AY"+OO'\#7RKV:O+G&W88['^+K^5H.M;VP,W]7AK< M\A&FT?T";!T6YGA:\VGL[ MZ/1KPW9WW"E#;WMR,NB#:[%9>[]H3Q14I=R#FI0UE7>[LA&5=T5G]T.SADRW MK"8;H>53%#M:WL=.'!0[K78$,:\;%W?LQM$1?#"K(ERRUQ_!9>%B>53M$A1F M[SW]''QS\XZ!LEB)0/FQ' /E!FYM;S@<%TW98>EZO5BB3K%*O^;ICL-A7E/7 M[A5+>G,NX9898/+Y4@5$E*F"RQW+F5Q!D08K!@TXG06DQ&'[%7SI KC*"N#3O.Q84=/NZ:U.6CLZ7D\Q ?^DQW5:;=Y/3 M\3B9K9R.593:[UEJDX\>$$!I2;YH%(MLN MS8F] ,PK3K/O](<7_BY(::=S):/UP\350X3MF1-7;[)TZ<-9KGJ/F$JIG4:> MX(BX9Q)9H3%R-$$D3Y(SVFQLL<6%2S<[77?WJ;:N\<8\XD+/YIKX&5\K:\K4 MH\A@?N%OO;M^&OEZY?58-1>5 Q M[,.B_XL2B]4)]:>B.PGT_QP/_!',1^W/CNT]-:G@\Y["W/WTYY^UDT$_,YP. MBS33CU"!.$6#I=1:%SB)1">%.3,X.@P>+_$_0(7';2?LIQ0'%_YCM>]Y-=%) MZCO;AY9+'27S2,E<*ARB1B;AA(S/-,LF"N$"J#M%$.2.CN9TOC^9WXM4O(L@ MN;W\RA_C7BSM!25%6G G^J((Y.)%,'#%KF@&CG?%1R:;Z]>NF25IV!Z."F=L M?/+#C:WI5P]/)NO]>"E%T1Z-(ZTVV-2X.\-RZ_SG95KUXP&)S M"-SQ3HY 1Q!EW73MWO5'RM^[J^NT\E3%-Z08IZ% GK@+E0%G*B<,2U6[I%U_ MZT3&8,]W#TDNXY&FZ.LM(/@$RVUTC$B(D+1(2@"JO2"1\=4&'CD^Z)8!Z]%, MCX6)>SG5D*+QR?!B*_37CH5 &&2GW\F)^6+UB_J#_':W'V+GZBY2YC\M= M2,J:LAT+NBG$G6F)[\X$?W>J8;9IA'X"7F2F'\:V_*H>5M)EDCC?@1'X!G&X M^"01:T,>W((0HK8+EBM<[1YY'V;@)<[;E7YR]VACMW)S^L/6F_<*O!'.[MWO>0<60.GO?J[7ZK1'9W>0DGO@RS*X,N\\;XLW]I[W MX.*/>SLN+&R6BA)ADC9,<:X,L=8(*1C\*U*B.CU;P<1%I<.5H&4J(7]="$BN M?E[_.N=I_\96TY_5FT?M.OWP_6"GA5OT,VU]:./QP?-@Z,6_>M;ZQRB'_A?_3AO6?S1+AC:VM?Z-_X= M?O^+A__OC\X![?SMCOO?#XY_/6Z=[WZO'__5AF>"N.HS:74_0^STX?O^ESK\ M!\_]^^[I_E\:'X:4%'=6(@7Q+.+)YI)/K9%U5EO#' O<;FS)^7+/_ZVA>U;= MYTO9Y#F.RG,2@_',"R<#QLHJ_XQ=ZBOA7 OA%(7"YN9XW-G 1G:6$2DL<(3[DUFBW M-$ZIM'\=M+_Q_H?:?W;PY3<8>SBJ=V',QQ[#^,Y;S5S(NGW6. _@6G"T@:F*46,&#!-)E/V12$1MXSGHUK)!+6QQ>=91^]OFI(G4A%##*:1 M=5X12'CII 0L3(Y"-//%LEG;EQI0072B=!E78@ MG//%JY5I6CG3I(GT7@G+F?9@FHAQ$$8YYR0Q''MF;FF]5&G_6FC_CQU3W#J& M9VA^$_5N'33]&\S++MW_\@'^_D!:S8_'C?-=N'_]>XMDTX1#9."<(JP,@ZA) M:>2P5LA8L$H^\@S"KC2WBGN%J3/)31O.5<)9">=$ M.,5AU!(3(\%OHH2#:0(QM4I9\)NL#"1IP@V$]&*!W[3 -+U>KM&+A&4^?UK[ MJ=TKJSKG^!"7G+5\Y/RLFHE=6"[QH#3DDKH7_@BFFK#2KZX*^GFQJGY;AB?3 MSQ!X_F[KRRYKP'.V8*Y:W5W1HA^_M6CKM-'=HXV=C\?U#AA2JTCD/B0DN0Y.M/E!C2)BDPD@#?%7-$3^O%AKH?D&BL)?',2* Z)C<1+'Q!+ 6RD MM!I!^!:1X-XFQZG!LC@$,-<2^Q%QW%UI;=^Z'7E0SK#2XO70XEO2,3 W=7+0 MW24'Q]_.6\TZAN_S_9W0 3_X]*#Y];R1#X8VM\E!WL;BF@2 =@):'#'XO"(A M+6)$##NKA70&Y.,A=N1!B<%* M^'%VD)8.(6 6%'(6P&$P+E]1PR42ZJQUYO=6&']O#;R@-8LSM MM6(^^5_+?=J>I^+PM=C*.W?2?=194OZD.Q!9$'X#.=B;B$'>?ZBW>^WNN%MM M0]P/R#[]G=^/6YU_^HV*(QUYRL%YQCF,]WX=D;1ZTNC'5GC]?I M'CS37CXEC.M%O8;'#DO.$?,XLP1J!GIN)6(XA&B(T8[@'-;AI=BBM9/1RA:] MN(R*0^4=D4Y@Q(6CB#L;D%;$(Q)U<,:!$\5BEM$%5):5+7H)6Y2B\"EIHR3C MG!BF-169S"\00BU6ZI;*K,H6K8^>W[;A?'[4;OS^V]%^$YX1]+G1W#Z#9X-Y M"=\:,(YZMT7K.Y_/&GFKBB1C'7$.:2X"XBJ:3+FCD2961\4-UIH5MFB!GM^_ ML'WM9+2R12\NH^)0*T:X(PE93A48))/]I:"09#IB[02)M/"7R-WJV]] $2$, MMAUB+]3.VK$37KR&8H&=-XRR3I.!'NR8[D\4NBYVO-@A.[>\QH/,X MZ*]]&[OG!;#/LXF=0V&P4$XZ9 0G$+,9BTQ4$;%H22*1L:CMQE;1=XS^,@=# M=^E0\4+[Z>NJFX\+:RO=7&/=G ET#Q-SB7":D-""(PXJF#L6&N1]B((11I5S ME6ZN32A:Z>8ZZ^:,W8PIQ21<0-8XB[CA#&E# V*>4NFB)CCGD>ZDFX7?_L^B M_]_6?+G!O=IPSNC92C3WWAD7S44O&;S8-0:O_W?*J1A+^JVB06.X)^W6"GFT M);UH2<56<6O=THE9U(]W#X4RX.*04)1_(>Z#0UJ'7)KC< B::1_)QA8WY)V1 M8KX;\R6=5GMT XO6)6- ;@-:-NZ=?.TTDZYB7)8I:6Y1TMG3[6#&_6GWE,4UK<:4O<\(:E\O,I MO'YH-+%<8H52;HG!L6#($![ %X.E8P%;G8J639MF?M?ZDI/M7=DX]F30]S&& MX:VB,R,R#^J(_".&GZ+O<0E.)2Z7 %6X$C?V1J[8>6X4E/,]\-(3$9@D!%$T M0YQS@UQR.96GM5(A,)<)#]C-Y#R;M6LF@$EK8R>-XBI*1X0!MSI MP,6("I0&IIV1G*K"3CYA=Z#*3MY1*L\:S=:A\UHP)A6H*07O+;F(-.48T:B= MI-&"W:,@E89L+NB%L#1#F80WE$7)DJ><8>K@#QV\4R$&$S2]!=@J0_G$DK*_ MXP]QR#U;@DJ\WOQZZ(4. A82:9]34<%+B)\I. ?#XV B-,E@6"%56[68"&V >-NJ/66$*9B MQ%_B8$X%Z=X4JNG/VKO88XM&I-_H EM$I8>0%V^A3,7=51*,O3O"ULWV( MM>#P'T,JUR!#>(N1=LS!#XR])U8;2G(YC9H[57H+>_4*>Q>WL(;NQ 1OAMI[ M^,J@[<:%DKT^[M I 13XX8 #_QW#XZ5V+A>:#-]?'?X)#'\2Z7Z:\':#4_33 MMW],N=:*0KF>[=0^QK]C;YPO'S*[[-\E2UJ$L;UBSBJSOA@?=T_WF]](/@ -[\-]6H>".Q,CA.D$G#?$ MA>;(6L(0H3(*IG7D-A\;G$]:EA')U'$,W?R5>5Q[L2+X K9( M/@1S;::N_,S/78AH A<^6"%(#($KFYR,%B)EH1.W,FAV2 39F'[K:'!)/?4U M(C>(]AO$VC"RGVWGU)X--_YY?4I@/B;/)#@\]".F[F7-W?Z_FMOO2L'<:[S? MK-W1N,D?&K=5&%ACO[G[J=;SG9S=Z?VVUYCN_%^;_O?M4]- M>*&^VVA^JOTTT;(8_K%(KNYAX9]UA(1O_M I7P(EZ%X/0HS8M-^S\>CTA^/! MZG!Z-G>GEJ#;V#GZUCK?Y8#^!) =-W[_[=O^EQ9O_'[0 >0^V_^R^[V^TQ*M M3[.6H(7W?_]X7&]^!?3_JP//B%M?/HB#XZ_X(%-^-/=$J[E[VCCN')4!WMZA MD"XIJ0)$=#%O)V"'+"8:":^-\1I+!P%>[4*BMK-!=3AY+I-D,E)NC-188"Z) M<(GEKF!QE@.TG/8:S'L<_KB)QHR)*)?D]MM=?[SD "*9]H&#H.CH+=@QDX@& MK+0$:_HC2"-TU"%>1&CX99$K8 M[S4 K&'^R/7ZJ2PZQ9?SKD;IMMOAA)IV;02N_RQI+J-TELN[:K]7IH3U^ 3G?J,\U=:MWG\@7H=E_M M7-Z+CO?6>;N"KFLR,8MAZ:=3 K@YHD*^Z B/ZZ7GW 88P3/AM]\S&,0!\UOY_O-CVWX?/N@N7=VT&RQ@R]_'>WO'+4A MHOY>L,I^FCGC1&B*6 C$B>6(^^B0B88@8W)=G'I'.KB.2P0H3[ +B41O$P9(@0[!'UDJ=0I"! MYA)X@RM$JA!IU1 I**ZHD88E)SG'W"6L//;,>LN92NR6T^,5(JT$(C5F?"3' M:?0L,I3=7W"48B:VL@K%Q)571$7G#(3$FJX&(KW>'E&3+; ;DSCT?H-Y="K_9%) .SII,?,)R739C M-Q1MW1EO%NO\DWI =^T[\T:U>.G'VRHM?CXMGHEAL%!$\*1 ;0W$,()$Y*2@ M2&LB+#8&/,*PD#BZTN(UU^(E1 "5%K^0%L_Z_9Y;3!6UB%$7YMNK>F[:O*D>SQ&E917A?VUVPW>^C@86I M;^>C,GNCV!TV^KWBZ$^_ \/\.FT'7EF">UF"#W-1F0P&H,=KE$C0B)M(D6,J M(HDU98H&YHC?V-)X_BS-O3- R].U%<]H5UA;8>T:[>]56/M46#L3.XM@I4O" M ,)&B)V3C\AH0A#'*5*5J, X =8*7&%MA;45UK[&G?']QLFQZDA T:;=L MM?-KF1^I3@X>UP]Q /D&3P(90#C$E#'$ ] MB-OL"3BX7],U5G?5%QCB)=4Q%[D"M9*#_BT"1-G.8PI%7D<^=M' 5C&C^I)% MV1-W[PI"#HB8:A G%J'-)8&226""HFRH,C-+(!K7]!9@=$K *.EUY97 M8/1,8#2S.WQ-?5J\ER%O7UZ<*6F[3U\I;6(X>SX0N.@62F$^(P6(B;FQ M1EB-)"88PA:I@O-+\Q8J;5XU;7XJK[_2YF?1YEG?/S)+LB.%F" )<:XLLE09 ME*(66H/G[Y1:16U^ YM*59.<9]V/F=)R5'[_8Q#F\_R^2Y#)6>N0E<$C;KE% MQDN#C).:FAA55')C2ZQ07J%JH;'2?G^EJ$(37?"G],\=]?M3/YCY)A<<=\5U#='HJ MC_^&XW45.-T+G%KS#K\U(GEB$#?ZJ2FM7,W"N MC/"SZO!L8&T=!6EE$05J,>*:>^2T\8@8ERCV,LD<6*^>$7[]%7E1K?3XUGXP'BB?$V(*9XR"R3#.EH,'(I"9,Y)@U>6 =T]WB@TMU5 M,\A/%@]4!OD9-7DV*F"&:4D314&37'NK*;+Y2#XL;F^@G._*95@&T.R>9I IO7\/4//A]##XH#15"2G),Z>MTD@'K9%D MF$5JJ"5BB>5Y52)Q931VZ45VE<8^D<;6KVLLJ"BQ)%ADA +?0$&P;JCDR$K" MC# "&ZTVMAY-)5]I[,J%Z4_'YE3I[A/I[N?KNLM4H"I@CE+@ G&K+'*4!N1" M"H0G!\O)'Q>AKVB*?]4/Z82) CRXS004S M)@EP19"V-"*>D@5-UPIA ^KNDDR$@&/R&,+(2M-?D:8_?212:?JR-'TF!$G! M$6ZT1H+%'((0@XQ(&$5-%&. L*9I6P2KMXAGK6AS2ECD@>'(G<\7E7QAC_9 MM*PBOK]DN%:A^5+0_&PN3*,^$15%0-CGRBTJ$S),PY]<:VR$-30?O29+/GO] M@G3?2\HE5Q!90>2J!KL56"X++&>#7&6MHQJC0'/O21HQ,HY)I 61#&.>"K"< M[SE_[^Q[!9,53+YBF'S)\L2J$O&I07,F7Q"Q",XHCI1T G$)$VMY"BCH$%0R M$99W>42)*X.?16[AGR,+-]V:#JHQ[H*^>/@[M/_>^C_X,1U(UPZ^MGO3Y\UD MT)-7\@/*ZYAV/!Z.VNFL?*G="YD4F:H"=9]%@^FDBK&6VEDU:CF >U<;'<4K M*85:+)6K-HC#<6=4;(N"1@[@]D7Z8?%'.S9_#QH M#T.[$(IA>;O\Y7;W! 2EUD^UX5%_,$JVTQF6=QB.^OX;+;GP%SX*U_P4*'?O==S?:R6,$3E"F1S=KU(=*Y(4[3*1=#+&Z;/P0CB7#? M_%1_V\ZXO"T\6?_4]GR<>8"B3+I@] ;)W"@'Q6->N=RUR]1.[;!V8D&;8)+.KCS= MD@:\6;O CX/"?(^R[?_7L%S/>[[;P_N\?C^O- MKZ*Q\Q=8R0]@!3^(@^.O^*#[^7N]N2=:S=W3QG'GZ#_GG\_KQ]N'W#%LO)$( M!-\ASIE&-F*)/#764I-42N#-1%".$YCHT6 Q%*#4S] #JE#^V1Z6 M_]KRG\&UA2U?ZZ?RW]'T$AD8QZ/^X&QRQ?*H]^1ZA9A,OF"_3ZX*(C-YJ3]S MK?>@K[9W5AA\])4Z"ZN4\N7*!+7U^Q,%N0"##/<_/Q_;O#/K:F"E,@R M=0U* P]3W+$GP_CS])=?0GMXTK%G/[=[Q9057_KE.@SD.J,9XU[ 0/GV+Z?M M,#K*GNPF+KW9R1;"Y,Z3MS>+MV8^C3?)C>_]Z+*$;E+,'W39 M'[_'],.N^KH>5M[ILK?L*:W^UM%BA_MB*$3<92P>S&4HC7A"@(%N/$U.ZI-/+?:A4-7N%D5?\"-&N.OB8+G;VVPV M^+I+R+4])3+_-%VZ:Q^^R%,BNJ;AV"11R5K=O?/&E[_:K?/6>>/\ ][?^>NH M=>SQ?K-%&[_#J]W&4;WYUW%K+E$9VJWC.MSGC^/&<9TU=C[PQI??VG -T3AN MX8/C1KM%=[\WOC0@A-N;ZV'BL%+8.8M+S-$L5-YK6[\7:T7B\W7:5@YV:5[VTTO5R9D7-R!*PXKI+P? M4M;G8D5A1"2">J22CHA3YI#F$:/DB#',>8@8T\86VYP_[U;UNEQ_77Z)Z*O2 MY:7I\MELWL<1'+A"$B>"N'<,Z4 HRR\1R%2ZO"Q= MGHU@@F!$)Z\0#H8BGJGFG*0$)0F:; V)B:J-+;[Y"JFL5S!@>']D>U^+>L<% M99!OH@'FS>>!GBA(N.%$T%U0J5RMO=[T #U\:'LXC*/A7]/%VYZN7054]P.J M#W,!A&4DYCY\R.%(,_-.0DZ9@&+TD0DJO:-Z8\LL<#HJ[IWUUO''!P^5CJ^H MCL\&%H93DZA&2@:,.(L.&1H,XC8%3Y/UBN4^FW*!-U(I^7HK^>.CBDK)5U/) M9R,.';6(-"44 G>(.\Z0X4R@Z%2*6&FK0N:UQHLV3=:Y*><*AAN?;C@4]"9V M(]8ITOAT9 ?QU[Q.[Z\LTVYQV N^,#F1^V< M1*H33VYI;7TK'5]!'7^)S8=*QY]2QV=#"9ZD(R%3?3E.$<Z/8'5;;H ^"HJ]SD011 M)L)JJE+/Q!#! MR9(X[W<.]V;PPSN7\2!P6855TC[HE8W^;KF;QR5%B&M @,<6C/A8059RX"LV4"0.:R=Y@$%[TDF M?C4(U #B0B-=7@9J"<^0]9CV%V\9K>Y',;MJ#++-HUC+I#3OQZ.2W?2/OAO6 MMOVH%GL@!C'4 "5VHH\9'FJ9?Q6T7=5 FPM&K[U,']2SG=K'^'?LC6/M?3_$ MVJ<)?RI1//.7#N)_Q^T!Q+]'%M;\!/ AM7TF;+T\PI,+\@;M?(('KO53WLJD M^)>/_X_MGORR6_Q%?OE'6;47VJ,Q?+7F8LW;DS9\'D8;BHO8;A]$(__5!R&I MI1QSG\$]AK6?/F]^VJQ-KO>/6L%FF$8Q]J;OPYJAZY]Q\6N[UP-YS(W3KG ? M;M;RE%WX'D+_[//6BX7:"&D^0L M-Y0[KW7"F%#ON/ 2/$=QN+JEJX MPP\6 X7^"$WNL_8,W8_@(04,]_!L7\_KQW54NY&8@,% MO<5"6Y[;D42(9/5\6[$:*'8'?MFL;0,8YI0NEGLN2HL:'QU1M_F\M !8#]%YG7,Z?\Z6352S!-#2R+*KQ&Y0;3?8!'@&7^VG5-[-MSXY_7!P<@F5Q<<;O^(27@NWV".EZ^8 ME?U_-;??E7'K7N/]G>F[Y0WTW:LSL,9^<_=3K;E?>[_?^+3_[[V=[>;N3NVW MO<9VX_W>]K]KGYKP0GVWT?Q4^VFB+S'\8Y&$S"A4B5G)Q1"8]H$#K.KHK8S" M)*(Y@#_!FI8H7%QT.QO3%!R!_X/8B@<.P*L542Y%PSD/S!B\<8L'^:RJXL'] MMIG?'6S0!+\S=[R+V54*[:']NW\:P[O:Z5$;?+LT'N1=OFN.4+9EXU'[JO,T M):[(7MRPX+T_EY&82AJSOBNX/F@PM7'WJ-)=7:%1LTJLP6K=[\-W)VO=Q& MA,"TTQ\.:]X.!F>I/SBU@S!W]/_1IP=79-S_\ZB!K>)VVS/NCTQ#\[F ?'\J M2?\&07I_58[6?M^CW)\^:=>_[-']WP^Z!\WZ]Q;]@/>;NZ+5W>,-"O\=?R8' MS<91H]DZ;[R?V9_N[GUO';8^UF]89BW7@FXME4;?4://KFMTT![0V"44:4R( M,Z.0$S(A20T+/%'CI5A:LY;5.X"YVN[%F^:F6H4\"OPR?6T"1%?9*P"I)KP5 MP\7T%N_[PU&%4 _T.:;!3[0A @QAA D7B(507GZSK?%ULS@[TDUN_5^ M, 9UJ9(H+Y9$^3A9#XBTMB>K42'0O1!HOM6M-TDG"FY"=)G 1TM ("((XIQC M&Q(U)+*-+3;?-J%*DZRYXCYCFJ12W"4H[FP[VR2L,AR#XFI05QL\,H[EMG** M$HVMY52 D_]HUZ&J[5@29V_^NU_X%15[[[-[$B7Q7U5>]G $FN]D26"M!'@/ M"!;,Y9+6"."3?].9E3<%HX+:V"*DRC.\.E5]2M^A4M4EJ.K9K*HR'65@R.@H M$$_,(2LX180'*U@"?.5D8\L\>C/T^?(,KV#7Y >>53X?O9KN3;.?>Y_VZMA/+ ME0DA9F\)M)T0A:R6!GZ0* *W4?M1@?G+=B9]RFSN$V1[_F%< M).L6O]W<%O,9?9"+R=^>SGT%44N$J+,YAX13YA,S%%$G :)X5/E\GT0T44:M MD,ZEG(5YA]6*<"!5*9CEJ/"3.1:+5+C2TGMJZ:PCD9)BSAK$)>.(6\Z0!N5$ MU%N=+'?8,;RQ9?""+KW^;%O=8HY\G\B4:L:N;OB3[G MU1IP:0TZG[(OW_T?\DU4%[_O]XJ'R VK0W2/\C1?H^59]GFCZ8F%LRL3OP/S M7G6'6(YU(O,.)XG.$6>1M9@A3@U&+F*./ 4'(C@G,7-+:P]1E1:_NMS4W36X MTM1[:NJ,'RD\T1Y+CQ)1%'$<-;(\>(0Y%H+ZX"E.&UMF";2)*^0DKK9[<.$O M^GZWVQX.\IM(%Y2'D<,-6:0WD3Q8'<^@6(P*9NX',VS.&R#" M,)Z,1,8:A;BF#IG &!+4:FZ]8)(#S,P7U;U(U%%E!=;!&:@T\V&:.>, !*6% MY2XBYTQN'N05\\*!,WMN;/]*UB/N 5'!):QP3&;&NU8B%1/Z'Q M,#[FM-!K#I2>;,_C>O.FC_GQ]M/G82SWXBN\O!]>BCE/1J8TU5MV/WON%VTKZF0YU[(LWQV>*A2Z'PK-MQOA+%$OB4>8 M9A8;$04RL-9(,5@P@GT@/N23._/,>?>.5U;FT,X2MX/!RUTUGY4KL78F_T,U4%K#Z+BM*LHMO#FLTT2./.J-9/A4ZV>^.BLJ*@"Q<"C_G(CFIM^/]AK=A4LVWS7]_WORTN= 9M[U0/,4@)KC!_ ,- MHL]"$& @?\\W!JR-^O"),/;E77WN.IZ'ES\:;[MWT28H?VC^ U[&?@?_.<*^^U?/?C'C_6X+[__^\;C>_"H: M.W]UX!D!-C^(@^.O^*#[^7N]N2=:S=W3QG'GZ#]P_?KQ]F$$V)/P V'N,>(Z M:>2$"4A+R07'TAN;6X>J>2RL@?IVIGOA]Y&()+RA+$J6/.4,4P=_Z."= O$W M$#D4$D&F$G$':J9$39"\'W7 ML/NR@@M,Y R-1:4>"]4#?,QOA]1R2B@XC,D[ 3I"$W(F!@2^/K9<62Z% _5X M1_'\GNN%@H"@I @N'VC'?=$38T8 +2V13G+BI4L"8\MT2-PPQE.U_D^X_N?^ MT%LIE'(<)1WR>4,ED5;Y(")5T24OO4LYK?*.W++^PQ'H?NF97=:APU*4SMUT M+6KV;]ON9+\]NX#]E,"8U=)X- 8G%1RXXHUVL?>Q6=M+A:\Z'K6S>UJZF]?$ M[(ZW+)Q<%P%K\SWC]Y/V(-\D(YF9XCB;Q?%G0C]K<&1.V2",YT898V@TDF 5 M7*)45]+_9-*_]WV_N7U(4F"2!X:BUKE%(T\(UH(A$Z+PUEGB F7KXXCP9% M)HUSV,MD"?=!:.4!M,"H;9X"N1>4*1V0>?TU))&8@-DCCSKTO%D=71(&NYD8)&9Q.$9'+^ M'/)49,KDSJT8,V'\+#T \!8&HUD/@.&,TITR#747&9Q>\CJJWR?L6S58;UXB M=]$93OT"7EIY*B;/UL3]*B9H@:N5Y^=&O

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�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ś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

X0+ 3 7J3F_DXKS-.&,^9'OGNXUH7,*WK-@>?UB M3'_8[6C1-Y@#\]\U3>\AKAJY0#2XLO>]+B*Y@&"O[^WMFM)'J>E.'M8I>)+K ME_(N>I7E%%(L:2)#$*?8R*O@!!##2B3C$0FI"#.WXL#7FYP:"1U7G#%;=6[$ M8P&S'>WX!6]@TJF,G9T6+C$6FW2*QF9_G&./CR?&L6AP5+ZQ!^"8;1P^Z;4V M>576[V+EWF(>ONDU;Z MN-T4>FEL#H/KA$,I,.4)I #%,@$PI I0&D+ :$STCQ.*HVS,M-(3"Z=&U+6= M1EEOQ\('A+W:>W"_S-+3CM:]F:D001"K2 &840%8''* >4Q"@6B,))U756F^ M;NAZ\R?H[F-KA^OT3\EGD%SMA(EGDI_;]J;+(+\+K.XO\EJ)\M%Y^FAW)XI/VA!7*C658,,[YDB-EL^0^]4M]Y$PB3D9LW:_HR\Z_,"RQ_+FI?W5.@;^E1 MNTEAC X:,2EZ[\HL:#D3--X$O]3^_*7LGNHS3;>53I5'*GXSI#W@ZS%5^A9K M1L^9]@#=N>1I'Z_M>W9WIL _@ M!C\3[HE9CY/@:W!X._^]V-#(I[[7'#X]Z[WZB9X;@/R;%-N%?%3EWN*;GV\7 MM"B>S&V/>1QAQJ.8 (4R;$(V"G#"-%\H(6(1$42YVU;>Y;:F1AB-J68Y7NVX MZ[5=:6[P>VFP(V5TP6RYN/8#WM#+Y/ZXN:]TKR/B:\W:T=*XJ\_K+I^L(RT^ MTK6!,=ZU9V(U[-Y\,@.; G.(# MR![5#*W@N:&H8??[1ZYM:.7L:8E#NX\-=^NK;%+'11]U?RYVSQE%2<*%S#(" M1'E3%/),KW+"&*",HRR2*L4*^K[N=N\OUKFOXCGBOZZ(ID[O0=0VT M/C>YKKZS9\[O7CUS)V6H6!HIE7*0B,3%0/O-R#-@EF91& XSH7J4H8C"$&<9Q0O5:+0D 3F0'$N% BXS"#3D/=KMFI MC?[2:A,1?=9OE75)2#<>L,3;CAK\HS@P6^P W)L\3B$1-Z0\,8MEHZ.2C1L0 MQ_SC^.E;EGB/ZMT/_LVD-9@8YW%I-KF/-KK+R@2YN8);;X0?_J#UY#Q+49C" M2*_W4*( 9!("AF(*$H@XBS.&14S<5WY>;9P:V54NEJ.U\K$P*OEJM9;Y\[(N MQ:B'JZP1*/5 ]-/Z5]JO6?EG(%OG0V:YLMXY7_Z^STK2[_?"98%YM]X>9=UI M^KGQKUIUKI;E(=_LY*AO%NS=JA\QG7OTP\-/F.M ^7)K\AGKVT(KGS<4!NPA MKRM7OQ;>84$[",3GU[G#--6SF-5ZI;^UFY_F=L5&MV/>_&H2.4S*4RPS(7D" M@1!, JAB!J@T5_#UW,(02V2$0Y?)I:NQJ032D"*>"29BI.8 M6B5AGKQY:J.\,2!V_*A5ZI#_N_]=K-=RS,B@*4%^[.=)(4IBI">KB." (Q#!&A"$8@@)%(A M/:JY6XDMC\9-;?BW,X?W15:^R!>:EQ?AVPX%M4=ET>B3@O7],K.]=+A=,'&O M;AR8OMH]V"FH6LR"RKOSG5JQWS"G@T- [SG)W(MI=\E*]PGJI31VKVVX31&K M?VYH_VO99HUH$F:;>X%G5!9H%C(610J$W!0ZX6D*&$PS0#A'L<20IC2UF2Z& M-G1J4T>CH&-V2K;+[U69QB]??RMND\X9O+^[9XLI]>+0,X>-N,:;3G&-RM_6 M]6Q'G8UQ>UZL>/FK\I5_BF_ @<7_7W\3K&.*L;JGBB],:R9H2,(HB=DCC&4"& MF1'S@W$*:$0PB @+$YJIC"1B_EVNVLB3#80@45SI.3*+$$#P##(9)2D,6 MA\QJ,VE$FZ=&9[NR7]]W9HXDQ.K0SY;1ZK1Z;PK[2=UBK<;OH'0\:'G>*@6W M=[[,H9^ @*M[5]U;TM7!XC^'R*M[%WB3?>W1=(_CCVK_PYBV6IJ6F\1++)D. M;$,&E#1:/R&5@. 8 J@V&GECYW\X;"Y?PM'B2, # M.D/GL53 [$RTR5:UA\AA[]P#5"/M>_>!S&VC^@H6G9O,ESX[W@;Q%>L/-G>O M/=LO9G]8+%9_&)W6]ZOUKZLMVZCMHKX=6WR17.;?S1GSV[I*I!"9HH3%(),D M 9 ( EB*,:",$4I9'!'E5!7/J?6I$>7.^#)?A]9F!^N=W6Y1M5M/V,7'@^$[ M,-4V-@9[(V?!(=YOUU+DF^#CJC"7,WU7\>P%G*>XTZWM42/(7K _]9;AP,V2M#;P-T MU-4K'9C5&K5- M'.B<$+ZEW';]A2>AWM3Z&(WG5X+,OG6;QHY"WR7SC8T%-*=+5\-C7"39F;N<(B34E* M@63(S&*0 )8@#KB$82A$)B,6NBA[M%_NM!080SI[*_5YZ_(= PJY6U_*9Y9E?7P!Q*/7RG^<(<9.C5A[G< M\57R[;H2/A?_M2TVM7#8HWJB/^:9Y%A1JHSLD3;*\_G^/DH)N\*#;\O#T/(4YHLL MY/J[%+KM2JRA.30]$E+)$&&"<@@BFB$ $8* Q!D&"LE("@7CA%C=UMDI?*F/L-L_"ES/FIYE<8EEUOOM_1:-VN/VA=#'S TW?!XJ1O>GW:#B[*- MYYYQ$1P8J8?&4A08NJ<<]0(\H-LM"'!+ R/>^/> P^&5?A\O[+>Z*:7HMWQ3 MGB&7TO0+]'9,BYDF'( 8DX!I!R!"@2,<@RFD60 M1C*ED]JZ=<^YZ*RR/IXF&[^;9:FYV( M><@BE*6)!&$4"@#3F )*>0QXJJ>T# L1,:>MG(ZVIL9S;UO9H7KMOK.S?^)1 M%]!VG.8)OH&IJQW!S:KTG2+86^I1#/\Z'+Z4\#M:&E<&_[K+)QKX%A_I>=V& M\_76)*+LRMHV%SI8*)-0I01(%1EU#9H!G*@(8()"0:E 2>3$&Q=;FAIKU(96 M);N-"'Z/JS,74;4C"2]8#4P1#4R'I;+]7WRY!H6O2RX7VQGW0LLU=T\NKUS] M0-^+*CIH,?L&CZIZMZG!<;K3N;\N&A-&E(XP$*<<0))QP""F0""8<,9)'"+N M=DW%J?VID.^22^\O-TV<6M] MY+LFO: YO6G2[S4W%@*J,W2*.90P2QA&@%%% (S"%+"42OVW)$.Q4@FEB4L> M[4D+3I0U0C+MDVDCV.>2R=K.GN5_=D!:GC'? L_0A\4[3-Y=PZ1_M9]COWT7 M^MF]_SXU?H[=NUC>Y^1!MP%=K#?SO]$?^OF^447C1C6;T77Z@]W;"]F5;[G=VY4;L\H]H)#.91@E V(Q-HI<. M1$D,E)Y]4Y1"F4 G"4_']JG]B*)B'W[78 M(5P?>IU;,C3Y7B:_3R\KO&9X]03/WSZ'4^MC[W[T@>;,GDBOU]QR^/)V08OB MH9Y*B:00DR@&L601@#AB@$4)!Q'/! \A2:)(N6D]GS;B,JC&$7DNK0L>#M(_ M^ARO'$ ID%11FF' (Q$#F,@48!@2D#$,59H()@5T/[[J"^0HIU9G8/S7?XE0 M^)\W@^ER1-47HG%.IAJ0_(LU7_;>ZT'400-W.'\ZY^#Y8Z>S3]Y6]?%1O=D6 M^5+J]_+_WN9%7EZ+?O.S]:^JR&@40B0IT@&A-.K*&,4 1S'31"I"RB#F$7** M#UT-F!HWM--2&P^"M@LS([?0^H%;E=?>_62YR3P@^D/O,GL'OG=-15?T/-=- MM&[^+K417<&Y5/_0^3T]8\>SQ>W+#*+<* J?__WGU2+G/^=IFH4))@J0&&( M$2< QTD&6)B&F$8L(]A*#-B',5,C2F/D+#!_!BU;ZR2\QJ'R]XY!U2T=9AE^ MC=0-0P=J!GN#]W$GS(Y[X,)3E4?![_5_!TF.](&UK[#P%E/ ]@'82:OIX MYPUIY1V-?-*HU-D[29P*0:@"BO/(W*]/ &." )&&(12(L81(YV1RJZ:GQJ^M M(' 7M@%K6CRKWIGO/&G>#RF2UN MU_#X.>).@)S-#'=[@\^P\F'SMM;**N4ZYY1'*4&F=!$VND.A0#ITQ ADD$0) M4S"!H5.)2ZM6IT9DNU%E:"R0>[M]Q(7'B-\2 -Z X_TB/;H)&JLK*>"A0[<+ M* T:HQVW.8%@[ (,=E'7I0_WXZ+W><'IHA93S5(5I3A* !>, Q@I#G!"&."9 M()@*3!C'+I33?OG4F*6R[9I8Z77,[$BC+Q(#<\,!"..LZ^^?9V6VQ6+W+],:>L+'U_,4O+QOS@#VU_T#@P"W8N^*.4GMAY8AW7UD3=;-7TV9@[!LR.?WI ,3"V574-<6SOGL*\4KH-WCYN@=SZ1?+5\[*\@ZV',LR4H@ SE@$H4@X()@+0))9ZX<%3Q#.W M;"&7YJ<6AM0&F@IPM86FJH*>,&EQL$F[^28#WLRFB\:]@%4BE:Y91TX=9KDC M,E@W#+TU9R]0'-V]Y3DZ-CYP#U0>8T_RH7F_I*?I\FH_P M4?_@PT:^%'/(9))2';-P9(2?A:F#&6,*&(S2-$P49XG39?VNQJ;&?9UM2XO9O "L5N1O" S< D4%D7E.;M,AMO'_A7'#\S MU@O)_^UY]?W?]2>K8:[_LA_=E]XWRH"^XDPSAJ\]UF_>_[1:OJR6:84#C& /!%$D(B;$D3F=Z'M32?%T>^+[Y^3=)C3QA6>2.%GE1%D#A<1R3C"D0J81IGB$)P!%$ M0"E$:(:0@LI)2?5*>U.CF9:-06EDK_(RUT"V/.SU!]W O.*,FOMQKQT6ODZ MK[0V[J&PG>LGY\26'[NM!LU+7I8X**H+0EB'*(P* 7B:FD(#7"\[H%YV1#BB M5&"N5R+N->Z.6YD:9>PNF#=6]KN-=1Y1.Z:X&:>!^<$=HMX55QY#1AG&>E%"!0=0('.P&C+]!Y,0 M29QFB,VK6N!?=52SL1OZ)^VX?)V/6QMP=TT^Y\NEV6>HSU%N+'=^@*QD$9*I M(B!&G *HT@@0#&,0I4Q%84)5DHH:V7=+,1JN35M#;E>(@2"UX].;0!J82RO; M9D'+.L\UTL\Y[K.2^<'[QZ\W?LZ]LU7!SSYXXZJK%8J]7\O_WLHE_UGO-B18 M)5$2$4!YDNK1;JY\"I*",)**HA@+#)U.=RS:G%HHU5Y'[$SMN;MC [GC.LP/ MD".NQ1PP[+\BNXZ*[U591XOW69E=A^#BZLSBHWVEG5?\G]]6"_V)PJ3];WY^ M6FWDN3(M>FV6AB)*@,J0#C.0,AJH&0:(,R&3&"9)FKB).ENV/#7Z.:AH9:ZZ MM#WY7T'EBZN.LVTO6$8F0V [=,1R!L7 F#U\61QGN+Q)-]NV.[)HLR,FR*\Y3[6S_TCG^E/\Z.'/^A:5(&;*4QFU/+K MNS6"IWHM&FMNBY "4&(),*41"%'*( ]5PD.G/6VOUDV-!#]MC0244<"IEEQ! M7IH;;)>Z^X)W7S]_[K$&\]:5#NNW>W30&&L_4%H=M#T+6JX9A:+V<[5[0>G? MKLI/Y:))"[UR[XWTO5&ZS#?R8_[=O%&O MPI]SMI!5TODGN9D+*1$,(001(B& <88 AD0 H5^6AK'(4HY+N=VMG8R/=5;1P_ MO<%J]:D>5=)_E6SS86D*,QIF^B*%?'DU#&8JLQ>?USG7BVVJV8GKW])GN5)O M5\OO.J;2CY2_G;.80Y5!HSXKF3G+R U>W 0Z<@1QDQ!:57?R(LU4XL,2[N# M5V-:0(N !J\[VTVXR'?65\\X5..^N=^ZV6OTWAB8W(PKP=X7<[ND\48'>&4O M?=[WTN>#7MI[53TS9B\YU$T?L[=&JIT^2J^YU4_WA7)G#?6;&QFOCKHO/ YJ MJ7M[:5_AN_J&DME3SI?/NB6U6K^8@]5'MLB?RV^]*<=C%*N>\A?]R*/ZJG]: MJ"KUL(KFHWF49"I,8@Y8JC( *4P BZ3^)T4>KY-MU5:1>STUSQ=.8L!"!B"@((!<0,!8AD! A M(:>0QY#-E_+95%IYLN=W1S.L"(%4A'!BS(!LKE_TC18Z.#,[XCN+ ]HX$^@N MUF2N_V).#$LE5#<"=^TN.YX> OUQZ+BQW,R3M>U!&3OO+9X%.V^ AA\8?_QQ M;D_H/%&K:^NC,FA/:(Z)LN]K>AXFYL_+7.6<+C%6A<2JV:E%KU^W+R_F>IB);/8.!'L/ M@L8%QV- NTZP/-_S#NW0!W?=4 Z5_> $DZ\S-KM&QST\J2IFBPA!@FC(@ M),Y0J**,IDY)75:M3HWZWM)737V+4O0M7^H6EW0!MH4,BMH+38.%L\J]%?YV M3.8=U8$9K+$W: R>G60/#%.-TAXE?P4J+=HK,NN\;Y%,'UUN MN;R]5T<.O0H^UX=U1W5VX5%R_/Z<.V.]7N] CKY<*>/AL9 M^0[#8YD>T+Y]^F6U6+Q?K7BW??%MM"^U!K]OE_CO8[<-/5GA=O7@ MKGSPNW$WJ/WU.6T,VB'WO@#1;>2?XR:$%=#>KD38M=:SLL6+$3?]G]*4:A(S M5_!,+/QY+5_R[^.6W+!U_Z0,A_4'[Q[%?EANUOFRR'E5)I.'+.(AE( 3"0&$3 !L)(Y$)&-$ MA:**N&U_#&7IU*BMMC=8[0V>!?3Y>5UF19E]X,KX*L3]WEF0<^0^'SVV[=^3 M?\[PMMRNKCSV78IU\%Z97HQ[9.>?- D>Z%!GNFLZY7KW*]^?EY81(P MEL+H3KR:QEM*W9$*,FZ(^KY7-]@_CIZ 30NYJ6 S*^\DPM6APW MM]0>@I-\4H>/WJ!W_$D[4M6[:^H_F02PPQ.>A LFJ" @CB("8$8CP%2H.0GS M*"0T3)%4SA+(%@U/C8[:9SV5_&_+]%FPW'G40R79IA_L"&D(= =FI0K,O<)BFD$/"$ M<0!3F@)"XPSP3-)$,(085SWN_]BT;36NQK_TTQAJ:FK6EMY:W/L,[G84Y0W& MNY;QWB'ZY3JB'@IW7X9HL&K=9YJ\\HW^ MYG-)<&2V_E(BE Z-I !8,@A"'B.&((I2F-H6I3M^^=0"H=(H$P5%\2_L+\TE M-H=Z="?H=?/&K9@,S ^N<#C5HKOD=Z]"=":FCA0&$BN1,9Z@*':J5^?;P*G1Q.-WN?Z>RS_*?9NJAI(>)&W/'!=* MOCO4N'5:^DT/U9GG R\X=\);=_:7L[L_[[JX5G/\ZF>YVD/6;0+>/I/9W[^YW$P(< MN%\Z]0&':GL\V<"!T3M0$QRZK;Y98JOUYDFN7SXLO\NBJC8X)XQ)C!D#,$F- MA*["@$J<@A3+C'!)D$1..:CG&IG:#%W:"'1++T&^M](U_>H,F';+KULA&GQ. M-.@8^X(/%NCT2%&Z[+ZW[*(S38R<&'39R=.6ENGS_1 M'V_D4JI\4[32W(_.9+,0QX*2&!"2&G'MAI(NH?3'U?NO4V9 [73'M M"]CE^Z2]W^A##NICOI0?-O*EF(<0JR0)&3ECYANEW);B5BWET[H M.]X8'K0L+X]@JNS[:5J4SM.NAFI@:FG#TCN*TT? M:U"_71FAU^UJ6YC8OQ+9^[@JBL^KBH$^:HYZ^D:74?PW_>2WXH'S[Z35#FJTU4@;/Q]W[TNPT%:: M"P0+,_]OM"=!% S MX&.[VRNW9T'+\?)YO^NI M8_Z-;Q.G%B#O-<1D:6V0-^8&K\9>UU0,[UW:/>E,HZ,&/V&\.>VB[N9'%52^ M!CMGRYO5]^]FUWR;>W;WGR?;IG>W]\BT&:I'KN?9>&]YY"R;H9 [S;$9K*6> M%S1>Y9J:PB,?S06MYK[HSSE#DC F**#8J"@1(_0F80)2$?%4Q8R%L9.*TH5V MIC87[\S4"T%SVW#1&.IX2^("JG;+-P]8#3P=[F$J39SM+HM[N'!EB8*OBP,7 M6ADW_[_;U9,T_BN/]TS D<^&<+[(5Z/\MGP^=UDGX@2)# J 8);JX%YQ0"D6 M(,F4I$F(,LHRITR;ZVU.C2'^*E?/:_KZ+>=TH>?RLA"G^S4J&[#MR,(SA$/' MT96UP<[&)4\- M"_$HZ_\CN<36&O#WRN*!$O;Z0S>H]F&W!1-0-;2"R$ZOT.Y5?=5T=DG49K.X M%AK;_&SM&C<9. EE(2(1 B&7F68_F0 B.0:,HRQ)%,;437_;ONFI\5W+\EDE M(]TH$VY^MLZ$;#)U;NT4.P(<\CRCWD=UP!\R;"8]WPR%(\KH"<"O(X MOZ&GN&I=B?O]:JU#Q[K6_:/Z!S5SYJ:8IRF!/%08A%&( 0P3#G":04 Q1"C* M>):(M$<2PY5F)YJ&L*M,KQ>3P1^UK<%:5B?/FU7 6Z7&"KG,]6/+U<:U5/:U M/K&C,1\0C\-=![#N;34';8VU'H56[6#Q);)ZI;5Q!5;M7#\15[7\6#\">I\O M\XTL57:/*C86[=(&[WZ8"$_^7TG73W^LYDS*C.%0 1)G"L!,( )# M@4*<.JTK>UDQM4A+?_M2-Z;I![X=_PP.Z<"L5-E?ZS\?UX"=!<9N;FB_[!W4Z(E&@6>24?5W0MXQ&?5:Y]L1]OW[ M\L^6C+I+0=4#/:CB(W%P#5"1E?AH"R$QL\G7W;AX(WHSC8R,D-U M.7I*+9U/]^.$UIL>EJ(\X_RV6NC/%]7&Y6X//DN(1#!2((F@ #!E C!&"6!1 MF$8H#B/'^BBV#4]ML=ZNVF&VZHN6Y?_Z+SB.LO^LT\S=F,.Z(^RX9 AX!V:7 M8V3K0Y A3CY.!1O:?YNBQ0M_O+ M/FGF;])D\L[#-!$R%@*D48P )$@!BC5Y089#DA*H&'=2K')I?&J,U=@N F-R M55VR*C'JQE!.'6#'4D/!.C!3-6:7:N$[3(._26K,K?)5*J,]O06/E07:( M=[:YCH8G;NEH:%0FN>[P,6]8?*+/I6$3/WTHBJT4^U/;E7J[SU P6TSS&&,> M4R4 3Z .:](X HQS!<(0QXK'6&3$2D_.H[$^$':\X.J$5?>-5;M7C7@%UN$K.&!QDNA8 MDF4HC1,50Z=M.F^636WVV*_;S/BJS2VGBK;]M4ZP8VJSO^ZT"UWOTDD#SS&> M^L<];<;S9-6YZCV\X3U)^O#=P6T+VTZH4NUS+XP2D.6*ACMJQ7MSK M_^F0/8T!53P%1!!(22Q%2.$-*=D7&YYH.L[G5DB3[]/T:&ESO\3KR]C;\:@? M*$=.OMZL@MK:DVS' =*OKT+C.0'[WDX\\#Y>DL71N,RP2ED(4A"DX>=( R8Y!)@P4@<*TA5%KG)T?/FFS1;!Y6A9;!!:U-[IX&X](H=2PV/]<#4=9!&4KDP*_^^^T7MAHG\ M6GWQ<*TO;LDTZ0&E_TP4%R/NE:G2 ZB.3)8^;_/$E)_D9I=4(1$*62@2D"A3 MGB,V-WZ3%($LE7%,:9CJ<.TF/FPU-C76^[6=]U:%7_]Q(]VUH>U):CT!NP=U MF>3!(;)4;# 9BH/:3=V7:Y+H]9 M30AN"J0VA7M854HMX*O"=#O?+:O6A!?O4@32VPWWU9KD\'Z(R_F&$4G9OLV20!) M0BQED@J)B9LRT+EFIC;\*RNK<+>Q4P>[VE)GN9^SJ-H-^MNQ&GC8]X&IAUY/ M%PK>M'G.-C*R#D^7HZ>:.YU/^Q1-M"C77NF8%7_7O"2%T?^I]0:>5N9'C]M- ML=$3J3F(>GY>EZID#%.$8)2P7C3CO_MQ@SM1FSJ:)> M9YTV#@2U!^;F@:FHJ8.N#3 [ T'+^=YBH.Y=:+N&&*=C!E]I[-P(]GZ8^>I, M#_T,C"]UDMPPVLD^8/4O*^INRKV$1GN#UB$]VO^=;@0L9#Y_V(I6= ZV; MP6Z$8NB##UL4K*FEP]\S3%%(_F_/J^__KC]5D83^RYX;SKUKE*'>X40S M<1^([Y8;/;;?YPNY?JL'^/-J_7,><16%D$J ,-'!38PA(%&8 H82/2A5+%%F M=4QYX?U3&Y"5B4%I8] 8:3\JSR%X?63>B,O H],-$JNQ?HN7?\C\^9M9-IECMF?95*(K%UI%:^ED$M7YG%$D!(5ZM9*0&$"E M!S2-S0XAQTPD/(VSS*EJG%/K4QONC?& 5M8'16EVL"T:5>^7UZT.?Y=R4RH^ M!J]Z#)3/S )F' I^R9?UA_[BMEYQZS6[!;F7[X498 M:;Z_]4.]U!^ABR?ZHTX$?5-E&$8OLQ-PHIT[]TK/[; MUWG&$ ]CJ5GAZ=W7VP?OJ8\=BY7ZX6IXUO_8C\S6JT89 M?*>F-^/KS&\\I#T^+,67JD;.VU6Q:0YUFBB@T2PNWBWR,B=0BKG N@^-/+T> MAQ+ D"! HD@ B53"81+#Q$Z5QH\Y4QNZA[F!)FUR%BQWL?)KXT @=Q[6.X>G.EI/IAJ6E*FU7)T3RN2P4LMI#_ M6R[$&\K_>;A F^,8RIA&"F 5F:.8*#:J, D(&4N)@@@C:G6T[=.HJ7%R+3*L MOVE%+LJJ[ZME\$V;'C!MN_L&D=<.[&;D>W7+P+S<>!2T7)HU8M"-5[4TEJG? MT3@V"XQK@?%M=K(%=8?.>4:]4Q'-5UOC2:9Y1N= M4\WWN_L7[OJP-).\&0@M0;>W=+W^:2;]%[.L>E1/WV1EGDF+6RW-I<608,&S M* 440CVU*OT'SA0%*(XSE-*0H]#I,L@-MDQM1OWD7CCUEIZP6[6,A._ 4V-9 M 6OOQJPM!:G_4;L25+X8OJR)=N>+WYI6-P+JL6)57TM&KT=U(V3GJDW=^LJ> M]^(7Y7=$BO-)P_6^[CPUTN4X3@ F60*@Q S0&)DZ# E1&95AC)WJO=HU.S5* M+#5$ 2MO$O#VC0-9V>MXC]X.>CMB] _HP!QX]E;&/D5]UASX>+QV[P21KVOX M=HV.>RW?"8B3:_ING^YYBKQZ>V. 7$[(%4>28 ].%M>7)LA\$ MASY5/@+OP$Z/I\G7P?!UDMS1TKBGR-==/CE!MOB(>^YL7<#AY[L?_)N923[I MK\,\SCA*3'%Z%(::+S1' )IE&*20,@5%)KE])ONY!J9&$HV-06-D8*RT3Y\] M"V(W$?B 9NAXPPT5IPS:+M=[I=">?>%H.;1=[K23:#N?N\]U_58RVU'2V[L? MYUS.89RDE.GUC%2, 1A*#B@6"2!QQB3/:)S 9/XJU_E*?-W0]<8N MDAC)>I=1=>S#< .L]B%8M9-$_VAR2IO47ED[$KP:3P(FG_/ETFQVF)/STM;R MK$:L%@NZ;F7Z.L8T8WV/H@QE$4XHR$(C\L"AGEMHBD"8(I@RG,$X:[Y'[Y;B M3_XM:CR8V'=(ZECNS_GML8NN)_A]&'%OX%9EAX.<]9,4]P:!H(1@.A(.CGTV M$<$&6ZO_5/(,CEWA6XS!M?D>>2KEW<4/2[5:OU3&V4G^=GYV0FQ2FABT;+01 M^75 R2%!P =:(YWX]T+-[>#^&AJ=)_$7/SS>T?HU^P_.RJ\^W%?7N*Q&(=[G M)I_\8_Y=BN/*%$>T\5LAU7;Q,5=Z%409#CD6($Z3$$!(),"AHD!!E@F()8N8 M4_6(6XR9VB[*/XZCSFUI:K#0MKKJ)=_019:G/R,!/S13UVX$E1^@=.2T&LZ9 M.*YR)_C8U3D]=)IO1]6;FO,-IHRL^7P[:*?*T![>V2,P>KLK-OMX7"BR+DF= M2B*QS"+ L>*:06-H].,1H/I_(6;6YJ'/E5;C:+:C7FIQ;O=< M M0E*O, Y^)M78&CR>5H2]7@^\#X0.\:I7*$<*7+LA]12Z6@/3&<->?\MXP:RU M1P=1K?VG>E9C7-(()2)5()4* LA2"JAD&E]$A8ACDF3<*1?I M3!M3(]J=B55E=,>JBF1Q#,M MC%L6\;*+)X40.Q[M-\8_ZBA"CR%-(/JM^8',:)GU.$7;0P62RMHQ(W6K@*NQU'^ 1S M8,)HX5@9>Z3L7-KKCS=LD?%$(E>;&Y51;)T_IA?KS_7,+S"D54T0OY870C^7 MIX8EC54_?K]:?Y7K[SF7Q5PIBD.D(PVN6 1@%#& "<^ Y"FG-.(0NZET.;4^ M-18J[_"8^D'E4N_E1ZM0KEJ>F0V$]]-EG MB6E]DZZR/*A,/PIP2MP;!SR>7/;!S=?YHU/;XYXB]H'EY"RPUTMN4 #)S>WV MLM5Z[1^B+,FP0B#,](H)$KUVPCC!@&2"9UB$2D&K_:K.5J;&7+^5BLIZQ*QW MUM;41F+(9_[W-7TT4]#%?R@\;^5+,*5-*P(2!!:4-E>E=AJK@]^-W4%IN&,].@OP;3>[ M?$(Z^-[7S6CVV >S!);,%X'33S/J3/=>U=8671V6VWH_JJF#& M4Q9!#C""B5[&ZA6LIB.IPS\=E21I%M+$B7RZ&IL:[;1+W^QT2JY=+76'V')- MZ@FXH9>@+=G5U+BK20NG3Q:/-I_IQQY_E4NCXZJ)Z4&\ MY,O<9*9M\N^R'B=UW)V$,(XQ4X QC@%,LA 0H2* PQ"R5'(BF%.%+:M6I\8G MM='EA$L/S'9C$SO([6C%.Y #\TL;PT.+=RK/_A=#3B!Y(AR[-D=E'B<8CBG( M[<-]]ZV^R^56OM>6-R6O_I%OOKW=%IO5BUR_^\$7V_(XH"BD_C_Q1'_,"8RA MDC(!3')AU$D2@#D,08R3))&9$"&!;KM:SC9,C:>>5AL]PM:5(ZZ[+NX]8+LG M,RBN@^_8E-8'9E#MBO0%?V@'@L8#HUI2^Q T3ACU>I][.KTA]+;CXV[!R/M! MO2$ZW2WJ_RJO!Y254-Z%;*OZ'K;1ZX@CBE-(,% JU4PH2 1H!%.@(J)$&D8X MCAWWFV\S:'H;TZWTP).AML9,X7S4$3C+ U/7M_8MPO@/N5C\G^7JC^5728O54HK2E/5< M11ROP'%#.<=+;QZYL.,5!T]+/%[[0+\H MK1$^?KMZ8:9.@.:@MVWE^:03>2R'.]=LTH372TQA4& MD# )2)PJ@ 43:12F"8\3E\6K1]NF1C\74]#,3M)WDT5C?B,KL=PZMX/JS[SH MP:8C.OTM6TI>WF4N5VVL$37G>ZC[DY5MNE:%?JYA# MR[,3Y?FB"2+-%Z'QSU]4. #HGD)$GY:-&B\. .EQ\#A$$_W53%?+,IA]2U_S M#5U4$>P76I@D"<(,$)9! *')TTOU])"F82IB%>,$ M.AW9.ELP->I_VZ+[F4GD*\TNV@<07\70U-2['6#A]0BA& M7X*C(D5%G07HF)Y]#F*[N>=&X(8^NCK&[*D79C?6:WH:8$OA7 MWK*_TU+7$ M[WJTKQA!44CY4=)"%I]7BYS_W"?Y0I0@F>IP-,LH!S"F!#!!N(8PY&&D!R8,RHK9PV$OU>6#I-6;8&(-]V!RRV-+#EPU>53M8'K'^G'(^]IOJ[N M]2Y?MYOBH_PN%TF]]H(18YR0&&0R(0!B$0$6,P9HFB4A02)%B9/L9D=;4^.1 MTK9__9<(A?^9N)%$%Z!V).$)IH%)PEBYN^A?&FH(0YL:) .L9BTP\40372V- M2A,6+A_3A,U'^N:8_'VUV.H9=/WS?;[0 W">$,JS),V 0HH8S1$"2(@B(!&) MX@RQ*+:[K'6QA:E10IT@L;,RJ,QTS20YQO'ZSL#-Z S,!*[ ],@7N>#\#7DB MQV\<.3_D@D.G>2&7'NQY@6JU$G_DB\6'EU=-%>7%SE51S)F$@D8) @A&%$"$ M,, PSH! :1P3B1.,G2;Z\\U,;4 W5@;YSDS'G>L+<-I-\[>#-/"X;@S4\_O. MQ,#8Z/&R4R<&OFXWG6]DW.M,G8Z>W%_J?KJW0G2==VHDC\NJZ;]NI48+U=$I M2W6$GRH!.(DU"S") %4I!PS&8<9$J&)IM6U@V^#4^,!8%CA4D[<&MIL/AH!K M\#.!=G9[J:!=VAMH@X,2QMZ"T-U(.DM">T-T5%'H#F2]ZD);H6.A#-W]GK&U MH:V\.J,.;?>Y&U3.MGQ37@YX6(HO5+H_+X)L<:!S>7& M;&UUL#?;ZT%C;[!\:DY9M3N^#I4+'&>UJ9Q>T//8,R_X8E5LU])[LJ-L5)3;)BOR=/HS2-!.<@*P.:D*> )GJ!0T-,,ZYX"I53 ?8;[9E:O//N MY76Q^BFE.1_1AAI9 Z/[X[@&NK63+ ]9QX-^Z /9<[4@6^4B?Q_DF,43?KZ. M;F^T9MQC7C_0G1P)>WKMK3I<[;9-HT;9]:3.X_[[63PLRF];>9OQ?,W(TO0W MI8;8D?J48B+A+!- ,!4#&&=ZA9DA"5"H4)PD$<21TS[37;R8&HVW,SS*I%C M3@O2-GHU[&=5>#9XTG;TU14;\RMC-SU,_HMPWTG%7%$JRDK$QHN19-+NT!/> M]=?&].%.PFYWZ*;+BG'W,*;';FIS :MF5;T$>MQ\D^M/J^6JR3_2,?7JI1&< MFB_7"":)AQ2-1\*9_-S%\J(EGLL+H:8457I**K M$U.&HZZ=V&6I:FX\F 5+:5F8H5]O6.S'#@+N.'/!L7IH"6QI?= V/_BEIU?.MZN;U]_#[: >[]D$/7 ??P; MXABF2'"0QA+JF2,6@-(L 1'&B>))$E/EM&2R;7AJJYQ?FQIZC;J=&5.?Y;JL M4VYNTSZR1?Y<#FSGX@V676&[,^\?X,$WYJ\*!@ZT+>4*UCC2@'>*R5W!.%XPV\O3@TBVWQMZ'B/(9_/5^R)?5VL3(CMF,5SZ M^(0(IS8QV-DX2(;"-2!\;6Q>:F;(X4H=R,JUM,X@!29R1B\Y[QX@\'KPZB#I?/]5IWKO/O90V/_37Z M\JWO?L@USPLI&@TH+O5#XK%2S:.EBN8\Q3P5&@G-WP(!&#$.*&((8(E$B#&+ M:615$>AV4Z;&\:7A@6PLGP7+KLHJG@W;Y3=C)VE3M!HS):.31:SSBM=D?JH=%6OX/VE.MJV .X5U;' MM[0PYFK9 Q)'JVY]/Q@1Z=?R$.1+7OSS M_5K*YF#+R)W,.8Q%DC ,0L[,1,@30'D"33Y>$G/"!<-.:H6#6SRU^=+8")0V M,LB;0]ZULX[,\/ULN?TRI=X;>A^GE2%WD!G9SKUF/X.SF73&YUFP5[P(6G[/ M N-Y8%S?%V[MU!9RWQT:JY]\;3,-;N^X^U5CP7^R\35:P^ZB(+_6<5=ALB+6 MKRO#@N+-SR]F\UEJ6%M5G65"8)Q& +%( LY7Z(54+W42^U9&4RQQ=KRM M8N+^X;ZE"XK-HS+""<7#4GR5Z^\YE\77U4+LSJ0RQ)F() ,H-,$O1 2PA'(0 MQE 'Q3&AD&&W6@77FIP:"Y6W %:J7[E5"X3MPDZ_N W,-0UDI;EETEEC<& L M'N0TT!X@;Y4#KC8X;ZSG^M@TZ<?%WNIR MT!0MN__U7W <9?]9U[]RE&"]!K\=!?D$=6 "^GB$Y+MNU-P%6"VA\*7">JVY M<:58+9T_T6.U_5R/HZYF?W%1W< Q$B3G]4EJ39R4,(%C*0!%.J*!*$P PQD% MB$9A%&>",H:L#[<<&Y]:@/.U.;/:)2ELOM6*1*["3J[=8'%L-2"X8^R>%3N] M%HUKB>E%M:(>\D^N>#L<1@V(^TC'3X[X>SIGZHE;Y\F2ZSO'.TOJZ>W!Z5'? M=]PJXM#D?#[1'P]%(3=F5FK-44=WZDV]5B)2!IB0J0Y1$0,X%B%(21I!E6:$ M(*?2(3WMF-SDT1)2V&4[:T^"RI4R^FHYTU<]P:VO+$]RAN^!H6<8-_!'TC#H MA:9W%0(W*^ZD(] +JLM* /U>UX]'F]PUW8"62;8/WLH M4PIGS1,L(R%Y"@@)0P!%@LQ1!P)(0()0EC#$G*JA^C)L:DQ[F*E9)YKE567D M,_6O92-45A71?M5F?--^!J_ZI6XL[*VG[6CY'OTW,$\W+LUV!51+W:'2I=GY MT_.V#LV['WRQ%>8:Q>-K+4Q4I]7XHV_?J'OB>8)T0 E<4$P!0F N,@6)1*&4:14ELE3YL MT]C4J+IMJQGIPE2.VY6PYL9D-PKN1-J.5GWA-S!5'D-7%=UKH'O;"9TSZ=E@ MXHG(.IL:E9QLG#XF'*O/]#P;6BV?34E*T]%&7^_A1U[,(\)HF.$,8(DY@!%* M ,LR!"(A(%-*I4G(G8KQG6ED:J1Q6)QS5HH-!K\;2QVK1^]E.!P:^SG/.-3'N&4Z'DR?G-EW/]CBK>=ANOH7UAG3$4@@I#(&D M.E2 4<0 A3$#*>=2D"B2(;87NVB]>&J#NS3-86._C9'%(4E/SX>>RXU5?8XU MVMX['%GT1&&DXXCNKX#;(<,93SL/$-K/CW* MS[*2OOPU7VR-N'Z38T4YQ"G&(8B1R2]A.JA@*9& 8*)DI"+MF5,6VY7VIL8^ MO\KEJKQ(H[KK4V M:@ABZ?IQ-&+[L7Y$\FFU_*TY+$\2%&:"-FQP8]<1AXY&NK]'\'J,)[QEU/P[G]YE&'[AF7 MCH?IN4?Z#V]@\AJKXYS)SRO0GFC3CTVC$JY7&(^IVN_+>U8M M.\Y<^.O:% 6.$D0D(@K$T,1A*F6 QC %.$I@G,0T#=WN!9QOQHF&1[L-()J$ MG@W]$=#26L0*EC;7H8&M?6EOL-J608"^A'-^\#P M3F?E\D'ZT8Z>1NR=@7GL_W7WK3URX]JUW_,K" 3(G0,TC ! O3XD1B9 M<1NV)P?!?"CPZ:Z*+RS%W27PSS[-1L8[MG54ES= M\[]OYVOY\[:>+Z6F__J]W#RH5[1^;/\B9AE/4BXJ8B222CUMJS"LD)2P*I)* M%**22<%WE9L\(CL];'!ZPI\5;AHCB+-U >BQ ZPU'U!C=#UOI7&6TB9/<^U- M\Y>UJY!@T&"Y$6YT[$>*O.SPWJQ :Q[86WX'WC=8&^N[O\<,J@P +5;@I$_7 MXP9'!H!R$@ 9TD9@D*/XGVV]Z7H38MYLDG^@<_%N^8I^G>NU6I._NIM!F9)\ MN_PE$S7Q:M41K:MS;+&4D+A2J8R;2"F*(,DJ0H3 !$6B&E*%$X@"4' M,WBBE-KX GCGC'F>)5TO?@#]ZILOOVAF?;0QU6;JU,AOU^TV6#\Q[N'O$#=J M?MD!'RF49&^5I?*=E\"X:?(?6D?OVES__7K&\OO!0#>A8WN'P4';$4-+AQZ4 M6'&I@]DY;E#KT'"?1,0.WF'8ZVJG8O=N^76[J7^1W^0B:X]G&#6U+'U.+H)'9WK/#0DV"]PV+,S_P[L@;<>@(\= M\-J)]E!H6. #:MD-,P!C%[2+.!!A5>W\870J;>?1[/CU[?Q]/EOD+J 9?ZWC M5UO=U7+S=EYSNOAOO2!_LQ2OK9P^R1-%;;ATJ"]_\;MBJ\[?E6O+5E^7\_UEV^5DNI9HW\L7V<.J#U&OC5OBO MTU*_YWR]E6*&A: LH]R4"-1\D&8Y)"@O(,T2E;.4TJ+T*J_1PY:IT49K%OC: MF6SW,/=%-/;*9ML#IVW $&O=]EOK]AE'M[7P2*,S,%<=>F&G0IT?=P>G]N## MT;#MZERT[L1;2T? --):NX\EHZ[%(T#V?*T>H\G %'IS\"6/9W*["=YO2Z') M?K75/8HWW[G^ZOV3^6V6IUDEDY1"7,H"XH0SR I<0%E6C*&4905FW8K>C7F# M[ A8T@^^5UC78/[TU29]=63KF8(?-")N##H>< ';4]M[MB:%J0@<@B9&RD% C$PU3ABX$T=9[R- M1 B'+8_ZF)]QZ?G#>^XK@8>4\^5\HQ_\;]+,A/2(F1/19L?IE_E2OMO(IWI6 M49*S$IET?5-Y1E8$LI)SB!(N*2N$4MA+<->ETZD]Q(W-T!H-]E9W^JZ_&\.! MM=SS"7<: \@VY#"X<7^$>WE@NK\BZ#*XBDMD1K_4RQ146R[Q]JVO MAU'U\U> ?EQV&LFFC-D?\\5BEDM6YB3/8)5R/7^D5$""$P)Y)4G!>(6E]%)\ M<.ET:B1^,+^A;8KL4GKN93F![487L2$SWNSNC+I.O-)3X8 M12(6IRY'91D?$)Y3CM>U@;G*YVM,FRK2G]=TR1_EYS]6;8BH0EA0+#AD,M/3 M1YJ7D*G2U#C(\E2@2F2(>.4EN_<]-3;JMF,VC9U@M?2LINJ#NQLC#83FP,1T MLV) :SO0Q@\0NQL 6JP\8(^>IU#N_AHDCH7KKS81E;[V-]#//_9?:>\O:X?] MIWV*]8QNOA+IC*&\H*70U)8II-=K)(.L$B64A*8D$XH@-P7?(8R;*@%^M>9% MX;ZP0>M%CH,/Q8CL>>C8(84"]N-\71;CV5WS/] -YX?KPQF+7WOA/BP!AYDV M!8;N!:HCA??K8[BT96L+>V[N1]F($ M*(B1T+PO::I7VXHPS?H%+OWJNPQL\-3>!;;^,;3.V-SESIOXN<>]AMGM33&E MP1OX[7'_X=TKAYI=[Y;M)JT1^C!U4L"!3^.F&<< ?L1LXU[F3B[I. ;X(;G' M4?KM7QGR/Z3X(G?U@N[Y9O[-EJ*<)8)F!2DJ*!-3^(/KGQBGI1&_R O$5\1MTV%F%5$%DXF$K&1&L P)2%.9 M0"I)H7\112H+'YW9TRZ\N&YEPM0BMTG\'2C4KZ(30P<1P8=P=:\R(& M'E]T/594\6D'XX8,7W3P)![X\C='WMK<*2WTPMB4-Z6PHD1!C@LI>9I@ZE>A<"S#IS8',J9" MI6T]2&O3UMZ!I\;>D39)?8=_X W4 0=U^INK>R$:<.#^'3 (/ /I7NH[U5 M?KUQJXRW 1LX;B^].>MK]I]CXS9P,*)MZH;V/T 28*>7^7HK3=+WYS]6LTP4 MG&19 15+S)2WU+-=@AG$:8ED43",$Z]4&,_^I_8>T@]3'C''[PS@CO/BX6 < M>M+LD->W60$FK63C72/PH%T8*:/O,G9CY/*=Z7TZ67R7H?'*W[O23&#EK\VC M7'_:+L7ZQYEUIM C0,NJ@BHK!,1,%K#*"@8535 N%49$>04>7.UM:G1EC?6L MKW4533=VBH;1P%QD[02-H6#8U;P3)+$J5UWM:]R*5"YNGU2: MY#G",*=(0DR57JCG)85Y7@F5*ZP4RV9-0,ZG#5UOW,CB0F\^C\#S/H=[&FQY M'D!M,K510[XH%@.H+?ZB1TE_]&6^-*'[W0<_-*5'$9.953E/B5 "RDQBB E* M(6,JA:(H.:U$6115U8[(FZ6C]$2T\>AZG-9HR*6(/PYNE!\!V8')_J(8S^ * M.Y'I_5(O4U#&N43IM[X>J1S@>[F9R5RE,DD*F"),321]"BNN$%2\THRA%["2 M)+V* >I.IGE,S ]/N0"X6JS^H?@@& M+!!X@,M0Y0%-%R];'/# R9NE 0^_&\8%'V6]66_Y9KO6LQ$3276_%/HSN?ZF MEYZ=5 $62"*9*HCR"D&R<\#^=>TLFMQSM'HMD"*.P4NMG_1ZDVZ =0(T M7H"=&_:+'Z-(,\W4_-;XT M!IIU3%/"[NE)KVUJXU!35'2UW-9 3[TWBR;8PJC$6&68VE,:QG.,W-AR..0' M9DEK.&@L!(WI;>)?FPUBM)^;OYIAZ#R(&)02A%RLT!*_SL<-$ D"YB3,(ZR5 M4 $;(PIMBJN;..=7J^5FOMSJ/MN3U=6R?E;=6=9=?><9$9P)@2A,2V0*W:L< M,LV.D$B&D@1GA$GFIVL3;,O4B+&SRU?@)GPPW$AO)(@'9L!6V?XGX\=?FIR* MO2M@[\MI_7K#C3?')D IIS>JT01TPBT965>G-V2GZ]]H M(^>X-'Z)\1AZU=P_'>1@- <1VHF)>,Q$CBAVC9^I$1/.LZD843L(X_17J_77 ME3F&L%7<)=^N;2!CJSR8%Y06-*$P)P6#N) $,J(GH#PC25Z5!2O="EPZ]38U M[MT9"X2V%M0[<_VX]SK""4(RR26#*A42XCPEL"(EUS_QQ.P(EZA2LV]RS5:C M8WS8ZY\<9;>W5C3D!GX3[2$SAH*]I0,(9#IA$NE=<;VO4?G?R>WGG.YVD1]/ MU^O-[-7V:;N@YL2J.;IJB/]!W8N53<7;B^BTMSO.&&)2"IC+@D(L\@I6J*2: M8U+$$UP6*4E=:#ND\ZFQ^-X^-T() OPZOPP-X]!TLS.]/3._:V>OYM"NL_\. M[#V(2$-]H+O&2KK= T;2O^W9**C+4RHDA.2\BB,7QJE'E9R**Q=VI"%NWP>VQ-3&Q0I[]S MX2]D<>-6F:"0Q?&X_6F$+%JS_Y<)61P/QOA"%L_Z'T#(XE=JHGHW/SY3MI"? MY??-SQKAO\TJKB1+N8*L4@3B!$O(,,)08ISRO"RJ3*EH8A;G;9C:^^@3?Y1B MN[!!8JW%9K&K?WLFT."K^!8P/&XOF8%!'_A]X2)_T3D!?K=N .,'L(Y$W'SH M >,82A@7+)B.&L9UB+P4,6XT%;@RF']9SM6I$CG- MO02!!K)S:CR[-_ X=:'>NP^X]5\O#*XD>\^-]&^' OC:PN"Y:ACHUG!<)+S\ M@ ^])C@8TU>[,;VYV4H\$U,*4& M(^5,ATY(G"&S6O)__K+Z]G_U]0V/Z1_V]'6]U5'(Q\FQCCKSZ(_\KW M_8AA];<-G7U>_;&LY5)\VJRE-!)GM>[E?O/IZ^IOLHN42E)!*IQ"Q%@"<97J M)66U M_AG\]$__6&59\J\MCO:W]%__);LR7>Y#.,"/!1QU,"NC\Y>Z+5 M<+2YR! O2E*46O)U;684#O;TJ:-BW\O\(Z(^K%=BRS!O,Z[ M,> 9F&@#D/&*2+KF?H^HH[/-CA99=,VIP^BAJ]_KK9%X(*;[7F[N6;U94[Z9 M(8(I)PF'O-1S+(ST UX1(Y.-,I(6>:E79DY;+\X]3NUA?WVHFWA0X^I?@H43 M+R#MMAB+BM_ ;' DJ7BDH&UT%7_O+(ZX0'-&)[ZPXH7^7DIE\;K[5R07;UP8 MF.RRH'7]H*P^1KOWD*188EY@R'&NUVV9DGJ^P$K(2"FP5"Q!PJOV\VD74V,2 M:Z$YL&ED8,+V=U#"]*34<9S3\NQ^5Q4+!>V$,> NN/7UO.:+5;W5M^]N7B]E2M-$Y3 M M,P4QP0A6197"A&9%EN89Q;G71.=:9U-CMH/H]0-K7:;^_CB[\5@L] ;FK'#@ MO G)!9%(Y'.UJU&)QL7IYZ3B=$WHZ7<3 ?_FNXFIE[,2J0IE.8)Y3@N;D@ZK M4FKBH%DJ%16<(C1;RB]THQG-Y^S[J!NG^YTT]_M)9T-.A]J$%MF8Z7O8?0PE M01D5,DDU_190I5XG$">>*=5".A>+( +13F?Z(>E&L"'HC!4D MT,+RYL9]%1 7<-;G:.$ QZV/' 5PUK73P__S7PNCP\]K_G)/FA_UT;WDW/-G]^+W O=Z]2IKOGE+N4U?L>>:%4L1 M0BJ#,F.9?GRQ?@<3D4.4JZ),JQP5J9?<\&D74WN &PM!9Z+7\? 5(!VW>GO! M,_16KQ\R_CN]%YV/M=-[VL&X.[T7'3S9Z;W\S8!8O%>V2H#=-CX4-/_MZVKY M:K7\IA\J$].4);G($HHA05(_ZIA12'B:0"PYRKBH1(ZQ4Y=3>_3?;PV) MFL.,IF("F#>*_EMM-> [LST"R]R0O\X-P^ Y-%H3J18=UI&B]&/#ZA>EY(74U4L^MI?&"];P\.XK7\[LR<$Y&ZT?SWYN_;^?? MZ$+?6K4M<#;G&RG,'YKJ9@+VJ%9-C?X_2G.[Z#=N<^1DRNMHP^_LOT#N[;^S07+KG7O-%_Z8;Q[G M2UND63=3KQ9S83:, *,+JP9>/TIIBFJM[%>: M"U_G3UQQ*TU]6:-JP41]UU M#M1B]4<-*%M]DYYA2W%N',=IZ]BWP]!O+SONYE_PYG#<]SZ YBMM.$\:3^7O4QGM4SCWL\%DWYS]M=Y]0F?!2)17,;/P2UVT'"IQCCF%B!A=LD(*6#&N8%D(A9'DDN5.FL)QS)D: MC;;>F-GRSE+P57_E#LC6H^._T>OQ7$.,H!N[CC D#?8P9.YL@ G!G4@UBM!I&Q8;:-S]VZU*5%(KD1$!<*0PQ MEPHRF2%8(+/?A,M29%[G4L?-3XTJ&^N"@^^>8>=&:N&(#$Q2[F!X$\YYGR,1 MR+/&1R6$\XX]?\ O?&MD"?/&BG=+;87=2J\?-H]R_?F1+A\:\=G_TA-"*=YU MY;5R)#45R )FK#3G5@)#BB6'19(4+,MXRJLJ(.)N+/L#@M#&".5KC 2B*77= M%5(++B8^ULW@QFV3&ML_C:!Y2[P'W@/K/MAH_\%#IV_>WCGS@0JVC3AL+ZUG M[FOVGT///' PHNF9A_8?*HOXF7Y_)W0_5K+1=-"$&D@E7FIY9+G$&PZ>2B;>NB"TBF2]J>_K>L7G9D[WU_GF\;! MK*._KFJZN.>;^3>;S?^PMGN@6[ZQL['ZPVHQYS_V OLBEV62LEPS"=]0_BF38UZCDRUIXD-#.85_I-\<6_?F*T$70\9G^1<1GZ M3,V4 *8/S2CQ/H/ -[U\S'Q\[=@<8]\'O[_T$J*\1'/UH-R&B&C5PP M,C:@I]4EH_<01O;WW^A\8Z-'4O]P5:[I]6ZXT1\3:6[S;L M*)%5QO3\4)680RPR"0DI)%2![3GKQFDT(,_!-+]?USL^(X+O[05L6\^7 M1J9?:),]PO=[C,]UKAT1]3%8=N_%'3CP8U=#V+H"#GP!K3/@]6@#XI%D,<[ MC)1Y,>0 ^65D](?U:II&C^;'R]WHC\%10D>$YL+6!Q]T\^NFDX^2&YFWW6;3 MOK+T:UGS]=SN4<\(2XC"10XQRE*(B9*0$I9#000GN> IIEY+ E\#IO:B>FZT MYU:.-_YN<_\A41WX1?3 M\VM].MW3SV)H=ST/=W_;/H"X4(8DK K)6^3?UZLZPNZ9#QZ1 MJXV<[>I%"HU<<_I2C9&KUX0FJ7^3RZU\J^VT*4.4;\PI_2N]YM1=K7=GK4F5 M%!G"1HTJK32I"*))A3-(&.,J(:5>"WH5,W+L=VHSB=9LW_QR-XS=6&0 Y ;? MRK(6 _,P@,[F)LRHLWJ0,VE/I*(EB[OU.G)>N!<4IRG@?I>'<=%[[8O1[3A( M7>PFVWI)HC O*UA6IHP]3Q1DC&&HES$I30JN%/'*Y+[L+. M2LI2/7>!)2[S-T M;K/ZL09DZ#=CP%B WZT[PT3/Q, U5A9\'U/&S6R/ -I)MGJ,-E] 0;H)"NK* M:W;%-?7OBZVPQTG<5F,T+C2.F;+S7&":0IZ9ZM $(5CQE$&:5DABO>BAJIIM MW,]]QC7?B]U'.$(RY=:[&F!&4N.\(O4Y0>H1U:+];Q*WM\)TAW[@]T@L_>E= M0/K9^K@[+$ '1O-^:N"8B&!U\#!.0=G:W_@_CP1V\,!$U'?5+^HL., $?W;/3O*[]CU9=X7%>4;:N'4^-Y'9*QXWAS1(II!"T,_)N M=#8$G@/S6 B4@;K][KA$5?1WZ/8%M/[=P3A?!<#C^C!2>CM?SC?RE_DW,Z_; MZ%O&Q!OG/7 MR-P93^(Q6S\D(_% 9>A[EBTR ]/L%[WM(OC]O<62I]PL.G4J\7_IBH.B!;E/,%U8C;"]^^5Z/ M;E.E=,8QS93*],)*5!1B(C/(].^0R33/"4\E]\MFO-7AU![S0WN/-&6-R8%5 M=&^"[C9UB0GEP)30$T5_105':&+I*]SJ;ERU!4?G3[077*\+7$71^=I&<__\ MXU=)Z^W:EKYYNY9_W\HE_V'W%E"59BI-*XA,'![&*H=$-P8%9TJFG!$L"J\E MT^T^IT8X!W:"G:%!.SHN@#LNDN+".##9!"'HO]QQQR36VL:AQW$7,NX0G*Q: M/"X-E6NH]5J'FY"LU_*;7*R^FA[:95 C SDK*5%(:G[A"&5Z29I*C.O-=W$_)L:Q39U M2IEC/5/6HY[I#JX[T $&6L2 A0P8S( !K!5 LNR3"'."(($YP(J/?=0(F4*ETX5(4(ZG]KD8"?R)EH#/51&?'&__I(< M&LW!EV*-=-[;(^F\OQY*Y]WM/W\]/-H>"BX#HCZ27DMD]/V$60+ANRK#XMOF M>*(K@=X>2:R$MA$]?NKG'[_2_UFM7YE"'DU<)RTPI86$>6;J9Q!.3#H^@4)5 M6!!"TP1Y50ORZ'MJKX:KD3VUF8U;^X%U(.R$P&-@'$\*AH%[X'='5*1C!DY= MPFSX:*F3GJ<2(G4)$H^XJ(M-]$W3N3FGKR]-ZFV*Q(PIEA&L,)1I(B&66$)2 M*@9S(1!B%%6YWWE$-,NF1HV'V<(NVVOUU?VU-D/%=PLLVK [;EZ]Q& .O>UT M,H[7MZ#JJWM0-\>Q1WI1),RC)Q[UM>N%4I(BP7DY62E6!V&OA)_;LL.Z;S9? MVJY-,0*XDA1M0H=HL,(E4F)96XS!/DP_H^ MG4^-V.^_?%G;3'9;Q7EGLA\S>Z'O1KY#83HPOW9F@P.[[3I\;SDX,#T><8;@ M%8D;O;H>E?Y"0'G.<$%M!*KQ&:_,1H!I]^.\_MLKW>A\8WZ:%1(KE!E-#&JE M\U0)*2L8I 4I*!%YKG_PX:PK?4V-HHY,K6UVN;;24\/N"K1NA!0)L('YY\A* MBY-F'VMH^\L8X3$.4,528+O2T[AR:;==/M$V<[@DC$=^61FZ6F[F>N:UY'.I M9U[OZ6:[MIH^W<=-.&J6DRQ%I8 \%=0L@ 5D4B"8%:G*BBP3A5_*I'O74V,9 M8SDXL!$T=@=M\WD,@!OY# /KP%P4B*@WW?B#$XE]/#H>E8S\ 7G.30$M!!QC MGQ>3?[V5&NF\K85,1:*XY!0FC!=Z\E,6D-&,0X3RC&193O5_SD?7#AU.C9:, M9=[5,%R =3B;C@S7\%.?L\4H@#886!@#BG:[(.EQ[AP9T9'.FB,@ZW>^[ '3 MU3-EEW;&.T?V\.KH[-CG.O_L\E?SS8_[M:2O5D+.,,DQIXF"BBJ]RLRK"I(\ M%5#?(IR6#"%2.2>5'S8\-58UM@%C'##6N6>0'X%UG4'[0# T4[IY[Y4E?L[5 MH.3PHX9&RPD_9_YA*OC9OX>MSOY=+N6:+NZ7XEX\S9?SVBX!O\FNUB'*"$D3 MDD-9L@IB+O4SF*02%OI7E)(B9])KI^=&?U-[-%MS;8(//3+8;PUV"V:WA5=$ M\ 9^J ]Q.[8U?G5)1U0B+;-N]3;JVLK1]><+*M?+ D4E&O69KEBS*/(JQ:6" MM$0VJ;N 55:4D(H\05B1JA1>FSK'S4^-,!KK/ 4AC@%SXX)P& 9^]-NHJ2'2 M-L[['$O%X;CQ<34;SCIVHM!P_EL!>QT>QT@' L?OEGQK/CK6W:L;X3U-)IWR MWG_(A?B9FGH2"=>+ DPAI32'.)$,,EHA6$I$J:BH8HH[;Y>,8_/4^*1-JSHZ M#@>/VEC M+4>>PD>/R[I-O39(_TZW]!%*Q-NPEGG9J:V MI NXK26H6\,!-V5>_)CB',IN'!&*W#CLT%D'U&H-.OOBD<(5YR/1P;D>1B6" M*RX^IX!K7PW,U]1+>)L"]* ^;5;\;X^KA;ZX;I8I^U.+#.<)4Q@67)80DUQ MDG(.\R2IDCSCLDA+KUQ,EUZG-F_8&6T3] [,_C_=_D*P@)C3(+BQ171H!^:/ M**CZYS+ZH!0K3]&ISW%S$'U@.,DO]+HXX%SF@UR;*'SZQ82V+E;U?/GE$UW( M#^LYE^^6;[YS6=KRM_'Z^'VW-]VPJ,,!'V-9,9[;Z9Y.]MZ]XFQ-!DY13B)!4$.,L M@:20"":9%%QD>5H47OML-_J;VJOGP-PNV,TW(.@&P&[SXHBP#?R>.$3,F#IL M0J@C+K'"BF[T-FZCV#3NCFA,&$_V4*,V'EJ/QTJ.?I3FA%>_1_3$5=^,3U2C\\ 6\R]VT;.? MS6F*5"20(<%@Q2I1JAQ37GBI(GGV/S7BWMD-ONX-!ZN=Y7?F M\]9VW]H]?@/C1L,#PCTPX;:6WX$]Y ?&@X<#R#_85K1\U!7^;"RE^_O%;;11)W\Z7ND/=^SW?S+]9@MV= M>F!&*R&4@EF1Z>5SF3/(L)0PKTB6R3(GG# ?ZO,W86KL9\P':K'ZHYT&JV_XL?[06,BQOS#8OVP.2GC0<6[,Y\([CYD_$ S)=_ 3LGP-Z+00ZKPD&, M1(0!!HS*A>$ /:?#'BV%,>(;NC:T6VN*M0JWDA*E%68)%&;/$/,JAY2@ M"BJ"***"BC+QRA>\T=_4N,X\@E:K2$_H&JU;/V*[!:\;BT4$;6#*ZBPUL[$& MKW%DY1P1BL1'MWH;E7P<77_.-*Z7!U.1/>KN7N]:Y4@3%)2[W$S/6*LTH5I#FBL,K3'#&.%?6;=O4U:'+$M%I" MXXB>";2>V&VG"'.QWD/GQFEC#LC I&?G:,876U#/CLJ[HU$Y.U/;NS3(I"T6 MOK'4./N:,ZYD9R3P3G0]8[4;L_;M3%5)05/!(:'*:$(D1MFI*F&.,2W+0A9E MFC'N\_NV1RV*W=2YM/V?VG1P5[V7MM5[O]CJO<(4;U"F>N\W6[UW MI<"J\;?Y@K[@I_D2B-5B0=?-(KE8AN M4# !N@T.KI6B)U >NM\XOG3YYT#K)_#B&GQHHI5O[FE&X-Z(*77WH/Y*C7V; MA_5'T]W#=E-O]%I1+P!FG!6*\$1"H8H28F645I.DA"A1$HN*)OK/7GL?-SJ< MVLOL_=;HUIJ7U1^-R358[:VU;RS[EJH]7U,W@7??HL0.R$^EL+?=(7.PS2M?):$SL!Z8J&]&^ M=^/N,"M1_](-ROUN4-H\^IT[FMKD6*/BD5,ZTNB,E%@Z\"CYY9=&@/9JDFF? M]L?+-(V PE&Z:8SV G-.+R8F&)OV60V[+9-=<$!9%#+!-(4E$OI=)G.JWVHY MABPM](N,890@IRHRO2V9VHKD3;V9/QF)*9<]U,B#XC:/'@7J,=Y=U[.Q[@X& M0/\\KSE=@/^6=-WE>PVC"-,;W5@9LL%VC)L[VQ>NDZS:W@T&K0H:H=XV"Z+= MFC8*J/5,I4QA3CFLJ@Q#G&,!*Y9*F&64E'G*>)([[0+?ZFAJ1-@=1!DITD;5 M3;3&@W5CO=?4\3+ 3A/V*+ -3FHM/KMLJ0Y#:VDDN+QFTE%@&VVF' :?[Q3X M)B8WIKB7KQ]S"GO3BV=3U-O?[Z<:^GEUS_7T=BT_K%=?]?SWQP<]N)O[I54Z M_VJ^,BN19'FF232M!(*8:4XEDE%(A&0%DTDETK(3$_WLH4G@;('337\L-/IY M#*;5#3W26MH3HJ^M\39@57:6AVF,.HR)VY0S,L0C*Y)N5J U&W1V:VXQEM]9 ME-_<1#E8KM0=L,@JI@X=OXBXJ3L@ES1//5H(3AS:O/#SF3["(F]T;Z) M]K?!=N.HR! .3$Y'Z!W8VT7O1BS7' !0M,3YVSV.G"SO#,%I@KS[I6&\\W:^ MG&_D+_-O)M-THV\6LX785K=[6JTWK1IYV^5[^7WS^0^Y^"9_72TWC_6LDKE4 M:44@S1,*L2P)K$BJ_Q&RDK*0%2:%#R7U,V=J;*7O3>S'3#V'PXVTQ@-Y8#YK M'('6$[!W!5A?[BRK<1NK>N#57;.=][",&*0:!]!(_-?3F%&I,0YPSUDS4JN! MN13\48KM0CZHYTFV/]-ZS@V3SQ=;L\@S^XW[9/"R9)SR%$.1)IF>W.EU*C-2 M]Z7,1"%)*DDEO7(BPNR8&H5V;IA5JC6\F;LTIH-=AOZ'L S]T,%RX]D1AF!@ M@CU$_UQV_^F(_&Y]&2;/OR>>L6+Z ZT8-S:_'U0G,?8]FPM<$]M86/5;W9#W M ]O0^=)P^IOO_-%$][]=K1^^VLJ'RR^_2*K)J(W<^C'+RD3E*LTA*40)<9E@ M2"NL5\T($8D1YXSZK97#;9D:I>[,! MC)U@;U^!*V2I#M"D9+ENOA#V#:;YW M$-#IN=SN,8Z.R_!Q1F?HY7DW$-J/9@X+.D],"E;GBQV2_2!:=W;!HS\B+MW[ M@QIK2=_#DG&7^OTA.]D"B-!D8*J2C2FJ]4RYK;'R7M^[;[7_U2<9Y Q(CB3>5'BRBM+Z7)?4Z//O:F[HD%WP)@;6-7U&LQN[!<)O('9 MK0=N_JE(MQ&)E85TI:=Q$Y!NNWR2>^1P21_JL.&(MJ#L\>HI+3@EM, P)YQ" M+#*LE[I$P526(J$)(CC'_N1QH;>IT?-_( M96WZ_&5>;V:54%F%4P+3HBP@SDH&B:0$"H(X8QBI$GME,CKV.S5FV9L-=G:# MQG#P^]YT\&:Y?;+SQ97O5,5U0-RX9P"8!V:AJ C[!PG[X14K)-BQUW$#@/V@ M. GW];P\,GUIC).D\(HS<&KK3_*D&)-A4@P0;."%TM#/QU&?TW@ZSL'@_&R< MO?C2DW$XIK_HG_[M'[I/]#]&+^+Y&GRW\51OAH0B!)"DHD M1$9\RI18I4UD225)U?_SY5^3<1Z 6A+P,R(UQ5^SW!,E>& *J-)*=0^=3>?_ M^-?R(?@5_(+,S5?=E__^Z]?U^MN__O;;'W_\\:^_OC^-7^',D^E\M?;S6%ZP MFO[KJOOF^T7TZT[F#]+URYV_4;XBE[]&RK<(XT2P/_U8I5__XU]^^64CCN5B M!I\@_U+^_?W3NQNO7/QC[?\4%V>_E1_^]FJ!4$ RNS];__P&__[K:GKV;0:7 MW_NZA/SOOY8_(D6?E&U>]G]O_O"WZW=^6\(*8=+Q^!Z_S_\6,,\ MP8:?RZ?/%O'&+\V*-!=7?SGS 6;==R<)II/NJ2_":KWT<3W)C(F48R">9B!2 M&DVCLW4UV"[DKI+<3_@KBG[XLOO^&#T8E<%X^*;+@G1QNO6XC MD^/H?C-?3]=36'WV8083194$#IKXH 212C(2N <2E%16.!MSC+WHOO&ZFW1O M:_/%,OZR6"98HKFX?)]?QEN:O0G5B]_X[9M?XH-(_#J=IJ_3S%?GB_;?)*4H:BI5]-?.K MU4D^72_B/U[\F*XF67F&%C&2;'E 7G!@Z>" M*X:+QBOTN:6&A'NS4,1HGJQ*(D1SGQ_2$R@O'P$4_OR 7;K[\ [-;C&R42DI!0E91R)YBAC<68S:@F7>&LIT%OU=UKWO'@<@=9R3 MBE(=&1N7V8+/^+L3YX.+V43":,08/N?" 1-$Y&P9T$"3Y[W0L/VVD9W3"II; M5!!C(^I_,9^?^]DG^+988D0GLI':"U+2*1C1*4F\H)0H$1AW01D'K H,MM\Z MLCD8!@Y'B[416'R$Y721WLS3:_32)RIRH95AQ'0>N3E?1S_X/^.4E#]HEJH4K>1_JT5V.Z \E MIPB <"I:#9[W\R3N>O-!^)#/!!]5Q-N(\?B\]//5M,CEP@ R=+31G=)$24=1 M*)D31P%E9#-3R2;#I:KC7NR\^2"(J&<"D2KB;2(B>3N=P8?S+IHR$13'&(P8 MC\9/>O2;+.1$. BFE$-TLUPA#KE^XT&0T,\$$KW$V004/L&7:3E/F*\_^#/< M$ '#\,BC-HE6.&^[GXB# M0&.?%6CJ";T)#+U(";6RNOBG"(E-*'-:<>9)\$5 .7#BN4GH?TN,U*U(SJ0* MR-GSZH/PXIX57OH*N F4?/8_WB64X#1/-V4?%SNIBCE'5Q+&PC$B8Q;$*_PR M^*P9IRPK5B-!>L?K#\N1T6<%EQJ2;@(R%X!_A9^>+#\O_IA/4K A1Z&(%TB] M= Y%1$,B2C,=.'BADZ]G5JY??!A,GDLNM89T6P)(MX6>+#\N%]^G\XBAO*4I M)6H)(AJ!'HPD08(ER4,.(0J:?0V3LO_MAT'EN>19J\FY);Q\7*S6?O;_3;]U M_I;*TGF# LG1.D1]ML0#?DG15Q>>69:TK8>6&^\^#"O/)?5:2<9CYU\+#TOP M'=V,&8A).,(2MT0"E\3'Y-$73TDJH#R)^^J'#LBY;KWM,#0\FT3KL7(<6?^E M*GGV\>MB?IGJ4=98R[(AF7K<%;6@)/"(4M"&AZA=RJ)?*+/[QL-P\%RRJ;WD M.3(63B&>+U$@C(?/T_4,)E%R%E(.1&<,O:3QE%@DFT"B*:A(C>Z98-]]XV%8 M>"YIU%[R'!D+GY>^W @Y_7D6%K.)@HS>C0Q$,5N2-#X06V+PJ#1X4."3IKV M<.-UAZ'@N61.CY=D(^;@S8_XU<^_0)?R]1A5K=:G9>C(H;1$7A+ MK!) )*49>=":&,:X,29Q)OOYD/>^_C"D/*]\: U)-P&9ORUFYZB-97>RN%Q- M9/:&90?$\83 %U$3;P&(0:G0$!TUO$;6?.>UAQ6&/:\<:!_)-@&-BSJ53>5! MV2U1(^>K"?6.N1@=H5"*H@7U)#B5BUT!+_O??AA> MGE=,Z';1:2TEG@&I7S6WF^0FFL5A.E*?4L.**D9^4X""EGW!*JF%"@ MC+%5]IH;+ST,%,\E!]I7JDV XLT9++_@SOCGY>*/]==7B[-O?OYS@E%[5++< M%M4^H:^M2E^**$F6-DF@4GHC*X!C[\L/ \ES29#6DO+(8'D7\_+%>9KB;[Q8 MKV&U4,6Z2$P[?I=B+K]SL.0\5QR MJCUEV@0B/IZ'V32^G2W\>B(R:.841ETA )%6.^)-1+&( "@+$8RI4<*Q]9$XJ?$.H/< M))N\S\D+6@,?]]%P&&">5V:UFLQ'1M"+,YBGGVQNM2%[@>6&Z\[[#KEPV[DFWD_N3U)="W^)W5)#*5 M-%6)B-)L1&H9B?-)$Y:2S (8*-7/3X42 MF$?X##_6+_&7_S'Q*25;NERAB51$.N&(DZ6AD4D6MU-C8\\BD8-).0Q&SR7! M.HP&JL'JWWZ[)67D^1_'M*7MTCY;LKM)ZV$=:F\]HW>SVONIZMFWMKQJLON& MJZZH2O+2^-00#^7$33*!T8BEQ B:N0HILMVK0+<%L4?FR1=5\C$D33' MT5.6&&$3F5PF-GM/:!#,LVABZ'F)=NMEX[1\JJ>H&Y''D3(<._3 MO'_W^L7G-Z]?OGC_XL.K-Z=_>?/F\^DQV_G=#^O?A/XP.GMN\+=:%)_DM].Y MG\N=*P!Y=->,%(;@AU)AXQ()$;< +KFA+D>6PWTN=*^VW_?05:W/ M^:97)DO,6LDIX2[A;I<\$)WGK5+J#2-P/.5?E^#<3YW![C"HQZGER4=YW'^6?H"E^#0T?W!G_,>)N M #=[FC5#A$I1XEBU)3DCI/7/W>R3_W)WQ'Z7>ASOC/T;6+:#E M=M-VEVU@H"2)W?UM7J80B6@)C9'3P"AUX;[ZC'_2SOB/TNO#G?$?(^2V8'+9 MLIT;%G@ 3[2-AF TIHF/@I$ % 0X#9X-")-6^^)7@LDQ0FX )E=6]CK;JX3, M.@A!?*9=GV9/K.".:,D2Z)2HO+?Y8"]GY8J*<6$RA)=RG( ;@,B+U0K6JRO_ M/E!TZ04&^3KJ,D?"*N*T%B1'F="USSE#J R/FQ0TXI8$V XV+6S97 M3"03F7=H3#/80*0%2AQEBK!LM)=:<"WO&Z-P/$)V"!D7*'TTNQ M^=77%_-4_GGSW^?3[WY63@9?K%_YY?+G=/[E;WYV#A-NI962.>*5-R5[ "1X MGXB+$9@7D656.U(^B+ 6L-0+ +N>2W5M- "QTZ^+Y?HS+,_>S;_#:MT=/4^L M-Y[&X A8C]99.4F<0;\]:@A))*-RNJ]LZ"AW9@\=XSHT]0'46]8-X.5%C*6S M[^H31, E@*[>!UA?WAG-RC(K0R)"=.-*DB!!*D4RTR4!09,UM:.E^^@9Y]1H M./Q4DWT#.'KEOTW7?C;]'TBO%O-.-J\6J_460YYJBN%D(-[H1&3HID-G3GA* M/'O*C&&UC="#1(TS.&3(+:VF%AJ U<L%GXD4"XD2 X)BE0=2>K?IXP%2_!SK@[G:T=(^'Q@*-7R6[L_@&R_7/ MCS-?1KBE$B!\*PX>FM()RL0J30UQ64$9"\M)@*2)@&RD2SHH8ZH;G+OI:<&M MKA+C5Q-Z [;E!#GQI5W/>_ K^#3]\G5]DG]'PUG$-=$9X:Z0#^J])Y)S#"^Y MRR1D993,($.H;6ON):@%S[H*A.J)O0$,W>W-?5C,XX5AQ5A3)A\]810BK@OF MB4W%NNJ@N6 08[ROS45=M_J:KA8\ZRJ(JJZ$!H#U#E4Q_S+%@',C*&3FS8\X M.R^7:/^\6*0_IK/9!)CD7IO2JB$RW/L5(RXP2S!:L!"RSHS?UQ/C&& =0E<+ M?G458%570@/ NJ);@C')"D5$<*%86DY3J2K7IT2(]XUW/,KEV4?(."/^ MAG!U>HNY :QLZ)_X1*FR,A/G2Y=U43K!%!D$=P($J^W$;-X\SNR^P@HKC/>ZDJ2OBQD*?55BO_7/*]%HY-X'EHG1C!,9J2QM M^"-!AQ[ACC(+4-MZ'$I;(V4Z[ZO48@RBD ;LS!9?NSFNF%S$Y26(#J$,RDV. MV$@IT5DH+[RTM/KAZ-W4C'O&/HSV[X98'U4T *K+\[N/_F7&*)EW+K(;SDVZ2,NZT-!)X:8F\ /6_.OLT6 M/P$^P:RTD]C'D. @D@J$BU*IGW09.1$<2=1(B-QQ_*HRCAXD:MPD\T"(JJN* M!K#U:C'_#LMUR4N]AG!5-\"B=%) (+2;&R]*AE/Z3"A8G:5CC-[;(^*XBQ/[ M*!DWL3P0BBH(O0WH=*+X^W3]]=7Y:KTXNS:V/Z]J!*(PT1E&K"D;->[.))0* M)P-9\>!IH*SVX>DA=(V;5AX.5G45T@#(]EA8E$EF$!7NWCR@[Z?*?&B-P0DX M;:7B(JO:#O>1N]M@:>>! -13V UDF'8LZU:FE$7-@K61!!5E:18+!%>!(CSF M&+,QEO/[>JY6V-$>F91^"F=[N+"_CB(:,$ W2PRNS.D60UP"A&0M8;0P!*Q< MTP9)6$@\944=R-H9I0>):L;Y'@YA=173 -+NW;ZWV/+91Z.,)%G%:#R*M&6=]4+M674D-8&\W4[)MKS'ND$ 9QK()5U'.E(24 M%$E>L52\#_!W4].,WSZ@7:NCB@9 M<7$Q'$DV1E/% J"2&Y+M12&'3D8 M2P7^+ZG:MQRW7M^,M_XDYRR/$G833OO9V71SGZY&:.!TT?LDL;N8F,U8[LWD/.>-6DSS1!E='&0W8GWLDE-!@II0]B@&@/(BI:ZQJ)]]]-/T M;GYQ%V$"0L4'4MW(609N[B$KS!?3;]#&4=Q!N\7JW+OX"1_]C\FT3'AK.>$XV=$,EMN MV/ER4)",$MSSF ;H]O 8$L=-)PV%M@'5U */\':3^>0WOCE' .'U1:[KR%/ MXW0]H3:AM$"0Q,L)%8V:>"X=*=/'4:I6I^K5WP]3-6YB:2"L559& _"Z+:B) M*'%G*;AAJER!\#F3H(4G/,D@M3 MQYT<69&XQR=CB>/ B-"4126SDNFI+QH06A!@#MI0^8L MT\'F"SS=] T=%(LL&&)E+I>"52S#C1U164$6RF9EJG?R>V[3-QZ#A >F;SQ& MW$TX0W?-"^!4RR1S_2-1ZGWX>D;CY%U M"VBY/1B"I>A8Q%#1^*"0 \71/4M DJ;H QIA9*[>A*;]Z1N/TNO#TS<>(^2V M8'(Y&$(;I76PJ>S,&'N:S(G'G9HP#5*Q0"F-U3M;MS]]HQ),CA%R S#9\L C=8.Y\N^;G+Y1Q4LY3L -0.3%;+;X YU] M>+M8OEZN$Q!#;B MU!R)AMW#B\%4TP#N;I8:?/3+DV4GOM0=)G^$Y>E7E/G$0J;&:2 NT\*53R1 M9,1:9J@"!UG5'A9T&&6-F+ Z2!M &)\_76Q+ T')SQZ[1ESA$?+ M2RL7B3L >@HA:O8^BL<_[!X14+^$W"J5WJ]4Y'T!%";Q0^)^?KU=K/2T?*20C"&C"6 M*%4Z43I',?H4EJ1@9*OP$T;57>W;E5.^85+8,$ M/90\?0J".!0-?;!?554U59#6\BZM6,'P<%H%@D-LMQ- M-YY80S-R9IG% )I35[])R9WDC'LW9#@D]1)[BPBZV+!33D'3A#95*?3WF/+$ M 7(5 ,VKBDXR&"8[>9R+--C]CZ&1D48<$>DIL@&U1E= M/\.T6 50T/CYUC!5P/10'5!IY_QXU_??/A\>O+VY..;3R\^ MO\.?]JT)NN.I5>N!#J&\4BW0IB#Z"F);98VX0"AN/SG+TCO9FV)-*+&EVD,; M*[2H?7_O#E(J5_S0@+Z^<1A&0@(B0T8SR3D0)B#AYNIMJ-YXK:6*GQKZ?J#( MYS$2'G$C6BW794)2.H]K=.1A^7T:H:M&H)'J9#PG2"BZ7\ZXTLI+D&B1,Z6I M\/2@ P]\P18Z\*MK9-SU[D;.,H[0XZ*B4-L 15GH=57$Z_=1J8 MIU?392R7/_"KB]H!$W22D%$N3)<^N!100FA5F?:)^:"D2+6KOAZB:70,]57[ M[N934P<-8.HSQ*_SQ6SQY>>%D"[9P.W9E-ZE/FI9^M-XXFV4Q&EEM,+_!U?[ MZ.H.4L8Y!AT.034DW@!P]H2)0H"-(AG"E>3E[AE#XEWI=YNC5":Y%&NW9&R\ M\.<8GZ:2@!N R"?X#O-S>(M2VM=F[2H84,'1[)TF(#RNIJ M"5K*T@3"L1R8 MY*EVYNY TAIQD(]$P*W;H_75T3[*KH;RE1%+^+]4+F%G&7FTIO33I;YT''$$ MURDG6>N$KJ0SWM1.-QQ!YKCH&P0NCX-D;]TU ,\R;?0DEV& VW[$Z6*6KB3( MM! AZ41,L(K(TN D6!2HY.A)6)NB'. D]2&J&ME'ZYB^RDIH&E:3D++-KJR( MZ-'I*+V8?2E?D9$!LRI2D>N?9MQ%SHH3?U^_%NO;ZY$L8_=.5:L#;1:N&K'_>;' M-YCC]GNU8FR0*2<#)/D";9L-<3F7*2<8]7(/!GQM^W(G,K'JW=2,Z[+/ R0*LF^ 13]&>8HH!ER\B*=3>?3(ISU]#MP2%X_I3@^V%0^FH 03>DMDDZ<"!*DMPP1BTRTRBK) !&H0#YX33 M:K#Y19=$C'NY8Q@<]9-T2R'==5O2B:0(9RLU&:R0B,8\PZ M%%BNR6CN+E"5,.Y(,3> E'=S-%!H-B]W91LXXR(J0C7#@,$X12S5B5BOA7+ MC*P^]7.'A.;N]?1!2!_Q/AX=;H...7PIMX<^UYTQ]6$Q7]S$^R53/$5#62K3 M1-# RN %;J&J##>R5'FAHA.U6W'>3U%S%WIZ&9EZPF_ B?FSG\Y7Q5#"ZF3^ MYD?AYWRZ^KII%5CF34ZR#"%SR4@("9>(%HEXB)FP*!EC@MF0:W=I>)"HYN[Y M]$I55U7!B)@J]QQV+2SZ^@\LF*@L^O=>$24IBLXK3H+B'/?KP$5I%Q!W*P)N MW]LXZLW-7?8Y!D3#R[SWME?1-[KTZB[+%J;S<^3MPNW#$/(EY,7RHO?_9_\# M5KBPQ#IM'-NMZ;V)\.""Q8N5_!+F4(XXD\S<<\&)TK+TKL,=PG$4 MM%)">HR)1="UV]3>07,XSN6QJ\=*OIG$B+%?"1TM8N7J\ MN5,ARD5!QIE3/D%DM0<:[27D,* \EY*4_K)NP)+L,O%Z.CM')V^">V;BP@&A MKANHG!2Q"CQA*D9.D_>:UBY-N8.4PT#S7"I3:LB[ =C\':9?OB+=+[ZCR_8% M/IR7BS>2 M-1].-^T"[V(9W>Z+D2UR1WTDV0LTQY*6GM)9$UW\.A=!:5[[1LPC23P,?,\E M(3^D?IY3WY)7)W_]^.G-7]Y\.'WWMS?O3TZKMB^Y_?#!NI@\P$?]P48;W[L; ML'YK_./5X;-'3*+[[8EGJK31H8G8G!-1,>BH!#I=NG9KZT>26#?"LXY)U!,%@40S5-_8U!??_716 MKM*^72Q/_0Q.(9XO-X/FTG^=K]9%OE>C57G"'8#E2((2&KU1%%Y(Z))*EFE@ M'%2J/GB@%NV-W+9Z JB.HNW&48[LH@,RW_39CS\_+_U\A7+>M)CHOMJTF-@C M!>JXB;84-$E?,L>*$JN914<8=2,B![0!3XCYXSEIY-[/R"O@B9#0^'JXYBD) MAY*4)"HH;9,E0YXL\J2!RI 5@'1/B.Y6!IFW@=6CM-1 MGD/.U>L&.TUSQC. M!?_T_-:'O/TP<+MQ_BI'Z\?<\@Z^@]YP:M$3B)T4\H-Z\9 M!0R!K)4^9$ L#A=EWTU8Y<:B'HD E3W:V]*3UWE.@G.IGY56O)#N M2EI<#N(V3IHRH3F9;I/'A>*9#*13= M &JNO,;M.?*=QY@A."-C)EDJB@+*F7@.D23A\3&2.0B#A?.[Q#1R&%DQ&NLE M[@9PLTW_Q6+B07N;&$87&&L0:;0IDY*!.,ND5C+07+W4]385C<1@_=2[ZU3W MDW4+:.G"@HZ/%Q=V,FB93:"4).<4D8EIXE-I26Z3=0*B#-5+(VY3,7(OT)YZ MW1M['2WDMF#R\H*#Z)6+D682!2N]2E4IJ\U0:FN3UL$I_/9P,'G90I@U'$R. M$?+(LXE>;9SWTI\K9XCKC["<+M))?I$6FPDHQ=@"]899Q]#I*H%BS(E8:AC) M%(K@0O3Z()_W@3%%A]#22!')\9[+($)O'$07JTSJ1"4%2G1$24GK+$$N'!$V M: Y:9")E44*Y:YTB)*V52 MW#JME+ ^RH/:TO2U5CMTM0NX8S#Q&&O61T%->%'S[_@PY.3":7CY\_?Y]+_/ MX35<#PHK:Y:!5+STFN-AM#_0R [ M4AEC]TC:YN/V2:*RS@1F%7%!8# +,1#G1$8)&;3/7/M;C2'O:(AT[VL:@\NQ MFEP,(M:V %(^7T_10I=F8!?<2*&RS"P38Q,Z!4R8TKA0$2^DBO@TFJTY B1[ M7C5R4F!XH/05;P.[U)Y+N48Y!HQRDETH0RVC(=YJ2R*2KFT6,K0R$G+X,NJ* MYQG'";@!B+R;QR7X%8)\\^^[^>WJS4^+V>SM8OF'7Z:)@Z@T%YXP!R61'R() M$AEU)NJZZH!"-[N)1&R8;[TK8@ZE7F6I MN]_V;2K&/8!Y4B#UTT!;2'JW6IU#>MU-2-DD:#?KY$5$SE9=D>AJX@.ZIQ$\ M2;J$KL9E#'DR(RH(2!*YHZ9V#<'!Q(V;P7QRW%775PL[XW[&_N9GYW"3+P4* M;"P#ISE&4 PY#)$RPA,3C()/XK"#POXXO$7;N)%F S#LIZVQ$UX'KZW3\_!? M$->?%V_/U^=+^!NLNN[FW5^B=#-,2W=$8$'2+".)K(P'4H!.!3",]R$%@YQ# M\#N%$7=DQ^K2->XHE:< Z=C*;->:;KCO?GC2G8:LWOR 99RND$,GK+>QE&?; MTHX? B,V>4H"BQFTYP%$_5S=8ZD<=XA+ Q:VE@;;Q6BWA^QG$#B5G+MRBSN@ M/*..Q'ED50?++ 5GDZE=]/QH(L>="M, 0BOIKUV ;I;@F[-OL\5/V'#Z\7P9 MOZ*X/\X\^CR!9Q432\1[$TM;9$]4I++]/(W)GC*-1=5?KRTP]Z1EQ02GB M0!5W'73.3PK?6Q2./"6G&:SV4UV[P.SVD]O,)>XE32P28TOCK,P".NI1$&\3 M2)-%@OA$N-Q/X,@S>1J 907%-9UN_0!_=#]:O<(OI^M2.U5F[BVGX;RH>5+N M5!J(GM"DH1124N*% 1*M$5[K,N+JL/K4/E2,/.6GC5QJ34TU"LENL3W$IR@U MY3$Y@NP63X6;TKPD$$IU8-J"9J#[(/(0(D:>"30V(*OKZ6@\?H=E6#R%3WE' M%?%UZ_Q)8-0$CWZSTJY<7XY08L) =$Z">L^9D4^4-#V0XI%G"S6PN0^AVI:A MW*W;A]D%QXW+TA/#2B=HL()82P,)+(N(DF#2U&Y/T(O@PX#\SWQ:-8!BFW 1 M/D$".+L<#79YP'&2_P+I2TELS#8SQV]P.Y\NEA\6:V27)X7_8>AH4;[HI!M. MK!":I!B=<,PF%=+AGD(O6@Z#Z+,^KAI#:[W'U5=LL7EYOWKU>7%'Q\>==FVW MKB--!(_&LV"(LLBUY!$EGIDCN&I3")::G$QEPUN#[L/ _4]QO/7D:F["#-]Y MGN>7LY]O?I0ZGO/IZNO97F[!E]N^29.L,\:EN32;A,0)DR$Z$RT N#[QVN&D M'%9^_ZR/M4;060-)UQJK\O0\K."_S_%'6T^;H$/$>7'U%1..2 >:A!@R"5PR MSQT(@-JW1@9CYC#X_U.^=ELE1?+'3%<+-FH(R M!^*]H*0T\<^)1J.3?2R ZY!V&)B?_S'9N#H=']B/\7(ZIS^@(+J9@C!?=7CX M!)M[&7!QH+T)$#Y!7'R9=T_I$HH3FK-@2C$2TMD6=]RPL-Z<8Y9#S<^+CYUJ)T(YZDKW,F6S M)3*649DA<"*R4(RB:IR$RJNA)\F'@?V?XH3O*97; ):1I6O^)HH;924DPFS" MH%0Z2RQ/@ M14JG X=_71N8- @[#V3_% =SQ@F\ -;>[=9G8W44T+.9Q9MY&JHIBD:^N>1 3'>B86(D MCG-!P/&D2SMCPVUM&!W7%(7_4QQ#]51!52 ]P0CO5R].__+V_=TO_*KKV]GBS]65R.9F:341V$(D[JD:J0C+N#.%&02N&$9 M$+M9BGH=(??04\'?*<_\N%Q\GZ+D7O[\'4.6=_,3!*0O1UDOXGKZO2MRN9* M\]*GL@R$8PHM*S,DI*B)]IQ['3U(7;N/SN.I;*2M85\$[?&2AE17 Z[433_0 M&UWH4T0K@WX@+2?Z0"E^X!RC8)^5J%VX\7@'?# 8#:WM>UWPQXB^ =S<2,J4 MC,H\3F=P@Z7/B\=*4\K 6<#-/@@AT)40%J6)2Y4%RQS&*/CSVO'?$'R,VQ[Q MB5$\.A :6 Q=./1R-_LXX1YR$H(38\I-ENP$\5Q[W'FB-"KK%'/MZ:[[*1G7 MK(Z/D'W1:S]UC5H=WQT>O09\<9QNM'A6,H+_TWV.\?B+B)%;^?S-CS@[+^'Y M]B\L\NL+@D_]K-P:.#N;KE9=\S67A,F!!:*#8$2"0CL04R0,J K>V.@2?RA, M&8JX<8UJ,QAN0O<-F-QMKD[RVRGR'I'95XO5>O5BGEY/5UT_Z-6$XQ)VR46B M.,>]S3-*?+;H9DF*/#%MP.K:/L6!M(W;_;892 ^JTN:@>N<"-!K]?6X9L;;, M)L\2 P -93 L..MB#K@+#0K47I9WL&J,QF%:19T-@/22CXU4/_L?4-8<_OL* MOSG%19>DS[C-&^(XE43R,D-26B#1,)F4X='9VHFXAV@:MWUN<\"LJL(&(/D! M)8KBV[Z,_>9'<==A0IE42=!(C(A0*C:Z90:$ I@4[I?#)&K%KX*6R?S=_/O<'DWB,J8=$0_ M08$HS:&[+F7)D9QXT,PA*[IVR+R7D'&[S38)PG[*:@=X79GCA:>PD>>ECR Y M<*6")ADT*V<1@GC&D+VH.!7&4^IKMY*[DYB1^\\$%$LH>X*R0SN02Y=?&:D^21^XE MVQRBGQ(!#3BCM]F]F)NX0F7 ]'LWXL#;$A9:(SNC]:F9!#[8CI.$I;&[@Y)EZK:W9\L]KES?9(^5+ 74KMT_3+ MU_5)1L?J@D\06OXRG&,&H,B37D#+*@5B&[HDI0QTLBTK0 MV@?A?6EN;23GR 9V*&TWB>Z;?LXE:S\GB684'J/$L-*U@#&)46)$[D3FWO!R M^:5VS_F#B6MM0.>8>*VAOR:!V56KH+S^/EU_?76^6B_.8'G-GF2<0:"*.(U[ MB03\X)1@Q'GNT>_1& <-#\][26QM,.>8(*VGRP:@>OAMKDGVSG 1-.X)#+US M(3T)RI1>1B)FISU"K/9IU.'4C9MX>OJ;G4,H[7@X+M9^-B0<-P4)^P69K?=& MJ4A4@DRDH8)8IP-A3H'.("''VL;S\52.F\=_ZOOKM=35@'W\Z']VQ\EEJ-TB MK_] >4]$2$;A^D3J%9IX8XHW@K)SUODRL$E[EBLC;@\93=YEKZ;Y15TU],U: M5L72Y\6+^-_GTR6@]-!DKW^6664>:M(M EY$^BV!!L= MT<9I)V*(+-:^J7XX=4W>/Q\:>965UDX:_1:#+[[[Z:SD8\MB\]N#D;I*5):H MY0GW"RYD::!D!/&4\6]1W'_U MZPN&NA/6#?NX$+O6Q2?Y;OXGDG, P5UQACTN4"U(P,5),!:T"7]H)-3NXE>% M\''/,9\:T$^NZA;](Y(FJK*[ %@.YN,R_/5],YE!LK7=O@(NN+GZ2)BNA^1XU[3$J2 M2.?0,_=4E2%UCCHCLI.USSH?0]^X9YUC^P>U%->0<[#+XCM4Y_Q+F5UP4>#" MT?;;A!(3OHRA5^6R?-22"-P.N'3>)UF[OO-!HL8]IQP;A;U4U [T#A?CQ$3+ M>+D^)4')PB CWL= N(N<:JH"[,YC?\(\Y;B'D$\,QH&4UF[Z_*K7S1Y!:JZS M$,G@:@N,2,HL<4D90H7C5E#PGM=.9CZ>RG$C^J=.G]=25PMNXY9;?&N\*].N M$$P4BZ8,!4C$6Q$P8LM!"*6D#7+ $.:HX;Q/; &K(>&>:*6/6AI#6#>E:H_, M)M2))$ Y(E(L97N:H=3P2V\9#[QO<\#+FDQ- MU\;3()(?'U![?9740L[YQ9#[U:K - /US,$^>HB"!%:36'XO6V##E/C%#FF8S.*,F?*$-X;*SRU.GJH< ZD-(: MR!"^R1GB^B2_^8'.\/P+?$)7XF1>F"W_+[5,W_T,NM8?*,=I7!='9_45U^3- M;VS]YD2)&$'Y1"P-D M]V KI6&8-+!Q]+,8#&+200E2;ER5<@)# F@HAVG*"9[!B]J)L.$W@\%<\S8A M_B@E]AR=BA)8KAO ;(N"X@:=?2_1X!OP M!*A426$ X'WMK?MN:D:> SR$\F_?-Z^AB28PA<]"HWS!QH1Y:U@TDE!3.HE3 MGS%^5):XZ*S,(*FV]8%T@X316[Q6T>PMP!POYB90S V@Y-+:7C6'ORS5G*<]2=DRRF^V M6)TOX=HD6_!)6T9T\I+(E"S!J"41*ID5C!L6>.T+M7UI'KEGP!/L=4^JU090 M?'GUXM7B+"!_18ZO%O/5-'5].Q;SSTL_7UUTB\7X9?WSTK:ORHD9))1+=W16 M>B7:8,"48S IF4 S;RD)-#KB0S+&ZLRUKPWHBN2/NQ,_+>X6;8!@[(%G7=G" MAH7K8JQ%WBVA24H)#:'<2K;%J*A @LZ.1*N=\3)J)7;V_SN*EPY[W[A&=A0@ M#J6-)@#V"1+@KI7^YF?G<%D=UQ=TCO MYIJKE>+N;GJU-8KS?!Q"1;BML&!<*%]T3JLCX3]T1$"LD! MHYZKQ^[O=[ULW(/J)C;W*GIHP$[V.@&ZOC4*WED/GAB)ZTAFFH@#=)^%,TE* M08U+M8]+JA ^;OO5-H_UCE)J(TCN6MC.)R%EXFA>YW;3/Z2!+'#^O'A>F0>&@"TNU_FRJ&K"00DM8^D: M;W6YSES&&DET*&,$;BU$:6L7U1].W?AA?MLP/5*/#2"T7\62#YH&(07!F ^9 M9=00FUT@64NC _-&L-J'H,^X=GY\'#^=MJM5 O_;;[=T]1Z_T?VH^TGYJT^0 M?RG__O[IW8WGERCS3W%QMGGTR7=8?I_"'WZ>7OK5=+7('[>>>I/RU?3LVVS' M<[T=X#_PQ-^NJ=RE_^+!M_!U/,7P8PWS!.G7GA/IEU_\?/H_5^<]B]DT;5;( M/&V__"1?) ?\["KNN@:IU2')1@W%'MZ M/.\:W5$Q44KL(,74^K/.[4($3M7,S=U/2N M++]/LM=KP00'U@E TGS$A:D%\QN=AZBJ9FCTOPBVK.QKLNJ.NIC):+F[+9S'(^Q5_<_L+?A>@2]E2S8 MUO-+F=C%%)SUS^L>]U=X*VEDW LE233'S3FSM4X1ZL P#M+DZC=_#Z=N@"Q? MU[UFL5Q_AN79%B%;F[A2*;,R@I)GBE%&X,0+YDD.(F8!E$:H;&' ?/7T-U;YG7V,:I.-<,R L*%-Z&,ER M0=H2<#DQPW72K/:\CGL)&M?X5,/%KKFIIX2C#TN:4V<9&[?J]U6VEZ?0&CA,S.:>%.F MMVO!27 L$1\8%SQSGFSMV>:/H>^?X03R,3B\KQE,55VV: -?7]#Q";[#_!S0 M9?H(R^X^>.GD&V;3+\1P7E2SGQ4LOIJYT^/O[=/WUU?EJO3B# MY?91DHTH())C<+@S!T6"9Z6&.(N45#GGJ1V/'4A:_\+->U]SO5JL+?GID%$$ MN5Q[$H*X;/"SXBQPJP&J%[H<2MNX5F\(#-TNRQQ 2RW:M/UW2#\<%ZS>_;#^ M&?[#Z*QDIDK*=4^\(, G#Y$3'1%6J'A%'#A;JA9%\@X]^>HE4_LIZ6N$;C[U M&LV.12&"+(?JVB":%24!8R,2F11292%M]9J'.T@9U\14T/^N1:DA\A8-2'=9 M]RB7Y^(O>YN&?114L@.;1U_I/QD-.BA7RO105RR5!&5&V\_1H<4M)4*H/03F M)@5]U_W[,O48;EZTWG+0&;C 2G,+;WTF4H5(D#U&DO8B,Z][@*GL2!M%:R(5OO>['S MOCU;# LN"L,52:([78%(7+F287605F<06M=.=S^*P-[U H>\;*L@&5S,203" M-1=$.FU)"((2W#2UMB))D:J7"CR*PI%O P^&K5N% L/IK56#MIAW72302'3_ M?EW,4)FK31G&L5;MWF=6,6V'4UW)OFT>?7T\K'CBPE!"'4.0";#$.6,(-X&[ M1(/@JOHHG!L4]$Y/WQ);"37W@9Q9;:U-)=@/&D%>&C\&S0D+(1NIE4*.:^>F M#R5N7+O4 Q.W,LR#J*-%F_,&C M)(^<(7HZ?-[*)#VAJENTDUN-O(\QCMM_WMLBWDE+M3+SB^?O<>=S8E0:&T@" M38GDI1^$R(8(+V.IPA,^UT[6WD-.M2[X^[9V;90SV7 B%(?2JQU(@&2(CUE' MBS&-UD_ :B.FIQ8F[FR0WU<#+1J-#[!^OUB5(76=:3S&<.P^HK?QN)>F6M&9 M7\XQ4K]ZR?591LB,"Q9(I Y]\E N?9<;F[@OZ5+&'[2KG6BZBY;>$UUWGKN% M6JV5= J(#65,9X;"'VYU&(8()VQ*D&N7$=Q)S,@160T5R?+Y$_/T\GZZ^P?(4\?CG.Z;CW>;T-R>'45BOCV7IAU]FG(CGBDD6/DSO%A9.*Z]IQQ<'$5>G!=M^+]FVD447J&3BB=;FMY50I M-_:1>/ J94#\B]KS%(^A<^P2GR'PM;?WVI#Z:]&R_1D67Y;^V]=I]+.M:39' MW4VYXU']+Z4<0F,E4W8*7TI\_ F^+99=;^JKTY+DK0HI$:XQ0I;@1.D]+0FU MA@NMM,]0.X5T%RV]4]H[S]V':YF9U((Z=/"I(E)R28+V0)!+AQX^9$=KG[0= M0-;(TPYK8.-60KNR,EHT,H=U,1J^']-3]V4:JS^3,S%0GSGQFELBC=?$IG+* MDDQ@.1@?4VTO:[C^3%T_PI.\\X*?FX];U]"SCT[(2$0,N$8N>FG 890UVY_I,2BYU?BDOE):Z%&[?6EFEQ>G'-BH% D,'4J)(2OQN3"4 MC-6E@CQ#[?M9]]$S;D/O@6!530$-@.DM;N1^]K&;@CY1GH/.V1"=,4*0)E+B M:;0DF4P3Y]0$6;M_\?;[QVVK/1!8CA9P ^#XB$0O-Z1_@CCSJU7G1'0:2?]U MOFFR\AI6<3G]5KXYB0"2,W0QF0FV=*E*Q+/@")7<*"NH=E"[N.2Q-([;\WH@ MD VJJ : ^'L9)/=FM9YB3 VKB:$^0FX (F\72\ HYU4W=P WY#*.%252+H6^F*?NR]GFCNCNCJV] MHJ5Q DE9E'E=5)=1;0J_]%)Q@,1S;9_\:&(/ IY^9L![&M4U@-$'+FCNP MZHKCT5&X6E:[G'%%(5AP)-M2 $NY)HZI0%@TBLOH M4[%\?N&/GXJ-<>A"G[ M3# UL-2;,&DK0 +*I)37N'!FBV_%U7SSHQ3XP88W7"*6>^8]$=(F(F5 9],B M7SF$'!TRS$W]I@ /DC7N<,;!C%===32 L'MZ5NU^?<$@!\\]""!*2%:.5S4) MR@,1D(U.(03\?V6\/9K(P_*M])G!;UA=-0#&%ZEKZ+!"P74ER[>R?RD9C503 M2,4A%0[9,:8<](,1GJFL8^W+U@^0=!C0GEMFOZ8>&H!5QP.NBT6J "YQ3DS3"K00*C*N*!4*JGGB&&[QG66O9&, MUS\ J$7]86!]?N<%HVBW 5Q?W^C8OO-Q\NVBW=O-*UD7.X*F.AN#'B^*N^P( M.9 1A*4L,A4199H[4.((\@\#*G/[;!B:'TU ,FK"P.[2\OZA&&KC @/5;8, MB5M&X($(:I-5V0H;:I=.W47+8>!Z;H<4523? (+VS[Q]:";NQ6H1'H4$W!.E MO",24IG=+$KI@?>E!HMG^30#X@^C]S D/K>3CB?38 -H_:M?_@/6OFM!=SF% MXX(3I[AT@CO"DZ5$.LI(R!B "6&\,RQH63TO12 MO-C%^?H3^#2=_7P-^*:SZ;QP>C4OX9;SJLJT!9Z("@P%*7'1.**BL<$T+6OL9Y*&V'8>RYG7T,HID&$+=OP.F%#Q&#E#Q; M#+9!E2L7FI-@K25&L03!*4!YU2XGOY.:PVI]G]N11B7I-X"C>PYG=E=(DC1Z MM+YHDP4GDCD@(3*TR=)SX"'8P&H?8QQ.W6$X>VXG&@-IIP'<;=K(;KK'[K+B M6>"IB"AK70JXRITQH1Q!,YQ#](('4]N W4/.83? )3N:>BYRYG( M0=*L!3'4EKE\'IDJ@39C3C+&DE+F"9NP'@6TYW9Z,)!VFL!==_*QW+0LFZ[^ M\0IIF*[+9Q-GM7!2&J*,0HGE:$APGA(CI=629:%S[6J3>\@Y#%G/[>B@EOP; M@-)N^YG=E2$9FES#'6&I7$947!#O*!#FE1>!26VJ7Z%Y@*3#(/7^YI?V'T;QN':>-R90]Z:$N&UMT)I$CV@.?9,$HR=5^_F MV[\SQ5@:;=-66VQ:+FN#3(3%,@R<9T$X%^_44?F2X?X.FZ8$/;;@0Q[;?SK-8VFOUD/]ZBUE"..%]=LNV;CNZ^84 M%:7B5GM0Y09J)%Y&0W@,1D@NE8JU-Z3#J:MG+XLF=K2![SW]NECB?K \VU7+ MUO)!P# N&>X,94Z==[A\(#O"@^)26&D@5B\H[TWUV-W:!T'?W7;R293;0'"\ MQ75+2<9-(-E1B3*;+%+3,B+ Y MIM*@0\7:#?/ZT#ONUOY$$'XRA38 WB+'+?%]]]-95R&X6):K[;_/E^!GT_]! MLLI\@,5J6E1]E7'87;>05!)EBHLQ);]0DEI0?!J=1?+945K]X+-V*GLB M:(^E[A9=V'V)LQZNZWV/Z^VR'DQK)5?UZGW738&WLI7 @N,0"(*0$AF])RYK M2:)C-''E>?V:[_OHJ>>.7KUE4Z.#B_#]U(?IK%LL%Y)/)_-/90&5JYQ=+]*= M5<' @Z".$]&U+^)*$ \.B$TL<"O!T%B[K7Y5!L9U4JOA[FZW]*F5W, FO^V3 M+Y<_D:E. (7WR]YPZ4HLJY-<=HEW\W)G>9][KD6F@:=(*-! I)2HAJ@IB9G2 M)+C7*M:>@565@7%]V"= ^%,KN<7-_;+TTM\NO9S#^OA=_J#G]I\[\6CJ*^W[ M]U2L[AGRIAV7( 0C*I8#1282L0XX81H_59XFKVO7XSV*P(J>P70^7X M]=J=A2.B,+*[,T4U$.FY(]9:2I2RSFE%O6&U#\"/('/<77XXE-VS[0^BP88V M]\5]++X]7Q>1GI5)'__3Z?FB?]BN8^,YCV5L8^:EAI,:19S%SSB&FHD!..]J M=^&M2?^X6_O3P_K)==[B5O_2XSX9X?0KP+JT.%G,^P7R]SZO]]9^.+65MO23 MY1<_OP# C2D'"-./6RQT)A))F_K9*7X';LZ)UJ#!\FR),I8A6G4D/DI%:#9& M>!>-CZ:R8:A"^!,4CWA@VAIH[<&]OG-+,VNG_9Z*V.Q:\P9>"9\J6E(%HTY^-*!0A+/E6!> X^R=G!^ M$&'C[LSCX[&^]EJ!Y(?%/#[$E[62,X&BX@K]#(F.-+&\>!Q.6)!),*A^G^90 MVL8]]FD$F+5UV**;B.+M^HMV?7OFTP4RO8;5AS[)H(<>V;]2Z3$T5_(72UYP M3[C"F$VXQB0Q,6&4$#P4]9<.TYDZ+VGVU2=J[*>DPKV_2YF6%^R@/ :7'<^! M@'/H%%#*B*TD^DT*^O?'P*>5 M'M$[L/2\NPF?B :!>%]0Y_*9Y%<2)35KNV_@Y1Q-Y8>^K[="J._J!O8 M2C8=/4Z^0;D0/__2<77IC/^\K#?<8=$P35W2GD"B#JUGH"1H2XE1-C.M7'"Q MMD]V!)GC;CQ5D3:LBEK]6J_-ROK'KCFGCT.OBA%G09<:!)4[I0'!M!.=X-"+* MAP#3FXIQM[P>8+@Q>NS)]-"B.7J#EF7Q$^#FU(+CC="]S^MM>@ZGME;NYBK" MZM!Q->WA$\Q*^57EY:*^*O!&1>O?;%L!Q0=0X" M\ X.@OY@ M_3X;@_X3 :&I9?!AT5T'AG0]OZIC_??Y='W7FC=".P&@B!8B$VDXRMUR1Z@W MD7+IIO^*OG+N"M\?SY?Q*_Y&"6X.6-Z2 M:MSH6"0\>%S>S'-BJ9&$TF.0.R<]!Z&*PQ:A/K85R(M)COO)JO MV:<6X/9#>FM.+.'ZA?C/:CV-+^8EPP_3+[NY'TDC5RHH CIZ(H$Y@N(Q M)$EFLX@L)U-[,%5/DL=NAE4'67?;LN'UV-3N?GV5Z9)U9/?BOME+F$.>[M9G M).-H5.7$BY6)-Y1F8IG3Q&C%J/FL*GJ5EW.5I"[)ZL56L/BUF,_1P2OBVRZDURGF@1 7NRG2R MA)&B#20(H<$'GP,,EZ9Z++7CYJB&!^F@VFLQGOX ZZZUX<6 H.-CZOT/ZAU7 M'T!?K=K$G5E)USVH<',-C@<28VF_'R*JF')%A.=3V?G:]A%.?-&!Q\B@1Q*T:Z,)&!D1J21F5J4@!/#A2:/(G7DDL8: M&+K'S1M,:4UMH2_FZVDJ+*%#>]V;](^W!UXG<=R96+^ MQ<_3ICT"\OBE3Z+[@*?VWJ$?2WFE[?K&:]$&7IS+7!P2;K>']B 53]R2G%5I M7V8D\5130K/%_Y(,QM:^=GHP-NX,.@ZF[[5U]K3>WD-]B[N)+Q\N=G?$Y)L*ZV>@\9F[GG M4F$(I=!9$9(1CS:;_/_L?5ES6T>2[B_*N+4OC[)L]U6$+#DD]>V8)T0M61*F M24 #@+(UO_YF@0!)D01Y !1PBIJ9Z7!+LIHGEZ^R,K-R02^,#X;XYZ>+@@>3 M.>Y=/"HXFVFOQ]OW'SC_O A?OTQ3N'@S*_/%Y6W*]+"IN$_^P./'X0ZGM]%U M^Q$_U_J##_BU3D\D^&VAI@,3"J,FA2,G_4?RN;1+X'.6AMMH/6O^T+J#EF/M MU@?\AK,KK%[G;R2UQ2QO^M=@+@7^1]KX?SS\O= M45F_XBI,+PXR8\-^\-'F[ #ZNYH%6M#+NDH87'2J]K1CA6P!;@MRNF]#N=T< M_S/- GUW=1EQ\;[<3 #8G.SEQ FMK2(/0(LZ54!F.L2>SE;R1GDFA6&NM3NW MDYB?8?+G/@A[L(N]B98ZB"NVC%Q?'&$] V[#2?+6V!P5B"@9*!(7.%OWB&KT MFAB1)K9^YMU-S<\PVK,%X([44X\W[; =Y>_"HIZT;WC$U7O@E\ZTA?UI#D^_ MCYT)'J,S!:SCN@Z+,. \SX#)DB=7?&*B]8/4Z?:Q/[$_^?WB>GWRH]N3UU[L MQ&8CK:2#5!BO1XI.JC.90='9Y*(3.M7:^3B*X&ZWN.^#J07BY6 MDP^5E5=_3Y<3DU CRQRBL+7#04>(K-X07.A87$C6#PK\Z:?>P1S][A9O/WQP M7-R<4<'S8Z7= T3^P.H#3% $CR(Z2"F3AVE=7?X:.4AILLI6%8N#[/00D%Q_ M76Y(5QCX5)F#=8:,J.:)XC(JWFVSI FU7>HO?@0RS&%2'+L'TO1Z+NFIKQ[J7VVM\#6@>HHG-PO76]C7YCK*53+# *%E&%0*)+'+QCCB3IZ,8N+I/LSF'<[M'5+^ .P<0^UNP8 M!760V[Y)P5Y/1;WM/EP?5!XT+T(3"[:V%@J=R2L@_Z#4#JZDM&>Z^0"?IP@: MMY_N_/=I>RUU +E[/&P.J.&8$:6"&$0"19XG."\-"(XA>Q^U=JWK.1XE9.02 MA7:*GK>6>@?0>97SM*HB7/P9IOG-['7X.EV%BXWIC<($)X4#9:P$12$LT.\1 MHE8Q\<28C:TG43Q)4 ]CKH]2^/Q4TN\ 2A_J ](,\[:T?QL,>ZVE1P8\IRH? M@^"UYW6Y6G0Q)?NX5KH $([YMS?61;QR_?'!V;>LCW+=4[FG8.J%!H>I 61,=;V M)0-1V009BU R)>%M\YVD)^!CY**JPV%U/\$VMHX[P/ECLX\_?/SG]JU995O[ M8" 650'E7\^;5ITXJW)Z%.I3AU65M MJKYN_[HNDIA$KH(008/UJ$%9EB#47C_.,?(4B _06(SQTD:96Q<[/*1B M$,[LSXFS(W72 :J>S:GN2JG^'J:+NH(,[ZP?JS*HV=!?I]^F&6>Y[J68%"FS MP<0ITI)UWA(R"+Y$R$EATC[ZK)L/^SLU4X,P[WY.S/>%F)=\A-;_^(#_=44& M9+5=\'T=!/*)8<99;P0XI1@H81,X6S+(Z"S=6@I9:IU,/PDC@XZ*_]^CVS' MRX2,K&$Z.V"Q*% 6/417+"3F!%I&9XU1R+L$_MFC_O M\;)9(31)6*1PT8 +RA$W*8&7O(#A@AG+N4_NU$#;D#(,:C_9XTU+];0&V]G' M:&XW$+;WC PB)#[5J/)3C=%,[;O1=TVK_B8O6]EH6N7LUR;<+\NJX36=?8(2]U M3J0#BH0HV.;2@@^!SK56,>K,O,7FPQ@&TM;M;,U]D+)[(4E#Q700.>SDYGK' MRO6D@4AVJ_;V*%2\WB$(3H9"/FRRIF@N>&D]YW8 62/7?)\$#_/3*J=GO%6& M-J7OR09R(90!EBGD5H[\B^!5K3MR+O.0I-&M6U$'D#4NWII#82C4#M1+!U#; MMC#>L++I?Q!%J5(WNJ"I@U-",N 9J?$<+Z3'R M[P!&OU]1%+2J6[YG^??IW_57VWD5B,:6G#)@7&\ MTN6KLT-EO9;#-BITD7,[KME5F%0Q\17?, 2@B62EW-+0))DA5>-W4'T$QALDD590;E3\XU\[Z[ MTI(#8+'OS/M]=-0YYK;1G4;OBRD@)*>P/A8!(2DZSH&'C!2'&7&.8>0O8N;] M7MK??^;]/JKH'%P/1JHSKH.5(0+3S%*T3[ZQKTO?>4Y1"9Z-,(/F^OY/FWF_ M%R:.F7F_CX)>!/@P_Q(H3DO;13M)9\6U,."2YG1X72 &A81HT6=M$@H^J#ZX M"0+O$3?>*J(N8'B,JCK(UAQ?[E.L%((;2^*E?RB!""X&"T%Q)WEQWMGF*XC/ M,NJHNTK1PWW$<;3= ;S?3D.<7DQ7=Z,^NBJ,9=:#Y?7A,M&5$5-,X(WQS,D0 M]ZLON+@CG3N<\&S)X:PC.[VU M=2T&F6+F'!1KD043&&O>)+&;FG$'6[6&3R.I=X"?]5C6+_,+DO_R>KO*C8 L M3U&*A)!E<'25LP"18P*.P?."Q&5H[<'OIN9ENN9M_*)&.NH ;3M6-4V\S!J= MT)!#J=%Q$!0GYP2,XIB2118VM)Z L8.4L?>LM='TL U9>XF] _3ZD5^NEL3AU>:?)XR(.*A+"BG[=\,TNO5A^_SO^]?3I'GJ4,,8&0%*K0 MS1XI2A&<>/*26V&<9FP0#I[_UKB1V@GAT5C,'=P_/RY9$Z+PQ".1+'Q=_YA% M+6,S)!BAG45G5?,'MOTW*)ZA)>D,_LOA@N\ -2=9D&:+-AH]@K=6@ZK#VD(( MA001G8W"T6%M'=S^[$L3]X+5.98F[J/C#G#^V^77B_EWQ'7R[_VZ+FUCYNEL M2V,E0AU! DI:DJQC"E*)D?X$BTV#JE;W .M.8G["98E[X>3^E*LF2CL8?=]P M$>>M\+=.-&^G#[Y9+J\POU_4_Z[WSYU)$=DF5TKP@#'106<8P)>BP1NE>#+" M,6R=L!]*V[A/UF>]TT^BKA[,X)-\W1D(X%((#I6Y'@.@I,O@F%%@= [*H4VB MM"[^&TK;N$;R-,C8"WX'JJD#^-&]%*D].B:PY31$41E^8CJT?.)\A MJ5O8'0^'^>ETTP'4'KD_WMY4=\J27*YS(CS6%Y=LZ; 6+\&5; .=3YE]ZRDD M3]$S[H[-L5_3#U-+1Q"[4_'RFB0V)76M?_-I$6;+:\KX1%E=I*< BR=!O"GM MP3OAP7IA&4>+Q/CI*ZIVTM?=0^N!J-@!M^8JZ@A^=X3V8["VO!^MO;NJEOQ] M66=)-_]VPBB>BLIG*$K6.\.3>#7%7"*+(%Q()L36;0-M*._N\;=FOL^S9;+ M'WV;B7)*#V2H$$0-2\3HN?452_X/.Q8 M/N>PW!Q9)G3,MKA:;5+W;$0#428&6(I,,9K@8SB#D1U*[R!TVY>)[HXTW8&+ M^ECSUJW8/^"Z3_3UG%B>&!<#V!.KIP/@;;Q!H_(L# MS4&B?=D7\5W_^'K.XR1RSK0HY(!D4?=;(0>G4X2"2A:Z58N,^LQQS35EPS+N M[,7 ;GSU=6#.KA]L+QY[L-TD'#*?H+=&:ILA""PU?<4A!B,A!R:CRXKEYB7= M0^@:!LB7]P;47"<=X&Q+^!,% O_"^GI/WNDW.GN?\-%@0?)ZTM^ M@J Y(ZX5B]IG)T7K40;'T#L,ER_OH>=L.NQQ5DLU]368^A8N:CXV4 @U^X;7 MX\#O++!Y^-<^?IDO5D38Y9V_?\20EY/0:Z\(9 MKH6(%(:!#$;14:V'MN0 ALE$UT]BPC=O/!Q"V+C%'R?"T.ZA,:U4U($?L!E: M__%+[1*O?WL[HL+I+#BZ",FFZC?'4M, '+0RC&(_(95N7N&V@Y9>9L4T4_O] MY$P+'72*I4U=J9%%(8\:-.>Y=F,XB'3Z(/I0;'211]]ZWN-N:D8N56NB[0$0 M.D#T'8#H\4.V*2&VS&:I; 2O!9TR9>A7V0K@VFE7K-/M[+8:'7/BC&0BE3"@2G1DL%&0G!+'8K*D.*BU*[63FI$K M$4\#I$;"[P!&%&"3@*;AXLV,_,BK]5B :K&1R%&14=!LZ@H6"@K!LT@NI51< M.):#T*UOM1VD]#*.YE0N4@L-= "D;?9Z23+ZB(MOTS2=?7Y?'N%N61MCEX__ MJ\W95(:GJ&I]&4>*982UX.L<>EX;;7)TQL;6K<4MZ1^],>IX0,T[T6X'R/YC M/L/O?X3%OW'U^]4L;PV]+*DN9M%@8\V*).BF?#B;."IR(XE) 3*"U"[:(-P*S)Y*T$;YOO MQ-Y-S;BW@:Z2N#H#W>K[X.E^$U7J'T -FF)31DD#H )&?K(Q)$$ND?]C" MHK6>HJ/V2[^>(&C<1I!NX-=.:3T@\%$'^_8]T3E7,,E:*9LI8-/DR<00'#B1 MF8X\8PJMYS \0U(O4[5.%9JTU$@' /OQD+SZ%J87542_SQNW R!_*=#VXMTR7;"0+)';KZ@86%04$ M^B>0ZYX+,Y&DTT]Y(K&.>S=>W25;CX M(ZPV0IJ7D)$\B&3)WT'FR/DH!;(0@=F00\9SE,?V\)3>1MO#"QKW$7T'('JB#,I%%[U) M'(0M)* H"W@L#C3F)!U+I;2__8ZK01NCF'$O?0^O0=M'^!W Z+D +!:9!9TX M0"8*J&"0'(%,(5$2,2NT2K+66&KQ\#-R3=HQMUQ+C70 L/MQ]ZVS67W0VY#J MA\3_C1\J5"I9L@)H7 (E P/G=*T.C@:3SBZGUO?A403W_6RS%W2>R0&>3H\O M"+3_FJZ^3&?O9_@?&!8_<#ZQ22$)6-<2% W*\P+!9H0B)#+B7QC>VG >3_7( MJ_O.![$#P=U(WR\(X>NG5F+XTY?%_.KSE]^GW]:\_ZB#B7_#LS[03[=#=<3%XR,T4J@ MNXN.)3$)T3D%TEGRZU*2TH4>_/<;BE^&[WXDK%KX[8?I^ 4A>I>W=LNXDA8Q M: _&16+A<6=1#I-SQ5K=6# M#YRV?NII?LY?$Y7H6A>I: BI=J*ZNA^28BO@3">3N%'4?QN [FF9!\1J5V .'[(JS)C?D5 M73DA3R^^D\.%B\OI;,W@C=]^.;^B.\C1%>12B. R0U!)1XA>12@JN\)JLWMH M'?8?3.RX?2EG NYY5/F"NU0>OX7H;]_(8UY^/-VG;U8YG*9S]:PTDEJC,.WQ MUXS;ISD7;*@+8((U#I05KJYC0W*,65!1U24QYQF^V2H<.\2ONE',=?V@+LKQ M4C@4EA4HG\BF1&XAN9*T82Y$WGI3\/%4]UC[=A#*6CC*1RBT Q=CUQ@[(MF% MNGM6&4U2E%G2_<-%G=NI6!0IF]S39,J3@>WNZX",G";Z,\95[(63X),%]U-4!\)X>2A>D+\F6 M#-S519S:&8@YTIG&:+VUR2(V=[6/GB3X,@99'@._=DKK (&[WY3K)(7I[&I^ MM7S&0;IUVC&CI0 =G"6&5))&NE1"5D/&,-UM[DCXOND5W4L6#0P0EX M6O+/L?\6E\N:RN;B#_J;7Y83HZ6*L2BH!?3$O:U]JH%4$1SWWK%B16NCW9:# M7@L33PS$O9(()T7%BS\36Z[?+][.9Y_K8/%<7*#8 U+F="<6D8#<,0LYAFC) M+9-"NJ[.Q'T.>BUB?$EGXBA4='\F'N=YXD,H.18/W(MR2%WZA# MU.B*B+EU8^E)&1KW5?MEG(MS8N:ES!G=]RZ\+Q/C>-;9"V!:1;H:.8)3VH)7 M64I)+J2.YYV/?B1#@\Z1_M]S="[,O)1S]+@D[G,NT"G#BP,N- <5<"?,_^TRTU__1R#]=Q\F-8/]8/V[@O2JAFVSVJ^42U\5$ M;Z?U_R2'UK$["U L, L!VEF0[0MJ,6O)Y+JWQ11C.(JB[BYO6- M**&!Z+)6UK!B=.O*^MW4C/L*V,>]VDA7':#N Y)W/$T4TS_.T^-_NCEA%KF- M-6G-=*P3HRTGWUI%2!P=6IN9DJT=OV/H[;+78V_,S$=28 =@W;&QG0$H#+6U93BQ^G9%R G0\)\^9JZ0!<3]53,RE-D@'0.P.J MA/J>H!189J1DZ,@S;OT0=63Y^\GNW]% UD@]'0!M5]\*9U$Y3<1'%3(Y)$Z! M4W7SI) B\5!D=JWKPX[I4SM9(4P?+EX++74 MJ;] B+G8+T*8&Q=8I2C ^)\X"1 X[GQ"G[GF6@-J.LFJKN-UFFEB)J&* M40FM_/^VJYT=?NV4=C "O^$BSML_R]W\\O].<4%D??G^%K_AQ?IND2HGK\@S M%O6A4T6!=+*,!\:+9=%C+J*U(1Q&V;@EI9UXF.UUV(%U?#0U_Y"_S9'FW@8A M8@)IZ+BIE UXQAUHS4UTQ13;?-_(7@1V\HS2$"%#7E*:J*LG++Z9?;U:+=<2 MXQN3GY5,(M$]$KF3H+1,=1::@^BE3($YD5GK"% XD1V,35Y(UG]S\!#F=O-B- JY#--(IN.2&%<:U MT[*0LYJEK-L0'+&B.5BI@_?1!^2M!V(^04XGN<)1P'6(1GH"UQ'N[]N;O4ZY M!)$5FBI/BITL1O 8[7JV[U6,Y^L*Z>S4.3LB.C@.%SS_$CI M\$WEL++U>'M+3DFB?X04R"G1#@IR1N D!G7SM;C/$=6)QWA^P-R?V=)4>QW M\?$7U$<8G)04,!0N00M.C)4BP2LA(2F-GD6%OKDC,)BXD>>GM 7%H.JO8S74 M15[QSF3FQ_C1W.DH#(=8+#E03 9P7&&JC@1ZW ME#W3$?DZ+!;?JQ.RWD)0.R)_6ZZFE[61]>9_N:2_-J<#MUA-R9E^-U^=L'/T M.'I.W3_:4%KGZ"(U626EE 6'DI,9S#7Y33P=7Z M>&O7.L9:OP^%HC#CNK4F("BC$M /\<#H(C$YE\S4>?HS;T@:?Q#^42H?U&5Y MF/Q[@M/M4:MA^N8^V(X.EEFK8#P4&1)Y(W7$-/F=(#@7=!2-B:=[N'V"KDZ, M5 L@[ )9*ZUT@+0_YXNU:FZ'43S"Y;9$QWKA!'/ HY>@7%+@)2H@D8?-I3SVSK:^A(*7>'DW?AR1C!1&2@ M:C^18]Y 9#E;8ZV+5IT4+;>T])0&W5_'3T+F0(&/")SZ2#:Y\ZIUQU+^>H6D M4[W=;99*41PEL$)NN[)TPBAF2)!YH7^5M)3W]\D^?"$<^K&>$'*H2N#';H%+X@HE.D4#IZ5!Q#D$7.F,AF) CD_S^+JP#\&)Z"+7/BY=#Y-O=Q?3V MI@B2W+@0F1;@+-)UK;@ KZ("853646HA^&E?>=_N51%]LN;,T[HRA\F[ ]C4 M6.#3)A:XR2M-4G2NT*$"J15=T]*0K$W@\'!*VDETTS?L;AF[$^/8&N%0? HZJSK' M*^H:WB"@01M%,-'QUGFE/4D7WZ]HA_W<5Y6?Y'@ M[_&XB8E="B8)XH="X_69SG1MR 3&!&35,1(%*XZ"H5Q=%2[!!U/H'B$_Q7"Z07CKI[H= MI(R; #O%%=M"YIU"I_YR@=O3IE$X)HD-GLG!5;90W&[62<)0W\(C0]LZ,'J6 MJ''M51/5#X#3X7H8.__^ZFKUA6WG!X7,F)4:L@L;6QH%F6R!.IE2LDSJWOSD M'7GV.S^T/_T?H:MY \&-K?!/\[]FI(/\<45"6-'/6[Z9I5>KCU_G_][6UAD5 M,7$RL=+5:0+)QCKEQ0-/+C)A-/,X[+WE^6^->]N<$!Z-Q=S!_;.]D&^SP]KR MX%/D]5%*DW-6C9S"73E.SAT!99)EP2*M@N)J M@WUT$H)D!A2RHG+DC+@X$3[ZR% >J,(=@-A+GAWAX,WEUS!=K!^6ZIKEPA6J M^G;-91+5I-:SX10(R[B2V6+*K=/8CU,R[MUS&HP<(>L.$//JLK8:_/=:!^_+ M_0S#1"ARI-!:D+KF\[F0=!FCAV2"M6R:?IFC1[EJ=>C=B8Q0?ZV\80ZZES[]B_H3IRVQ^,?_\_;O:"!2Y&$66<9*SO>0E#%@(_2U8[&9%CK M&_D9DD9>F7!&P+7430=0>WVU7,TOF2S?75C0>*CLAS= D]Y."#U)9EYUL[]T/HZJ5B;ZR$QV$*ZAMT_UC4YSO& MLK#<2SJ:M4)$U<9<.CE )TA&Y[!8?L9$VYJF;@/) U$P'&;[JZ1OB+U*Z>KR MZB)?N;I(BY%)V!CFIM-;>,'$J*C[5,,A:))?/6^Y?WI[+;\/+D,&RA MMOV!Z:^!.(:I1*^(E3K5*P@%(5%P8S7=%>139"E:[XUZ MFJ)N8\Z3XVY?=31;U-GK6!YRE-YJ)=WI(-/?^'%-_QC/EM]64YB<2K&E(";]5P:4\"QFBL( M=,/4ID&IFJ_B/8KBEU3IL@_V]O% &^NU\S#I(;?_@6'QZ:_Y!+WG)J4 WEIB M4EH+T9-WE#![SA(:XG54\&X([:/0N3?,'J+%EPE5PAY.=!8I6SJ,F2MR@IQ- MX 6/$(7Q,J#@[8=''TAJ'U757<)U;TV^2,#^/K]:3$1.%D5PD!1+H R)UZ>@ MP'(?O%,E\I$]@RVEXT9>/<-U;SV^3+32WYUX8H5'8HO'3+%M$H:XU!J*TU+8 MD!,[Y]/0$Y2.^S;9-5KWU>.+0^NK0E^^835X$A]Y/N ]\4O>>O6 $"'';'1M M6;7-(],CR!V$6_,_#;>':[1O\-9DLY7",580L"BZ.%36X)DFEJ(U3-%%XESK M<;X-SY?QBFJ\/RRS_>8>U==T( MD3P-%Q_I3ZZ+B&YPS$2RT5H$;96K)2,>7"X"8F1.EAQXMJVCUB:$MVL,W*KN M3]+KZM4=_5W7U,0LI!!*0[:Y+I_QO&Y$+9"S)&%I+H-MG8,:2MNXJ=+SXV]W MLV!#'79P;^_DYI?O-^NX.-,LH[& LDY$DKP6O4<&%.R9HGD2,;1NRAI 5B^M M@2WQ<'_1;&/E](RW.QN]G,NHI#1@!:[]'0/.10TL1E=Z]$0 \@:>9%L M:R@,A=J!>ND :MOFL1M6MDT618BHD(%P65[[O-$4!LX;3S>$EEZV+@;904JG MD#I4Y3N:]XZ1?P+ M,FH*JYCTS;N5=U(S\E[A$X.ID18ZP--;#$O\,K_(;RZ_+N;??FBT<)[%% 0' M*1DY"V@#.,$=H,? H],V-!]4_00YX[[=G1I1K?30 :1VBNKM3;U>=M:%H@0Y M Y:!"]TZQ;0IRGJU,DZ4/]#X;6_,CJ UIUVB%^1B$C3M9[HUQ>X MR?;J1O7!JZC*+B? M!IF=_-2G&"Z9#MIE(SYX@KSIGIA&6;Y_>H++EY?+1;K@QKB]&*ZFN(Q8U>;TW"B-]E64NGJ MO=:(%*(7$22G:$NU'A'5UMM#=!&V.I]3A" M"04J>*R5& *D\\Y92?=1:6U>=Q+S,[S([H.P1WS)!EKJ(^JIC+R9D8W!3^'O M6T:R84H;+@'K]&]5O1O/RD<,)&U*V-_I,4C1N(C ^\ MAOHZ&'W?.G L>I F>&>YC]*T M-GE/$C1N0T@'Z&NFK1Y,7V7F$39*38<&R2'E1 (*48)#A\!069X$-[R]S7N< ME'$[.CJ!VY$:ZB G\[3-OI'9'3G^.;]>6?=;#0"7M4C[[71)!XS.48FJ0/&N MEO2P L[E!,5Q::.W4:36?1VM:!^WR:,#*(^!@9>81[I_YM_-9^E:2"=,'#W_ MT9-GBO;DNZO44#)&,!5YC7GJ*DVIP7L3P2FG2\Q!&-O<+O60&OIUHN8M0:HJ +*FJM>&P]X^P9DGZ&--$^:'N8DF^GL5Y< MV ?^^*WIF!BFC"72@;'$0)5$LC(N@HY,(I'O?]Q-'^XE$\-?(.-]_^G=!,F%U# M\%_3U9?MSHH;6&8=,C,Z V9%%BOI EXC_98'4K_A6>76E>\#23N^:^3AS[X) MWC8T?, T_TQG&_,D)ED8YPHR,@L*/7D.7@K@PG#NF6(DBN;-)/M0.*[_=PH\ M/>PS.9G&.KAL;QC8#,A\U";4:H-42]6FE_17WI>/]*?+0C*A?W==PUS6601? M0)94BU%R ">%!F%+RC:GB,T#DS:4C^L\G@._(VCX9\ U.4N+U:_D,*U['TUV M2G FB&=3DV0N@RLF0(XB\42WNDJM[7!;#KJPTV?%8.MC<#@@1CP.R\6J5J/F MJ[1ZO_B(BV_3=$V_35*GI!"$K$]KKDX"(N%"BH8"1%4"UX,>0ND#=\!,O[L% M\JYO=V%RQX!B$V7T :8E19D;#I:;9CD3F0\Y:C"*>7)\G /GLP"420@1(K/# M3.0P1#TD8!P+UT:G#P%RI( [N($_7L5E6DR_;G(2KZ>+='6]DG"[]DM&*W,H MD*3#*J$,GJ$"+7)D)+PB<_,M]<_0-#J&CE7[_;$R+770 :9NUZ9NA+1MJ!5* MR^ 5:;R^WUNRQK[85'NTO63T'VE;EQ+O(&6"U**A S"F?I#[-KW?S7COIQ<]8_0QAP&! Z. )[YK$X(D^> M>+)SXZCXY*3^RBU \@.$O*$Y>RR5P)$ MJOT8$1G0[:8A%A*@,?3[=*+'@J<)>^%Q;AN ME?A2\$E_6&J"O^,DVBJY&* MB,75;69UPPV=O6*EUAP=>M[:ENY)X@OW"\Z(U0/5^E)0^Y24Z7\PG6<^T3[8 M0!$B<%THGC!20K1%0E!%"2XCFN83[EK1/FZ_Q4O">6L@]%@ZO&=)Q.1>*N0D MA1X3?O92C_M\W11[_)]#A$HNZ3=<3>>+=_/5NA;R75C4BO5OQVR: M'/[#CQ;B@7PTJI3Y%>/JD5G]TI00671@91(4^B9'H2^WP.J8?9&,=[QU =SC ME!Q?Z1Q7;V;TLZYN!Z$QS6)=!@A*V%C7_R 0/S7,=\5E9HW1K;-XCY Q;ES9 M0.\/2Y2/$W4'KLM-Y>+KB[!_]?-1QLNX!+?/+R_ELS<>KS5M'=(F'P 7%>8Q\ M[5('?E0VR JG%+-,Y/0V3X7>IV)SNX\1<@GJ< MXYPSEX%9A713!P61>T?L[:)EW 1DZ_NHB<0[1<[F2/$@BK!) M06(D%(62@GI//#'+BU&>>=V\'7LW->,:G#;:'@"A T3? 8A>Y;SNY0X7?X9I M?C-[';Y.5^%B8TN90]1&100B@BDC7EA5O7VKUYDJ#^H'2(UN]/ M;&JF@@[P]'8^^TP_[;(:[9N%+U):DY,+X%P=4^^]@5@\@V0XL](534>Q,8P> MHV//: MF^,U_ QD#A!W!Z"YDT3=V$AM,*A:0Y9#XJ TT>Y\(1$%JYG5J1C6^AWI 1%] M0>40S=Y/VQPEY@YP\J/!71^>J)36T11 AIGD4:1=N-R>'J4,'1DRM%"VWM/24 M$=Y?QT]"YD"!CPB<^KPW>?Q5[]\Z T_@D<=-.=03*XS?E""U\04)D<^'^?& M2'$T7G0/:_C.BY=#Y-LS7LS-ADJ>>789$J^]HSYS(/D@)"%%W?TF [='X\7T ML&3OO'@Y1+X=.#*O9JMIGEYEFG,]O M85&+MI9_XN+C%]+"+]\?_P'K^UZP&))S!6SP A1%H1""%L"+T,%(GDIJ_3Q^ M0G;&'5_;V@7O1>_='H$[]J(H491,#)+T%E0IY#(P9\%*)YT)9#1\:Y_^.9K& M]=RZ <\@4!^HR0Z0>>>^J>?_EJ7-72-9*(R\5@BQ%F8QDI5S=< >(EUE@7Y@ M:%Y)\C1)/>+R4/T_['9JIHP.L/7CA?+VIK;;)>92<"2B&B2I.DK#V&%ZYJN?*=#Q>@8O8D-QN=]N@!)@S333'>;NV.'K7RY):1^JZO@$ M78K2UQ*NJ(D=+S.X'"+PZ))/T1I^D@KU0<3UE#PY!>):Z>5E .[/Q30AGV21 M72@^@;:>N,M6@Y-UE4S >X O70"N%L>-HS5N>Y; M7M=QT_+-2WQFJU29I!2 19YT\8KHTOK6N"]Z.PI^?*=M [ MD8:ZP]_[Q?3S=!8NZI^^NIQ?S59\0AZO=1D1C"OD,AA/@4U*"F+403+#ZCJL MDT+N$:)ZRLB= F7'ZJ$38#WNE/Y6"J8:J-_Q2STS*ADLX%#(FONA\%QX^I76 MN:"-/)K6-3E[$=A31'KJH.%8_8S]%O8K+J;?UIVRM_S]7\R?\;>_B:'I$O,_ M9Z2OB^_3V>=[M0KKHS8)A7/I*V]NQHZ'LF,I M&80Z^Q)0=W[%](_":[_A R:DOY3?SSXMPFQY/>E@HH(V2I%U+\;6NDU+7D2F M8-THIUD2GC/K&D'P"3(&X<_]1/AKI9(>P??NJB:KWY=K'E]]"].+FMK\?;[X M\VJ1OH0E3DSDY%((1>;+RGH+U9&NJ,QHIHK#L?B?\'JA[_ON#X.9?--P: M*Z$[/^].9/Z)$++\,K_(=(ARM>CA^W)BBQ+>Y0S1H@ Z3H;\UY"!8XB%,Z5B M01V@;],@_*\Z&V6V>K_X,/W\9;4UY^N,T,V_7&[^ M[9)/$I.>0O0$%#35W?8Q04@RU4'$ @79>!%:-SP>1.@P-+ZHMXK3*ZQ75+Z_ M6BU7859/VD1JZZ,/%B0K!10=KMI_GH'$5WPJ+JCF+6[/T30,:R_JE:*I&L9W MZ7:8\;?3R^EZ$.MT=F/1WY>ZFP_3NA[BKGE7'IDHP8-'1<='%PCA-2!G&.9>Q$/%2#KJP-@][U\\SB=9]<#(MW#$*#,!5%U![I*B,QBM M#"GDE.\'N6=P!G<0.PRJ+^YAX_2*Z\MN?L",E^N]%!_#!2[7#D=8AMM,Y[S< M>U&<,.:XXB*#-4Z2[U&JB*M;C/6@9J>D80>8S/TI&0;!%_'J<7[-] 7#.X?M M>JCIJT+?V7$?D,_+3!(>BHV*7%[!(#@AB&LC@TTIX\"^L,-I& :]%_'^<4YM MC VZV\-#SL;%?$D\U,.U/CUO9K_]G;#ZQW?87W>U3 PS@MQB#C'+NDL4Z5=D MU %)WBH7*4L99O$.^_XPL+V<9X\S:*$[-_#6FJ_9O#N]7" %5US6-#JQQ:4' M9UP K/79,C*&IO7:A(&D#2\10Z]M7\9D8LAHO7X>OZ+'[=<$*__XKY M=;BXH L@2.L*UQ1;!5_'L1@('AV(K"53CA>TP_IUG__6L KE%_'L<0KI]KA$ M8.><^(_I"^:K"XJ7MD4]=:<"^;*GF'__[,=.-P]_/SY/.Q]?8&'K1)W2&$%% M7A=<,3(_0BB>92:LG:)\[3SS\:/S$KU,%%?S>E("0DP4\1BCO,L)E5:M>PU? MRGS\??0^9#[^/J+NP ][=.0I,3DRRIU@[^P>,; MSSH5?R_E#AG?N(^D.T3+IC/7FH0IE$+7KZ0S5'N_'=)U'PLFX[,*MK0V+R]F M?.->&AXVOG$?<7< FH=S!4O@,OA8UT;[.I:GY#I2D %CO-CLO.&Q=3_"RQC? MN)=FGQW?N(^8.\#)(T/G/%?"92*9+*NERUD)"-%QL)II9(6'X$^;:>IS&/XQ MU]"14NX.)W<&1#"M>11.@%4C.*2[0")U/^QC=RXB78W4\='SC M/@(?.ULS9+P@V5NKM7$0>:SMSDE U*I 1NETC*Q$>^]>^NG&-^ZETGW'-^XC MWY[QLATO:#P*J62H-RH%D(D;B,HB.!Y]X3%'[H85V[_<\8TGP^QS>>!"^'R+<[1^8V9^Z+Y2A- M@9*Y "60S"3!'0ICB8 ?/5IQ4C_F[5Y3G,ZZ0*.=ZWN8O#N S8-<>5Q=/[-- M9Y]?7<[IC/SW6D43B0;IHJTL>5\W1S#P=O*1VJ"JF?2[0]+V.:8^^_^YP,OIU>7$9^N+U@$TJZ/-/$6JL;+&A<@A M&6,]:YT7?):HGJ[ 4V#J6#UT *Q'3.\D.)L2)@MLP=GSL''480_@\;1V&-RAS M21F$51E4K"L;UO5#BORE1!%_T"^W#B.E(IU'#HZK^KZ#"6IB%FR1WGH7E3T) M<2L%G]*W'@;^X MK=![:7OX5NA]1-\!B)Y>2>R94MJI $89(ELUI,H5%9AD='Z8UG2;ZE1-"0,"8=6"%1-1Z=<_+*2O<1\/#R@KW M$7<'H'E8[\83,TPB7>"125".9W F1:#P02@Z53K8UO/<7T99X5Z:?;:LZM;5$:5TLN9RV4&SP-736M]5CKJ$CI=P= M3NZ4+(@78@QW,OZ_71EA7NI=-^RPGWDVS->;K86 MUW2GBA1 JEP/%7$65320HBFEJ,1E/G[+;]]EA2?!RR'R[1DOV[(W.F[K/ D>#E$OMTY,K?/OJPX50068@,#7=C< M0BS, EW1+DC!C&[>=75,6>&9GL5;N[Z'R7ML,_-V&N+T8KKZ7H=TS&?5O=L^ MS'$GO$@,@6=.?I[-!F**F4X:D]DP^G=IF'79_8V>G)8#]3=O+\SN3,GKL%A\ MORYGK+-:&%E5.AD>"I@9';Q:(QB:<3[VO\@9YQ0-14X4]/]SQ< M^@)(_C6Y\/D:?5X?Z@]=>@G>'GNC+W4]/GB4^; MK.I$1\881P\J.@.*.0W>J )!8:0KSQO/6B>9[WY_'/_[E)@Z6+K-2@D/])E^ M^Z^K1X7AN5^Q/%F/"*GST82O37&1CH\3-H'1(FF&EBMVVK+ O<@=T=%J M@I7!>XG;*F[L$&\GG_>8>N16_^$>GV@74%@70>M11' M#K/>DZ(1_:R6@!Q/2\>Z6B<$YX^'<%[NB:$ZE28'DTV@^T9Z0MAB4NW]5U0W60[1%]'CM^TM%-'$,H M;-2AEX%U]8N80T"7P0A21*0H2]V>^ MM#D%C] R+F(:J/E^)J"%S#O%SN:=4DOG;+(9(M.^9FT%,<$EZ5SFHI+EG+7. MF>^FI@.+<[2V!T#H -&/':M]#+/?%[75GSS[3SC[#PR+-6>;!^E4A%%%%& % MR'C$%7.3R/7$2&R7*PF'\+L\W4EN#'% M66$%%#0]B]!/O6-.Z'>WIN2'#XZ;?FQWZQPNQ1Y4 MOT%L]EBX8@@AZ%3'.E9;J1!,RA1[%:6-'E2;.D3Y8QJ%(Y1U7]T'2&YDA?\Q MG4TOKRXWA$=I,WT!H'O.X2S*#DJD8$I0WY1%DBW$R;@7%CFDM62-U'\W8^.8^R;*?Y@^740 M1=R_Z>X\M441<_((1=4&'!\E!&('HC,Y).6<9*TK(782,VX]:/L8M(W4.X#/ M6UPN$=]_Q9HGG'U>N[G5A5ZO*;Q.\D@EO')*$T?K:GG-P0=%;%GR=8G=%$7[ M5,9S5/65U#A0_0^BTJ:Z&#LZ?8R==U?5QKXO'W"&?X6+]^L=A>2IQ1*M(CYR M<;I.=3$D-9[JNM\0,IU&Y8=%JL._V5=\T$IWN_ MCGY6A3&Z][TB=EC0Y.0S*=J_.#Q)4E_7W>FLTZ%:Z !4/S+R+YQ^_K+"_.H; M_>EGXJLFD.[:8#[Q/L4@C 6T2H!BIA!_](^<"CDRD:IH^/--Q#N2^,@'.J? M"(?'ZJD['/X9OJ]E-Q&<88J*N'"18NJB#'B*CVJYD!&>@))CZR'SCU,R"%/F M)6/J()GWN+#VNDC@=EKHCVRNZ\Z.KI@9]-,;5='LS\EI*FLDIP /98#B,(,R MM6#**T7_$,Z$K(N+K6<\-JZL>2"^"7<_87Z_P'&O((2CB1%HOC.@(QZD&A\1!$EH QD?=!7D2(HV*O$CEN@G4L].VMGA>& MO]_G5XL)R2OE["Q$56?%83$02JW:,2HS:77@L76A_;XTCIMG'0E]>ROGI8%O M^@TG+ N;4I!@A=&@6';@@Z"0R0AO78HI\#%M7Z5QW.3J6.#;5SDO"'RO"GWS MALF43.%,ISIZUX#BY&-X7A $_2JA9,;*-!("?R!TW'SL"# \7$TO"(L3'3!9 MIPM('0(HAY:$& 08+LFYP(3L_E2*L\%O$.+L3X2XO90QXIB307S]7'Y=S+_A>D;UQ<7\KSH3H0X(9M&U*&I8M9Q[!J*>N?XY5KF" X.!L3!.XLF5V%MOF3X5X$GF8@2+$QEH0!7$$DKA,Y1,FY.@N:HR%G M/>C6/?H=#@0Y'5*&S0O91PL=Q.&OZ9/3U>\AK:^M=9KJ?A% 05:E[DAB" M8R6"25SYG&+FK+6;\)"*OMII#E#MO*FW+!1_2T1-8#M'N@^S)D:+N 2[SY?*'J_J7[^^J2X[7G8;7 M?WQ]LDPJ6C#'(*[K;,CP@LN.SI@P)@1TS,?FO56#J>NKA^_X6^M$>ND.<1NN M-J>1"ZNLJQ+S=45!TB0QD1)H$0M)TIA\@OVM.\D9>S/G:1#P)- .5\?8+<:_ MXF+Z;3W@\FWX:WEU8X]=SBBU#9"3KXE$5M>.TF^YET:%PCD;N.IJQP=Z LD1 MVILW%F4'AF9WHTX*Q3-/D@E1"U"28L\0R3![S%PPY55J'F>]J'$8QUQ<;:3> M 7RNO;OEUKU[?[5:KL(LW^[3,2RG(D,"4\)Z:$BD2,,PR-;)R*W,J?UR^F=H MZBMV/U#UCWK9C?30 ZY(*EMF)DIEH>LF29-JRZ .EJQU]I!U8LF3_MVP47S[ M8.C.]_ORFAOAY5#Y=H"-#[A<+:9IA?EU6'YY-Y^EJT65Y"0;7H)R"E 77^O= M-+C R"*3;18A:%VP=:?W+EKZNK#:8*:)W#O SWUW<#/SY<\+\@=7TU*JE#Q% M!DH!LUBS','1@2AU3'>Q(B1D5C?O;'J.J%YG51QEA9IJHL=WZBJR^>SC:I[^ M3=?Q^K^_S"](5\OK+0\M5B+L_8TFKZR'<]7HS?4C4;VNAWE?'E)P\X*FI0OH MBP.]OMN\(+_'4=2?#*'3&Z$#MDZ6#"+L6".V+0[8?..7[Z\OPG(3F1@3#!U) M3X$G)YZ9EA"UT[7U3[M"EWUQK0V-B]X>4!%)W;H./7>?XL]3M8]H&7M M2JSY>+4=2VQUE.@"(-?DZ46AP''4@#XD641,:%L7"CVD8N17V"/U>A\FQPFY M+YC\LN' &LUT]!$TSXH"#\W %S*[@>5DA2C(30X3< 4S> MS6?$ 04=B^^?%F&V)-^.5/&)_M=K4QNDT3Y*3?=S78%C$]W4@>RMX>[510])1T[&7I$D];J6SRC'0\@VMK9G1Q'<*RP/P[ENXJ*]*PI+K60< U]0<*&4M>;(J M FKI1,@L%7W/O]]1D[3?=_L)_ [4\OP\(N\(31_)M.*R[FG'_,^O%,&L=VLO M26434X24,0L0Z+$6&G,(7%E@PLB0A9/$V;X@VOVY?J+!MMAI)."Q(;/FY9J+ M7Z\6=!K^Q,5TGJ^Y>X=_K?_5\O:BOGNG3P*2;X!T17,EZA++*,$[;H"58(/T M(4K M6@9=#UF=)7'"^H/#"#EYD4(#^32J9+CW&!VC"CR53%+6#E0R"H*@WUINK-;6 M2(RM7\O.5YN0I.,JV=K,[$*-K#T=9L4A26ZUX)F%YDL6NZU-.$+O^Q0A["/R M#J[*5W^%1;Y)%GHFR-8S#4)2-*)R)N(UUG^4%&QQ]>6J,5Y^(*#?8H.]U#IO M)>,. +)V$'\)2\QDN.M=OE''HJZV75Y;_O BS=^%R MF_LK2&X ]PK,.HY)-D'("<$H41=A*Y)G\SJQ$_ Q+ER/@-5]>S:VCKN(53?[ M)XF3V]KK];_XYVRZ6FYRQ\63))VS=$^L[8#)X%E]6*&(G)NB:@G)\,!TR"=' MMHFC0^-!$-M<3QU8V=_(]9]_1USSL7VFD)&IY"W\__:^=,>M(UGS_SS%O$#< MF_L"# :0;;GA@=LV9'12Z1,=(G4)5FZUCS]1)*L?>.2AR=)&VBHI:IR M,2/BB\C8,H+G.DH]4Q#FK4P@9=+:!T=AN&GMF3X]QLA%\U[@UTI0!V/M"R[B M?-"*4B%_)ONZFC+X^F3;48ANA(,21'1"J:15Z]3(X16E4=HTCG$"C^?YZ)?D M6[KXDBIN(J\?9F2LK]^_!Y*8X,N'%HZ_\-"P3'T)@]5$<0DRJ;HYP26>U MV[4ZW"%[K%7MA9]YA\+LX.Z]EY#Z-GR>KL+5)BE^DYWZ_G%V:A)*LB4J TZK M",J$"$ZD (P'8400RCY&:Z-FR#T.V6-U[!"TGD9*8]O6O:DCK^9@%7ZJL=XQ M;YA0D%2QU2,JI*S)D1O#6#12RI+S3N9W7#IZ+-@=;*'/"!+-IOLW+-C<..H_ MS.J^Z^D7K$' LL4+T!U_\]$EE4,H:%0CN1N.6B<[W2'I U[5Z>3KU<)K(,5[ M0+J;H6VL8BB*!"2H .&'_.041(42MSSX$DOK-R7'G;AA#>;@@'438I"?5-=K M.PA*Y-H:6+\7DX',#3#@#Q@AZM%85TB?3M MYQEN\Z_*&S0V5M-=TW+9.-F?4X)ML,DV5BTA2">EN?!",#K[0"N)CGL=<-R4RTD!=Z!4.H#< M3?US,P&C9"Z+0F"LN%JMY!!]MI!EBC5E&D1J'6'>__QNJGLC.NH'RZ,C+-TL M*XA&)E[=TDCJH.K>;5<2!YX,<]R'A*'U,\2>>K .E^0+D#B K6/7+MX)QNU- M6?!>JO+65EJA3+(@O2);B8*(,HY!QN+IQO8\<_L0(2_4%E[_G#YP<(CXYL/P MKR8=J1S<3")@R6M9QE*D\:"-M]"77GHI=3 3]UGOF@?YU M9QH>?& W+Y)'N&$.YWP/<-FBW!#,;:I#N;AT=0\;>5?(%?EQG)$/QZS9;37I M+H 9TW@<(:S'XCZ ^:L M2;KY#)/]GQL-]OZVCUCT<(ET *=!VL.]1Y9%,A#0U2GHN:Z!U19,1J,=HE2E M]5*Y2W^L3O$X:1\9=X#S!Z\.-N]?;I+?0=G$I :TF6X11W^+-0WNO$Y% M%TNDM:Y]O7B8"WRIM!=.7GLJ6\Y:(8:%&-T M_63CR;%A=56)85[[QAA\]4 7^&3I&!RV$UYOEO!F"2 3T29!UTE-N2I6EZ(H M%B 99:TNDB+HUNTBASZ4&R[MU!OJCA74J'9OG8O]>UC\&U=K?I&ZW#PL]75V MH*$@.Z(D7UL;!3X7#X:(P,*]+V&W!\#/_OJ1(Y)>0-2(_QW8JT?&]R9=LV[J M"H'80?!72/&[3TJ EUID&7+&YE[;LP?9"6[ZXN'63E@=(.[EW1=HLDUT*$#A MUUL(B$G"&/)"?;$ED^:HOM;*#(>\+E(O;235 >2>V8S@G BE^ B9)09*%DE* M@PH,,4P7+@)3MC'6SF<)S5[B?7L)S3Z\[@$M3_>C*$&!AK464J@M?-F3B;5) M@N$V\EB49ZFU93J#)31[R?7M)33[,+DOF-SL1S$\\*2D@FCKX';!(SAC"["0 M2AT8[ZUI;E3Z7T+3"":',+D#F'QSO9S.D%">_NMZNIRNY5!MK"I&"I<\%/+1 M*-;T :*Q'*Q37#F5L3P>U'0T5EXXRDZ ,9?MZK204J=@JW]=X-ULH9+K'DNH M?5Z@* @!)XJ#+*(WF0OZ=NM!TN!Q&;Z"\7OW.;N:6::F( M#0Q8R064H<@U*F]!I$1QIK0IJ]U&Z-_[I?W)_PA9S1LPK@N!OYOE=ZM?/\__ M?=,0XD+B=+UJR*JR068+WG!B0PGU1G9(?MONHG_\Z\=U6X8&P5',[.!B.7AP MQX_W!K# MX05RX]M^ :$\..T9%&EL?:FE\^,F\]<& MR+4^7N>=$8T!]F3.W*C2/F?KOAUU^W0Z$PIFO5(&?'W@J+0C>4BO@$7GN F2 ME=@ZS&A.1.=M&L,H11^0Z$4G7C,,W[Q@&-[_\7FZ6/_P9H/1Q'N;6$8.J3@# M"E& MX6,@4Z9)RE8,(,X/BT.WWG3R ETX.00Z 7[A_!]_9E]&:D,X[G?W) M&+F@UH%NC B+B].,?V$U%)C??<$%F8GU-[\+*_P^3!?_#%?7.)&^5M(Y R-- M ,6CA2#006#)<&U5T,V[-4],XLAIV$O2J+9PZD7;#KF,M^RIUS'F&_;\*:UD_F M3T'73@KD+UF!>@).!\IT^WP,%U^F"9]GT4_SV9>U\5AS8[DF^_[WZ\SWG^:K M_XNK#YCF'V?3_[=]V;%EW,063O132&@5W<>*+M=;_8Z+WWX/LV=CS=HTY[**@4))I)O= M8$W<) W2,.7(:4[>NEZ\P3UIVTV__FH/."&"QG^2?W WT6YLP3S=\N7=QX\+ M_/@@;<-RREX8"8+"45":*? Z"1#>2RZDMAD?M1FT[C [GHC=E.K2^@W&YOI> MT.EBWL]P'O3M;]K\1X]Y.=&"<>XB<!0@B)0A28T!O9'2MUVN,1NQN MVGBIO0_G@;%>O,F#VJ3>LERWINIAKFB3D)U(ADX83U:KELK7 XD=DPH"0ZMT M8EH7,81S>7I2=U/$O[HMQL-7%X\6#O+'PV+V@3BP[4/9OC2Y\1DF//N"EL@7 M'$W-R@J(UD5 KC.S3"6&?G>GLOT!=].,2^NUZ$;DO=P^)XA$WZZ;*Y=EY(8D M:4LD+UHCN( 19';9VH 4JK9>,-H-\;OIX5\=&CUA\&SOK)\+'?:VL7B21 R) MLP*6U4'UJ,E3UA3,^B(<4SRASWL\K3O^0+OIPJ5U6XPFTK.%\TU^E; M4>DL#'#O72TF$/$E>V!*1.TQL/BXG:\UGE\XV6[ OK0NB/&%?+8(_^5ZD7ZG M+]YH=>3"*)_ Z:2(9AO F1@@6&0N@S+U5&_/$&,S(!%3SZ73KF4;AS^YPC8#?^7VB(P'A9Z M4(3:*;0AX;OKNWMI'40\F(Q^J^]783;AQ1@5E0&=/!%II868T[KAP1LL@F31 M_%7_(0?=#=@76YL?7+8] /C@"PP7ZV\\BJ5_64S3S9R=Y0UC\D1':8)VDFZU MF@/6S(++JC;1^>(SKUO,6K>)G8:RW53DTBKM':.G YWZ#@MQEUA2JR'QNK*D MFH:MS5A\-UVF!=:OAL77^S_T[M/\>K::6,%S5M8!\]Z3W> (H>X/#)+NOY!U MCK+UX\WC3KR;#EQJ??N$TFZ&[?_UGT]$1D M+J?TV]\Y E^3\@3_&.%LTPWSY%&BG!Y-5]>+\C>WC_% M![P*JWJPY6KYI!R\?!>7JT5(JXGAEJ%+#'*0#)0KO)ID1__45BL,1?O6TTB. M._'1CE*S&8*V>,V)6:!98'5S"4)$BG/(#C L40H9F_M"K0X_[H"[$V+VB:+OAD19686 $3$]U6F!E$0X=G@JOL4$C4K<>N/#C R ,6QP'!JYM\ M]Y%(!W ZG'&O[(*JI5F678+@A "5(G'3VP I>8Z@KP*WDKG6X\Q_#-M\MT+)SMO M\MU':%UT]K^^#-9&#+QPNGYP'73&#"X2.<+Q(!,JY43KU>=_MDV^Q^"PG?!Z MLX1;$B+SEN4L04A9%\2F $Z*!)(;D^F>"3*T+H#\.3;Y-K-^!PBJ1[NW)2-( M)1.%>$"VNK:@HX; Z8_,C$A6.69*ZVDJA^]A/:^UOPWMW '"Z@)S#1+07$MA M8P@@(D;2,Y7 %Y-!V&Q\+M8^60=T+DL]AKNUNPC&3RS[#N[S=U?KG[G__NZ9 M+/:$RRRY3P68S76EZHO? NL"AU MN]%W7G[^C)L)],L?*^/H+^,5JG8ZUMC%J_UYUT=!2W#I-5T 8*(CK<(H()?=([^EH7,PGA$T7P6^U\%K3TQ M.UQ!:Q_Q=^"_D%V;?\);,W5CFM99;R^9$DQJL"+7K+>EL":[ AH5YF"(PZ:U M$7CE.)=2[-H+(/-AI-4O\&[B:,V<\L%#\5%O,\R.![ R.2R9",VMRP*O'FA< M\#43^VYP.D &8S\FJG<#.6.;H2K+'^D/"S:L?,VX&:2"PM&-L!Y?6!Q() M'>#W=[/\'7[!J_GGRJIMM+ [FE%D@7ZI)W:9P?H)KX MUK'&K>ZTQ]90$ND 9+_B%7WK(U'T][#X-]:M3@_I8=H9D3""M7;]E*;:U>R@ MKH"M"3"19//==V^<:=Q2SG#P:BJ+#K#U-YSA(ES5Q?'YTW0VK:%SS6H])(JB M9A7%UP&/R%">6?0=HW[&4I%E.CF>$)"11 ME70!GU.FX#UHGZ(D _)7'7!XO!Q6!]Q'>&=;!]PT>KY+]/WIZNO0Y;WG/^TT M5;L=*.VC&)=U4J8VF[%8VVVCM$!1,[F\/:+\!]&P]##[_UHW] MIWAFNFU%NYLTIH+&B 52J)/&,#B()3L0UHKH/7KN!UE+W):,SM^PG-\=<"Q4 M+D=I2!H%IZOKQ=W"V0E) "U/$ESTBB2#N>8<$&Q(D4NY[COK3&F>(:/S9SCG MIS3'0N5RE.:I"VE+)DQ; 1Z-K$4,A, L Z4DYJ(0O>TX!M\CTNAO;TZ_"G,< M3(Z,--[/ZLMD/]&Z6:[JYO@+\;5Z_])0W.@E&-D- UN2O*F,51!L49":\ M\Z4(*5H_WSP5;>/&-&>0ZMJ&>K6@><, )CEJS4!(0]XKMZY*J8"4 M1K!,5DZHUIW%S8D8-\PY8S4Y#@X7H _W#,*C8;,W29'UT-GJ&)2M8\ 0)0K/ M(+O$0@IS]J1PW!CICC1H84'\>E9M$C-KZY$'[=9=- M5.!$9.!S3.@4,<=W7(-YC;2+J90M MRX)"7ZC[[T %:8@]-D+ 8)7%8)(Y>?]A4PHOIH;4A6:.![YSN";?YLZ34L/K M_$DJZT"LB3:1UV.107#$+H[1\CJ_7A?9GW+N1>/%E+/.1#V' ^ E*.@S98U7 M^5,2)ADH#I':\?HT1FU>)A=K.&?9,^E/GNIO3./%E,[.0D&'!. Y*&@CS]^4 MP@29)Y#DYX,27$&,*,%JR5#KPET_T_4&"#3/H3#7A3J. +<_32GO58Z)$C)W M];V5L+)*E9Q^GBQH=%H6YI4QYU?@ZU=OSSC[>D*@7< %>:_Z\[ICKU,.TFJP M7 90#C7XXB,PS$I)+;AMW_Y[&M)V4C3SEZ*=!#H7H%'O"8P8 MX33'NL)/F!H@2W"EKHD@M\5RID00O?44OTK03MIC_]*> 6'2B\[$MYD1]_:; M/V"=)$%?7R_&)-9&Q9 M&TTZ+9GG72=L"/+GU*]CQ%V 4N[M2+_$.3Z1T5*\&VNO:G*@ZVH[Z\RXH]JO"(^'S C3[9<_]9185'8VKOKM4G.+BD,CX"><@YF!* MUCKJ,$@KSFG)/._J8K^Z.C3B>E'*-KGC'^H.^-ERFOX9KJYQ8F(T4J )E,D M$Z4"N#JKL6 ==)P3,Z;C]T$/B3GOZN# "C8Z>BY C=[V"MY]_+A8/PI\Q"CB M3,I"6;"1D2> Q*/H60 1,H)/ M?&8FV9A 6V]!R6C ,TOL$%*6D+7GWO3K:3ZB9MSJ0N>*-CY^SG$DX?OE:OJI MIK>_#]/%FN9WR^7UIPU?!AQ.N-/G#CZF<'_J^QA8B%D5AH6#C/4M>4TVA.@X MY!Q21)%4M*U;QBKZ1=KZQ+KY$&Q;"D03 J<$HIQ:S7I=>L+X:_M87MB M=KCM8?N(OP//Z&X3#Q*..#)=(!G YGW"LKN;U,,LJ@03BK0842P*,/@,:Q[(H+4=M3A[H' MT#$NN(^ 5;,N\$8R[@#G-W[?O:&$-^M$I,3@4P:N?4U@D1&(.IBZ]UUD3>X\ MQ];+0U\\3.?E^,%Q,A]": >C[PLNXGP(_&V)*$5'Z8J"NJRD]H*2.J..((5U M!>FDMGG3\3/'Z+Q^/"KF#A#4J&A;+E:3#Y5SZSO#9'1,I (BB02*UR7J*G@( MCJ- I9)*.^T4HM]Z#UOTKSM#CG1[P<;P]]L^XH.2&%-U"T M$'3L2"P( <&'DGGRP?JPT_;A70 SYH5WA+ >B_L SHTL\+]/9]-/UY]N%O5E M[9*D\+LXEVH,3ECW44%)6:0D>:V%-Q#Y@P\=6>B'B&S>@G]C"S[\<>_@G$X7 MT4G 9#G=D>":";X@_G70?QS<*GFQ]MU M3R;FDH)EP!DY0"HE"T[S"%&JHC&D.N>PEP+VCWNMAANNXZJ+!-6)97_.:'^N MZG-3:__G_(I^S=5T]?5#6.'$.<^+)3ED4U>3,2TA&$<&0!?,3(>B3Y_D.IZL MSC,0C9':2E$&@DTOFG1((?TUEFP:,%TRR@5NP?L00&6R9C[' EK:',EO,B$V MK[L-1DWG6903Z,WX(.E%75I9D _3Y;^_7]1>!3H@+E=K^X'1,\Z#A"+KTLU$ M?X3()'C-@T69E+"#:,V01)UI6WR'E\[1D/DSZ- V@I]XJU2(W)!9L77_ H6$ M#@N%A*X(DWGT4G%%?75=4A)S%" MD(9!#,6C53E$W4VF8$_:SK2S_5P4ZP 79IBW?B_WTV_3#/.\OH*3XPIA\X# M2Q;)TC .KC!3)WH%3Y$D#]C-?)Q=B3K3WO4.5>EHR)QCG_H'LAF+:25[7:K_ MQVRZ>G6Q?)LN]1T^=? >]7TI[Z-#W8@8#6,()>A$+I(SX,/Z);S*7GMI36D] MFNA2.M1%P9S7^SYS66^0LA =Z3-&Y1V3/O#4W/K_U:&^)V:'ZU#?1_P=>$,/ M&U=+E@[S.H$7Z1H*+((7*H%+&!QCA?/FR[\NLD-]+Q"\VJ&^CT0Z@-,@'8(, MF3&UCT^XZAQI5H@'7(&UVD2,SK/FE]&E=ZCO!:M3=*CO(^,.\4YT+)UN_[7CU0YW7BP?$R'TIX'2"Q16BL MI61.&4C.9J(X2(J**?A,12H1N,BH3/H7S[&53BQ[,\9[>__ZYHB M[A]FI/G7:ZG\O/H=%[_]'F;;(0(_S6=?U@,[/MQ;^IT4(E,>H5:O08E8EWX[ M"T*&8 SCQF,WN?&#*.S\9FB,WU;J,SR8_ARJMMTQC$6(5&(!GNN+G9@*N%!G MAP29Z1]":];-9L]]B3M3!3L!PD^OC ? [7PV>Q[,GK_1KUC=+HR:((90)#IB M1S&@E!?@E9!@(HG3>*.CZ:9XM2=M9]KV=TFZ> 38NG@9/!QG-M/B;CD3?;", M\0+6U3?3Y.2 4XH#T]QZA5[:W$V[TYZTG6D#X26IX1%@VU\-_48-9^M)A[53 MN'M=W"Y2O,?Q1U.<3HT GNA^$^7 7Z;?3;SH!4OD-EZO 79?Y?)8;.^CM&)7J#H M9IA":^+/] ;_4UF"(?%\T8[ P[3@VXQS@4?/O =6&-G1$#TX^@HPE)A**CKS M\\F*[4G\Q6>Q+\ 0#(GGBS8$VVQDW?#R-M?0R"!J$&A=T!NNA8219&\%Y\JJ M9 ;9T3,ZY1>?-K\ $S 8DB]:__>(I:0P43+E(-:YWJJX MX;#SP%E#Y:$^09 MIN';Z/XY9^@O0/<'0G'3['[#-]@_S.BO^%OX ^\]/_Z.OK1<35.891(6\6%6 MN3R?57[-RR\+7(4_?IPOC]D5UN1SCWZ'W9[Z1B^Q;P]V][SU]LDJES)Q%3AH M%\GAS,Z!E]) XD+P4))TN?7+ME>.<^Q]M/G5E9_?D\6J.YRGL^OI[.//!/RU M-)??8"$QW!/5C8 F*B%3K%@0HB[J*X:!\[PN!9 L<$V^=_-.^R...VX^N!6B M'EOB4\FO ]?I %*W!F2"TDI5I =B)3F)F(C#QG(P3.><-.?:MRZ!''[:<=.5 M'0'U$.F=)T[?_T$,)LE.9V'Q=5VU)3\HT7])1[O:K 1?CW":V!R4\45"837: MJ:U_ 8V 7%324GKRVEH_]A^0G''S<1TA?1#Y'ZX*\U6X.J&_^]"_FW^9+ND3 MB$/?X S+=%4E=__Z:NSU'O;IP_B^#3AQ @_8R%)"X!DR89'L,2H(+F?@I@3K M;62J>2UQ0 _XCN<_E]N/J0._9DO<\OTY';[E1@PAN"1UW6Y3WY[+"%Y'A*!E M0EMGE*76Z^V./'*_GO ^R'IL=D\IQPZ\C&^O%Y7;AU#*41;MF0!O/5%J H/( MA03E54T(V23Y3IMI]D'LP:<=%ZPG!=5C0)]&POU@^7LD88:K)Z1.1'+)<4[D MB+IN,/H$WML"1E2?)VBM7.L+YXTCC8S*$R'C>4 V$5,_J/N5Y%:'U?Q(_\$S M1!4GZZP/"]HD#DIQ"Y$9 SQDDXOASHN!C.7K!QLW2S N AN*K!\<;K,=3\D) M7I:,L<8RZ[<61M<*IX><@H\N!N%TZUK]&T<:-VX?V?JU$%,_J'N!BQ,>G+/"2'!>>I9+!%G)G6N?V7S_1N(T;XV*NA9":98..F&^\_=A#N)B2 MLTPS!H9C)IMN$G$Q:7!)\Z2\*!);&\$CCCORY3QBT'(J&7=@06](W?K#+RFI MS:BET :RJ/,RD$ASNI!SH@IS*:$)NRT /@"YKY]LY,'1IP+*"P!M*+6.L/C M,WZ)-H])*T.74 S =B'R:BRA/ MEOX'W$LDP\_)^3%UH9^VF11-*IV:;]%X_4CC1CYCHZ^%G#J(?5XD0WN*"%6! M6M@'98VK!7T.H@27K0OD:K?V#KLTWI>" M=:/171-*76G5IK5BO\]JV4AQ!)4G:)NPUJ$4',$&)(A&E.!M%F!]U(Q,%UFN M,VJ;>)ZW#R7P[J965)W::_I]7Q_\\"3Y[",O54L=(Z5U$1QC 0S%7M'PDF-I M[? U.':_[1/[(.RQ$3RU/#MP!73S$I(O!1(7JW?G7%P4FO0P:>< MM/;>Q!&P^])Y^VTJ'AJT321X)FC]]O?Z .N'V8WS3#_T;KG$U;*^F-I(^^IJ M_M]AEG"B:0[ B4I 0N3=C^!?/G77<1>ECPO1HR9V)$5V/&;C]TNSC^HW5S:7! M7(I+A3C6K=X'GOFG1!K+Q&QS239+7*?RW-/C O1 MU;VO#C4#Q1U='DD9X$27D5:&8EO7"78_W4YH=)>!QJ.ETWFEX*>PJ%1]:50, M>/+K6N;[7S_K"5+Z$5.*BDL0VG)0V6=RZ:R&9',2CCD7!YJ ,4A*_R?\[W1H:@F?*U)R5!S%9 M22%()9W*IO5&VJ,.W&\:?Q]4/39:IY/AB/?G:8XN&A71Z&"L['V\+M,H;M.$(HCC6LNCPB5M>HLOD[^]LT$K:'0@C-@/AE2%^G \21!EIA=@"E5ZJ*A +%(#3)XR^B;$EGK$L/S)QFWS'OZNZ>A7+I$UU;)O.':6>(% M8XGH*,I!T,%!$LEAC$EXV7IH^TMGZ<1M/D+.;T+G *9W )Z;L7[?;HSKWW&] M HT[$6RP"BB@8*!J^V*()M,?.D>I#.>V>4_]=3"V1 MU%(('6#JMO;Y;5@LOI;-O.FUG596>F)2 .:2!F5)38)B 3(/22LK"E>M7_&^ M>)AQNX?&'VN\?;]>R!E;;*Q2KM4@%*GD&/JL$J*+EBFM35.NY MD4MPVQ/'NS--*>T1XUU+KY$E7\;?A\W05KJ;_#_.-UI*W^AU^P:OYY\J% MF\XAR3)ZYC1@EK5S*%H@M2:BI2C2^3?/2T>'W>$\RR^'(B3^070U7C-"E#)&H]?!+8G=)7*/P_%)Y=N! M#_'TL<9C);YE]:?*Z0G6Z856<$BJMAD9SNM4>@:U8=,P+SD7K?=V[7O&\XRJ MV^!V4'EV@-=MP]OL8]UM<#\B6$ZT$(&QK"!'0=Z[(B)Z) :1>&MP_)7 MCC/N*Y=Q\=9*2AT [A^S!;D8'V?58[Y[6;;\[?>P^M?\^BK_\.ES2*M;Y^3F MT;L1**0."(5G!XH9"2X%1EHFA>91&\Y:Y[0/.^FXKUS&A>D)9-LO@F_=Z%]P M%JY64UQ2('BS4HA8OKC&/#$ZXRZ;DUNV[1QQW MW/&E$YM$2Z."F?T++*XF,D@JS0BN(=<*C,G7,HW$<& LJ<*V2 MX:W3H'LG-H'9">?1H\>H%L?W:EJ3[$X^(YAMO]OF12-_.EZN)2=9P&P1( M7NJ*F:J#+EC06FF22 Q%MZYP#D%''P/7A[>AIQ9Y=\;V[A*A^ SO^>@3Y%J$ M4#P85.0881'@6;906/)2R9QDL8=9UQ<_LX]!ZP.;TS8^+Q9=U(FR= M M7RXG67NC:J!C%>B:]J%,_72!71011IWZFYNGZPTXZ;E5I3!MXK-@Z!>?3 M.MER$FUA6:,%D=&#*C:0I\P$I(AHC;/..'\"-#YSM'&K12>%W[&"Z1%O?UM0 M5#:Q6<>")D .W(!B*,!1[ 7<6F.C4[7E9&AXK4\R;KWF=&C:G^T=[";998HP M-T8[) 6H]2/B4E 0!'<@D+Y(GH'+LG5YL-4$Z,&J'Z>#U9$"Z6>:Z',LFZ@B MF1$E0BY1U#TK2*PJ&8SVP=?)DX8/M2'Q_CEV I,_?S#MR_*^+-2]B.4^AXJ( MQM49--EQ\@])-3:O.SRC6SO8$E"VGC;[YJ$Z>:D\7-6A@2PZRDC<4//UV_GL M"R[6G>7?85Q-M G(*?P [^JDHR(S1"X=)!]42L7ZL'\JXJ4/ZZ9ZT$*V+R0B MFC"ZRSOM'M/NA;4;322OT!K)2=\BKQ/IZY9XK[F%4C+W/+J@M#Z)B7IRM&[J M" U!-Z1T>L?>>D;RQ&HEM2H(Y"1H4+Q8B#I80'1622PRB0%S"X^/TTU*_V08 MVU\*X^/J15/],&W\8?KQ]]HZM<2-2SEQK"#R["&:E$"%PB%&'B!('WTQ@DNK M#[XB7__L;K+VI[@Q&XIA?+"]SL-?%G,B=O7UEZLP6[V;Y??_=3U=UWLGL00= MHN;D)C"*AF3TX(SB8-%YE571L?U,J_V.V$WN_F3&KHVT^L/D;11UOU*6,: P M04(2EMA7-2RFI(&AD5%+,NNF=?OP:^?I)E4_(-J.EL/1T!HXF3&)'*,IQ"55 MVZ&5)(J<(@.N0W#"1!1%M)X'\OQ)^EVKUSYML1?7NX30YN9_J'D3RTJ*R!CP M%,CF\BSJSC^*;4I$31YIS&5 +#UWI'X7V#7MP#U"#IWO!7GA9<6'^=75MFC: MY@G![I_3\NW @=2=X-$ URER:02(R%6=KVW!&U6@,$VN/I>%R=:[_@9\-/!H MEU-Y@>_O_TA7UYG"G,TCG;K?B;@_HR_\-G__1_@TG:U__ .NKA>SM92^WTAI MDKS4+/H('F4$Y1EI7!;U@9M%+X43R%N[9D/3U._CA7VP^73\6T=(Z*"#XP7Z M)R6L6YNS,:!?.,JX..P++[L]R=U+> =CD.+N MZ3S_N@J+U<"OR!C#FV@T:]"?(=[&0%M M=#&&04172ZW5"/BZ-\AGQ[2WS(G67:DMSCUN"N,#=],QO@G+.C,E?S>]NB95>/1S1V3QCOS$H_-Y+2ENE-E['Q85P[>? M=9LZR=4+)F"!-W54K8L.HF0)A,92@O(I\-;-8"^=Y>@A35L^_UQ^7S.DIJLVY4,N%J]U0(L?:&\DQ^ F:@+T:=K"^^ M-!_9]=J!QL52,[$_MXFJB0PZ -0C&K8[2[+D";T2H%(@?\'92.2H !)EL,X8 MZ7CK!\#/'F1D +43]./I[4=SO0/HT/$_S6=KW=KNI\E9.19+ '2,HA,9#/A2 MWX>:XDS@4HO<>L7KDT.,?'\=+]AY2RYW )-;+5J;WZTQWJS44H+SD#G$.CY0 MF:+J$U"B1JGL;0Y*J-8]BB\>9MRD]N!7U5&\[P!$]\^_52KKHA:* D[+:\>< M\P*B^HIZ?HY((Z3KR/+3I*<9%R[%R??9B.IC)?<'DFRT%+B8I/9E8 MQUE-:@E3GPD(T"8JIKQDW+1..3P]Q;AWT7 P.83)/<#D'D-^O!W*7%)PZ!,# ME+R BED33\C,,L'1D10? >9S,6J=8;S-:B;2* M*T00LM1Y!<&#MQ0CL,2LD=8%W[S[X]4#]7,Y'2CPQS%V,^YW *6?<+5I,JQ) M^8GF#C/7"*PPNF>C)\TCG0/M^YW>W" OG+$1PCVR0K30[G< 40> MLV5;R+E[8>1-"4PP2$Z:3;W.,[K.K5?"$Y\$:^X!OW&D?OR<82S.,1+H %#_ MPOITEL[_!1?A(_YT79TW8E@E;?GS]6JY"K-:C5[KWT1J7DLT')RKZ5"G$[@Z M&5,;7S=.QH2F=?_67@?LRV8=!8WYJ>34+PBW_'M"XR2GR)0F'O(L+"A?MU%9 MR: HEUP*E@76^E77GD<#7"BK0LQ%I- M5$*7UH6R%XXR;L/FR7RPO3C>X[ZJ%_NV?IFOZ'=/P]75US6MTR_X*Z;KQ?I] M[:9C$'/E?"U*7F\.,43_VC'G&*ZKK1EWANYU,RD5+RT#FZMAL3LKY]1];8LC/\EDF61\R9+I*7 !70@;4VBE>,"O; M&DVO'FC$@9X$LF91-'-B^[ &>P;*+I[0K!S"^@UOJP76[)4&@824PMEZ<0B2H7)O] MB"G)L\B*])(U[Q-X>HQQ'V2?SL M&*DU&K$"_[.FQ\U[D:^X7R?MCP>>SW1IK'@ M U[5H26K.=&F7Z5-JVQ]41&2T+ZN2:T3&9F&&(JP*A54.^)GSP\>=Q'?<&@: MDO]=8>NW2IMYE;8LG4&4#IBJ+SVEIGC2E C"%V,U4<8>!_:[8.OM#QYW+]^) ML-68_QWX44?F=>]:)CA:65318(E^J&2"*Z1=6DK+LA"!X?R58#,,:U)29%(3O4;R&GG743%UJ7"0(?%@6-:^]6/R)@?O,9D_-.;: M O\ )Q!A]=/85&W6'UI.&SLR:]LW7?U^IF';J'"J#,G^(%VT8 *EIP,0RC( M/(04;$ NSJ6%JL;Q/\SH=UW7U_V;J\67P(J3=)=$)T Q'R"0$P7<:PK*$AJG MVV^ ?G*,3IN9]I']TP4EQS&[@ROT(0GKLG[)R5J>%617R!QJY!"YLQ30N\2( M."%\&A0NX_?_'"W85X&R-Y>[P\F] $TQG9SD&D)6='TG2708K>NL(HK/3"(E M:K\N\/FS](29_67\*F0.9/C829#G(^[OKK$Z&]O 6\KH';<*4JC38'F=-5.8 M "M*45H$XY1[RUW9]<-Z0LBA(IT/R-_N#,U=F" \BJ0"0A1!DBZI L[Y1$$R ME\8F'@D-@]J93M(.PUY-A_&[ ]ALWP/]J\81L]7/B_7RWO=_X")-E_C+8IKP M]IO+[7>7?"(Q1,%D?=(:Z@89Y\!+37R4I"S.:XQBH$E@^QVT)[MU($2>'],R MH+P:%B0;QNKKYH_KM+I>4#029GF]QOQ;BD@^UK3W\8'[7K__Z"C^<&H:A?0/ M#O!NEK?Y_G>)/GC3J'P3YVFK,-'_Z-Y#5\=I!H@E:3#>DX^FB]>Q=52S\^': MO9MZX2._G2]7V]E*4ML8 OD:VA8/*AH!3AE#*J2YD3I&AZWYL,?QQMZ"-@2: M7GX"U59:'=S"#PBJR\K785#FF6X*07XG#P841@0G#0?K,D^&>95YZZ%#SQZD MES=%C<7^7'OA43+H$4C;2$G(5$CO/'A=$CD 5M1MOW7FA.*122FQ^=Z7%X[2 MD:4Z3,AOP>8 CH^=;EAW)STAY*; +ZQ0PGH0MHZBC)Z\2*T9*,^+5UP+A>(M M[^K-3^D,%8?(\$F[5PN&]F92JJU=6]XE+K[<*T9&)7(R28%'9'7&D05O@X." MHHZ!*RJ+UNVGNYRKETZ'$]Y<+234&^H>X*U_ MYQ.MC"Z.K=/6"(H'!BZ:!";'*&5F1%SK$7Z[GFWLG3).*M*$=E9L-E7UU%9"(Y^91,I\L:YT9NKN];W,$(6&6Q! POCY>%T63@\X$738R1Z]06M.ZY'7FR;B]Q+Y3,FX?&?0( MI&U:@0,UBVY0KZ_O9-Q>0MXQ&;BHN8C5X' M%:%P42>OUKC(J-I?@"B]0U/B7\FXD]Q<+234'>HV =&DT"=IELAQ1$UVVBI= MBR8>=,[")<>,4<.B;'..CHQ5$VF_"J<#6#_V=?8CAB7^\.ESF"[6>Q.W)'AT MH3BRYL(D1G30+>_I"R!55KR$9]H27[C(GO_]9Y"].@05K3C:FTWY%5>KJ_5> M3>+4'6F_+.9?ILN:"Y[(G(0@9(-61*(*3D/4&$%:8F(AFUS*H+T0;YYPW*E= MI[5#;<5U.!CGJW U0M;T=M;Y@Y_:LGNH=.E.'SILGG1_ND^>(.4Z6G+9/:#C MY-,GD2#$D* 8YZ*V,A33^LE>EPG2C(9;Z3/XS.J(V12 =)"!2T:J@D&)/-P( M]XM)D.Z#IF,2I/M(J[>K^^%EL\[@..>LD\Z#<)(\$6;(^!>B+LAD)8\8R[ M MPT^/=#Y)T[V@L'OHN;=<.H#9;_1SCUAVLQU9H2(/H@ 31=3Y:A2?LU('#VAC MA(B^-.]F?/$P'=FR8T4^'X+_'0#I=OPCUC5ILX0WHX@E1BE+!&_1@Q+!@JL) M1D?1=72)"X:#31A_>)1Q0=1(T"\-W3R"ZQV Y_DBA4A>E>0B&)E)KXQ5X#+/ M8&P2CE,LI=G@)9R=+[8N+5U[724\R L4BA9B#NLY@B1"=T2)% M7IQZY&A?3#5P+QGN7 W2J,/+^G/2@/5(8:R*J MTGJZ>+-JX&#YT@Y"LL,DU!OJML1\F%]=?3]?_'=8Y(G5D>G,$AA5G4:928F2 M$V"BUHFKS'@<-%7_]$@=F; F&'@-9$<*I%-\3:05/-<],29C71L3#<20& BN M>$:=$,V@U>;M.3I"TK&"W@%$>W']8.1\QL5TGG]=A<5JN&X%P11+LA@PVA(E MK"0((0D0WH>2Z;LJ=-.M<)JZ])#X.83K'5B>7\+76L=<$C\>D#/Q*BIE/=$A M12+&"++.IKX7=H+\Q2"EDJ$Q>EXZ2T=UYL8(:L+]_5'D-RB:X=N MI]4&ZYD.# R+2 B@P-Y+$>E>$KJD8C1]MW4]_(6SM&L#>/P)]YC\S=?M-SL. M::\>H)>*_T!BG[>6P=A VG#B/@DWSSZ*/N\T:$01NAS8_B8 ?!^4_SV>W28!FU M*2DJ4,90A"#H7HXE5?\V<(H9*$H(KRP(43T:F"O# @\!86$ZMT;++N7KIW1C611E,4AV@[P-^P=DU;O8E MS=;1PK^FJ]^_O5ZNYI]PL=FG5$.)Y1+I?_FW\,>$0H:8AR.D" MCRE:[Z,U4K:OCNU]S+Y"L>.Q\B1+-*S@AA\$M/U&_2.&)?[O__'_ 5!+ 0(4 M Q0 ( &N 8U8ARL\'63X $QE 0 > " 0 !E>&AI M8FET,3 Q-BUT#,Q M,2YH=&U02P$"% ,4 " !K@&-602Z+=0,( !E(P %@ M@ $93P ;VMT82TQ,S$R,#(S7V5X,S$R+FAT;5!+ 0(4 Q0 ( &N 8U9Q M F '3 4 %$: 6 " 5!7 !O:W1A+3$S,3(P,C-?97@S M,C$N:'1M4$L! A0#% @ :X!C5O2QM\'F*00 \%LM !$ M ( !T%P &]K=&$M,C R,S Q,S$N:'1M4$L! A0#% @ :X!C5MB.HWIW M%0 //4 !$ ( !Y88$ &]K=&$M,C R,S Q,S$N>'-D4$L! M A0#% @ :X!C5FD3!U?[+@ 7N0! !4 ( !BYP$ &]K M=&$M,C R,S Q,S%?8V%L+GAM;%!+ 0(4 Q0 ( &N 8U;N "$?YH .3F M!@ 5 " ;G+! !O:W1A+3(P,C,P,3,Q7V1E9BYX;6Q02P$" M% ,4 " !K@&-6=O+!^)GS !E:0$ % @ %K9@4 ;VMT M82TR,#(S,#$S,5]G,2YJ<&=02P$"% ,4 " !K@&-65YO03,)/ 0"_#@X M%0 @ $V6@8 ;VMT82TR,#(S,#$S,5]L86(N>&UL4$L! A0# M% @ :X!C5O%KQY@NV@ 8PX* !4 ( !*ZH' &]K=&$M F,C R,S Q,S%?<')E+GAM;%!+!08 #0 - &P# ",A @ ! end

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