The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our condensed consolidated
financial statements and the accompanying notes thereto included elsewhere in
this Quarterly Report on Form 10-Q. This discussion contains forward-looking
statements based upon current plans, expectations, and beliefs, involving risks
and uncertainties. Our actual results may differ materially from those
anticipated in these forward-looking statements. You should review the section
titled "Special Note Regarding Forward-Looking Statements" for a discussion of
forward-looking statements and the section titled "Risk Factors" for a
discussion of factors that could cause actual results to differ materially from
the results described in or implied by the forward-looking statements contained
in the following discussion and analysis and elsewhere in this Quarterly Report
on Form 10-Q. Our historical results are not necessarily indicative of the
results that may be expected for any period in the future.

Overview

We build software that empowers organizations to effectively integrate their data, decisions, and operations at scale.



We were founded in 2003 and started building software for the intelligence
community in the United States to assist in counterterrorism investigations and
operations. We later began working with commercial enterprises, who often faced
fundamentally similar challenges in working with data.

We have built three principal software platforms, Gotham, Foundry, and Apollo.
Gotham and Foundry enable institutions to transform massive amounts of
information into an integrated data asset that reflects their operations. For
over a decade, Gotham has surfaced insights for global defense agencies, the
intelligence community, disaster relief organizations and beyond. Foundry is
becoming a central operating system not only for individual institutions but
also for entire industries. Apollo, which we began offering as a commercial
solution in 2021, is a cloud-agnostic, single control layer that coordinates
ongoing delivery of new features, security updates, and platform configurations,
helping to ensure the continuous operation of critical systems. Apollo allows
our customers to run their software in virtually any environment.

In addition to the investments we have made in our platforms, we plan to
continue to expand our ability to sell our subscriptions globally by investing
in resources to address the business needs of local markets, including by
increasing our sales and marketing functions and activities, expanding our
ecosystem of service partners to support local deployments, and investing in
personnel to support our growing customer base and product offerings.

We believe that every institution faces challenges that our platforms were
designed to address. Our focus in the near term is to build partnerships with
institutions that have the leadership necessary to effect structural change
within their organizations - to reconstitute their operations around data. Over
the long term, we believe that every institution in the markets we serve is a
potential partner.

We regularly evaluate partnerships and investment opportunities in complementary
businesses, employee teams, technologies, and intellectual property rights in an
effort to expand our product and service offerings. For example, we have
approved and entered into strategic investments pursuant to certain approved
agreements ("Investment Agreements") to purchase shares of various entities,
including special purpose acquisition companies and/or other privately-held or
publicly-traded entities (each, an "Investee," and such purchases, the
"Investments"). See further discussion in Note 4. Investments and Fair Value
Measurements.

Our Business

Our customers pay us to use the software platforms we have built. While we
generally offer contract terms of one to five years in length, our customers
sometimes enter into shorter-term contracts. Revenue is generally recognized
ratably over the contract term. Many of our customer contracts contain
termination for convenience provisions.

For the three months ended September 30, 2022, we generated $477.9 million in
revenue, reflecting a 22% growth rate from the three months ended September 30,
2021, when we generated $392.1 million in revenue. For the nine months ended
September 30, 2022, we generated $1.4 billion in revenue, reflecting a 26%
growth rate from the nine months ended September 30, 2021, when we generated
$1.1 billion in revenue.

In the three months ended September 30, 2022, we incurred losses from operations
of $62.2 million, or generated adjusted income from operations of $81.3 million
when excluding stock-based compensation and related employer payroll taxes. In
the three months ended September 30, 2021, we incurred losses from operations of
$91.9 million, or generated adjusted income from operations of $116.1 million
when excluding stock-based compensation and related employer payroll taxes. In
the nine

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months ended September 30, 2022, we incurred losses from operations of $143.4
million, or generated adjusted income from operations of $306.5 million when
excluding stock-based compensation and related employer payroll taxes. In the
nine months ended September 30, 2021, our losses from operations were $352.1
million, or generated adjusted income from operations of $349.4 million when
excluding stock-based compensation and related employer payroll taxes.

In the three months ended September 30, 2022, our gross profit was $370.3
million, reflecting a gross margin of 77%, or 80% when excluding stock-based
compensation. In the three months ended September 30, 2021, our gross profit was
$305.3 million, reflecting a gross margin of 78%, or 82% when excluding
stock-based compensation. In the nine months ended September 30, 2022, our gross
profit was $1.1 billion, reflecting a gross margin of 78%, or 81% when excluding
stock-based compensation. In the nine months ended September 30, 2021, our gross
profit was $857.2 million, reflecting a gross margin of 77%, or 82% when
excluding stock-based compensation.

For more information about our adjusted income or loss from operations, which
excludes stock-based compensation and related employer payroll taxes; and gross
profit and gross margin, excluding stock-based compensation, as well as
reconciliations from loss from operations and gross profit, see the section
titled "Non-GAAP Reconciliations" below.

Our Customers



We define a customer as an organization from which we have recognized revenue
during the trailing twelve-month period. During the period ended September 30,
2022, we had 337 customers, including companies in various commercial sectors
and government agencies around the world. During the period ended September 30,
2021, we had 203 customers.

For large government agencies, where a single institution has multiple
divisions, units, or subsidiary agencies, each such division, unit, or
subsidiary agency that enters into a separate contract with us and is invoiced
as a separate entity is treated as a separate customer. For example, while the
U.S. Food and Drug Administration, Centers for Disease Control and Prevention,
and National Institutes of Health are subsidiary agencies of the U.S. Department
of Health and Human Services, we treat each of those agencies as a separate
customer given that the governing structures and procurement processes of each
agency are independent.

We have built lasting and significant customer relationships with some of the
world's leading government institutions and companies, and are expanding our
partnerships with early- and growth-stage companies. Our average revenue for the
top twenty customers during the trailing twelve months ended September 30, 2022
was $47.7 million, which grew 15% from an average of $41.3 million in revenue
from the top twenty customers during the trailing twelve months ended September
30, 2021, demonstrating our expanding relationships with existing customers.

Organizations in the commercial and government sectors face similar challenges
when it comes to managing data, and we intend to expand our reach in both
markets moving forward. In the nine months ended September 30, 2022, 56% of our
revenue came from government customers and 44% came from commercial customers.

Our U.S. customers have been a meaningful source of revenue growth for our
business. In the nine months ended September 30, 2022, we generated 62% of our
revenue from customers in the United States and the remaining 38% from non-U.S.
customers. Revenue from our U.S. customers during the trailing twelve months
ended September 30, 2022 was $1.1 billion, which grew 38% from the prior
twelve-month period. We expect that U.S customers will continue to be a source
of significant revenue growth for us.

We continue to believe that our government customers remain a meaningful and
resilient source of revenue for our business, particularly during periods of
economic uncertainty. However, large government customers in particular are
generally subject to a number of uncertainties regarding budgets and spending
levels, changes in timing and spending priorities, and regulatory and policy
changes, which can make it difficult to predict when, or if, we will make sales
to such customers or the size and scope of any contract awards. See also the
discussion of "Risks Related to Relationships and Business with the Public
Sector" within "Item 1A. Risk Factors" included in this Quarterly Report on Form
10-Q.

Expansion of Access to Platforms



We have expanded access to our platforms to early- and growth-stage companies,
including startups, as we continue our outreach efforts to an increasingly broad
swath of the potential market.

The speed with which our platforms can be deployed has significantly expanded
the range of potential customers with which we plan on partnering over the long
term. We anticipate that our reach among an increasingly broad set of customers,
in both the commercial and government sectors, will accelerate moving forward.
We believe that, as these new partners grow, we will grow with them.

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We have also made a number of investments in companies whose businesses rely on
the ability of their organizations to manage and analyze data effectively at
scale.

Our proximity to these businesses and the industries in which they are operating
has enhanced, and is expected to continue enhancing, our own product and
business development efforts, as we continue expanding access to our platforms
to the broadest possible set of customers.

Macroeconomic Trends



As a corporation with an international presence, we are subject to risks and
uncertainties caused by significant events with macroeconomic impacts,
including, but not limited to, the ongoing COVID-19 pandemic, the impact of the
Russian invasion of Ukraine, inflationary pressures, and foreign currency
fluctuations. We continuously monitor the direct and indirect impacts of these
circumstances on our business and financial results, as well as the overall
global economy and geopolitical landscape.

COVID-19 Impact



As a result of the ongoing COVID-19 pandemic, we continue to take precautionary
measures in order to minimize the risk of the virus to our employees, our
customers, and the communities in which we operate, which initially included the
suspension of all non-essential business travel of employees and the temporary
closure of all of our major offices. Although the majority of our workforce
worked remotely, there was minimal disruption in our ability to ensure the
effective operation of our software platforms. We have reopened our offices and
are allowing business travel to resume, while continuing to closely monitor
developments around the evolving nature of the pandemic, and some of our
employees continue to work remotely.

The economic consequences of the COVID-19 pandemic have been challenging for
certain of our customers and prospective customers. While the broader
implications of the COVID-19 pandemic on our results of operations and overall
financial performance remain uncertain, the COVID-19 pandemic has, to date, not
had a material adverse impact on our results of operations. The economic effects
of the pandemic and resulting societal changes are currently not predictable.

The COVID-19 pandemic has made clear to many of our customers that accommodating
the extended timelines ordinarily required to realize results from implementing
new software solutions is not an option during a crisis. As a result, customers
are increasingly adopting our software, which can be ready in days, over
internal software development efforts, which may take months or years.

We saw decreases in our travel and office-related expenditures, including during the temporary closures of our offices globally and reductions in related operating expenses, related to the ongoing COVID-19 pandemic. However, our travel and office-related expenditures have increased, and may continue to increase moving forward.

Russian Invasion of Ukraine



We continue to closely monitor the impact of the Russian invasion of Ukraine and
its global impacts on our business. While the conflict is still evolving and the
outcome remains highly uncertain, we do not expect that the Russian invasion
will have a material impact on our business and results of operations. We do not
currently have office locations in Russia and none of our revenues came from
sales to entities headquartered in Russia. In June 2022, our Chief Executive
Officer, Alexander Karp, met with the President of Ukraine and other senior
officials to discuss opening an office in Ukraine and providing ongoing support.
Our current operations related to Ukraine are not material to our financial
position or results of operations. However, if the conflict continues or
worsens, leading to greater disruptions and uncertainty within the technology
industry or global economy, our business and results of operations could be
negatively impacted.

Foreign Currency Exchange Rates



Our contracts with customers are primarily denominated in U.S. dollars. As a
result, the general strengthening of the U.S. dollar relative to other major
foreign currencies (primarily the Euro and British Pound Sterling) had an
unfavorable impact on our revenues from certain non-U.S. customers; however,
that impact for the three and nine months ended September 30, 2022 was not
material to our financial position or results of operations.

See the section titled "Risk Factors" included elsewhere in this Quarterly Report on Form 10-Q, and in the Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022, for further discussion of the impact of macroeconomic trends on our business.


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Key Business Measure

In addition to the measures presented in our condensed consolidated financial statements, we use the following key non-GAAP business measure to help us evaluate our business, identify trends affecting our business, formulate business plans and financial projections, and make strategic decisions.

Contribution Margin



We believe that the revenue we generate relative to the costs we incur in order
to generate such revenue is an important measure of the efficiency of our
business. We define contribution margin as revenue less our cost of revenue and
sales and marketing expenses, excluding stock-based compensation, divided by
revenue.

Revenue is allocated to each customer account directly. The cost of revenue and
sales and marketing costs include both the costs associated with the deployment
and operation of our software as well as expenses associated with identifying
new customers and expanding partnerships with existing ones.

Contribution margin, both across our business and on specific customer accounts,
is intended to capture how much we have earned from customers after accounting
for the costs associated with deploying and operating our software, as well as
any sales and marketing expenses involved in acquiring and expanding our
partnerships with those customers, including allocated overhead. We exclude
stock-based compensation as it is a non-cash expense.

We believe that our contribution margin provides an important measure of the
efficiency of our operations over time. We have included contribution margin
because it is a key measure used by our management to evaluate our performance,
and we believe that it also provides useful information to investors and others
in understanding and evaluating our operating results in the same manner as our
management team. Our calculation of contribution margin may differ from
similarly titled measures, if any, reported by other companies. Contribution
margin should not be considered in isolation from, or as a substitute for,
financial information prepared in accordance with U.S. generally accepted
accounting principles ("GAAP").

For more information about contribution margin, including the limitations of this measure, and a reconciliation to loss from operations, see the section titled "Non-GAAP Reconciliations" below.

Non-GAAP Reconciliations



We use the non-GAAP measures contribution margin; gross profit and gross margin,
excluding stock-based compensation; and adjusted income from operations, which
excludes stock-based compensation and related employer payroll taxes, to help us
evaluate our business, identify trends affecting our business, formulate
business plans and financial projections, and make strategic decisions. We
exclude stock-based compensation, which is a non-cash expense, from these
non-GAAP financial measures because we believe that excluding this item provides
meaningful supplemental information regarding operational performance and
provides useful information to investors and others in understanding and
evaluating our operating results in the same manner as our management team.
Additionally, we exclude employer payroll taxes related to stock-based
compensation as it is difficult to predict and outside of our control.

Our definitions may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Further, these metrics have certain limitations, as they do not include the impact of certain expenses that are reflected in our condensed consolidated statements of operations. Thus, our non-GAAP contribution margin; gross profit and gross margin, excluding stock-based compensation; and adjusted income from operations should be considered in addition to, not as a substitute for, or in isolation from, measures prepared in accordance with GAAP.



We compensate for these limitations by providing reconciliations of these
non-GAAP measures to the most comparable GAAP measures. We encourage investors
and others to review our business, results of operations, and financial
information in its entirety, not to rely on any single financial measure, and to
view these non-GAAP measures in conjunction with the most directly comparable
GAAP financial measures.

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Contribution Margin



The following table provides a reconciliation of contribution margin for the
three and nine months ended September 30, 2022 and 2021 (in thousands, except
percentages):

                                           Three Months Ended September 30,               Nine Months Ended September 30,
                                               2022                   2021                   2022                   2021
Loss from operations                    $       (62,191)          $ 

(91,941) $ (143,375) $ (352,103) Add: Research and development expenses (1)

            75,750               59,844                  200,639              180,335
General and administrative expenses (1)          92,833               71,145                  268,981              207,006
Total stock-based compensation expense          140,308              184,835                  435,400              611,308
Total contribution                      $       246,700           $  223,883          $       761,645           $  646,546
Contribution margin                                  52   %               57  %                    55   %               58  %


----

(1) Excludes stock-based compensation.

Gross Profit and Gross Margin, Excluding Stock-Based Compensation



The following table provides a reconciliation of gross profit and gross margin,
excluding stock-based compensation for the three and nine months ended September
30, 2022 and 2021 (in thousands, except percentages):

                                          Three Months Ended September 30,                Nine Months Ended September 30,
                                              2022                   2021                    2022                    2021
Gross profit                           $       370,269           $  305,342          $       1,093,009           $  857,181
Add: stock-based compensation                   10,525               14,860                     33,413               54,866
Gross profit, excluding stock-based
compensation                           $       380,794           $  320,202          $       1,126,422           $  912,047
Gross margin, excluding stock-based
compensation                                        80   %               82  %                      81   %               82  %


Adjusted Income from Operations

The following table provides a reconciliation of adjusted income from operations, which excludes stock-based compensation and related employer payroll taxes for the three and nine months ended September 30, 2022 and 2021 (in thousands):



                                        Three Months Ended September 30,    

Nine Months Ended September 30,


                                            2022                2021                   2022                   2021
Loss from operations                   $   (62,191)         $  (91,941)         $       (143,375)         $ (352,103)
Add: stock-based compensation              140,308             184,835                   435,400             611,308
Add: employer payroll taxes related to
stock-based compensation                     3,133              23,215                    14,464              90,214

Adjusted income from operations $ 81,250 $ 116,109

$ 306,489 $ 349,419

Components of Results of Operations

Revenue



We generate revenue from the sale of subscriptions to access our software in our
hosted environment with operating and maintenance ("O&M") services ("Palantir
Cloud"), software subscriptions in our customers' environments with ongoing O&M
services ("On-Premises Software"), and professional services.

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Palantir Cloud



Our Palantir Cloud subscriptions grant customers the right to access the
software functionality in a hosted environment controlled by Palantir and are
sold together with stand-ready O&M services, as further described below. We
promise to provide continuous access to the hosted software throughout the
contract term. Revenue associated with Palantir Cloud subscriptions is generally
recognized over the contract term on a ratable basis, which is consistent with
the transfer of control of the Palantir services to the customer.

On-Premises Software



Sales of our software subscriptions grant customers the right to use functional
intellectual property, either on their internal hardware infrastructure or on
their own cloud instance, over the contractual term and are also sold together
with stand-ready O&M services. O&M services include critical updates and support
and maintenance services required to operate the software and, as such, are
necessary for the software to maintain its intended utility over the contractual
term. Because of this requirement, we have concluded that the software
subscriptions and O&M services, which together we refer to as our On-Premises
Software, are highly interdependent and interrelated and represent a single
distinct performance obligation within the context of the contract. Revenue is
generally recognized over the contract term on a ratable basis.

Professional Services



Our professional services support the customers' use of the software and
include, as needed, on-demand user support, user-interface configuration,
training, and ongoing ontology and data modeling support. Professional services
contracts typically include the provision of on-demand professional services for
the duration of the contractual term. These services are typically coterminous
with a Palantir Cloud or On-Premises Software subscriptions. Professional
services are on-demand, whereby we perform services throughout the contract
period; therefore, the revenue is recognized over the contractual term.

Cost of Revenue



Cost of revenue primarily includes salaries, stock-based compensation expense,
and benefits for personnel involved in performing O&M and professional services,
as well as third-party cloud hosting services, allocated overhead, and other
direct costs.

We expect that cost of revenue will increase in absolute dollars as our revenue grows and will vary from period to period as a percentage of revenue.

Sales and Marketing



Our sales and marketing efforts span all stages of our sales cycle, including
personnel involved with sales functions, and executing pilots at new or existing
customers. Sales and marketing costs primarily include salaries, stock-based
compensation expense, and benefits for our sales force and personnel involved in
sales functions, executing on pilots and customer growth activities; as well as
third-party cloud hosting services for our pilots, marketing and sales
event-related costs, and allocated overhead. Sales and marketing costs are
generally expensed as incurred.

We expect that sales and marketing expenses will increase in absolute dollars as
we continue to invest in our potential and current customers, in growing our
business, sales force, and enhancing our brand awareness.

Research and Development



Our research and development efforts are aimed at continuing to develop and
refine our platforms, including adding new features and modules, increasing
their functionality, and enhancing the usability of our platforms. Research and
development costs primarily include salaries, stock-based compensation expense,
and benefits for personnel involved in performing the activities to develop and
refine our platforms, internal use third-party cloud hosting services and other
IT-related costs, and allocated overhead. Research and development costs are
expensed as incurred.

We plan to continue to invest in personnel to support our research and development efforts. As a result, we expect that research and development expenses will increase in absolute dollars for the foreseeable future as we continue to invest to support these activities.

General and Administrative

General and administrative costs include salaries, stock-based compensation expense, and benefits for personnel involved in our executive, finance, legal, human resources, and administrative functions, as well as third-party professional services and fees, and allocated overhead.


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We expect that general and administrative expenses will increase in absolute
dollars as we hire additional personnel and enhance our systems, processes, and
controls to support the growth in our business as well as our increased
compliance and reporting requirements as a public company.

Interest Income

Interest income consists primarily of interest income earned on our cash, cash equivalents, and restricted cash balances.

Interest Expense

Interest expense consists primarily of interest expense and commitment fees incurred under our credit facility.

Other Income (Expense), Net

Other income (expense), net consists primarily of foreign currency exchange gains and losses, realized and unrealized losses from Investments, and our share of income and losses from our equity method investments.

Provision for (Benefit from) Income Taxes



Provision for (benefit from) income taxes consists of income taxes related to
foreign and state jurisdictions in which we conduct business and withholding
taxes.

Segments

We have two operating segments, commercial and government, which were determined
based on the manner in which the chief operating decision maker ("CODM"), who is
our chief executive officer, manages our operations for purposes of allocating
resources and evaluating performance. Various factors, including our
organizational and management reporting structure and customer type, were
considered in determining these operating segments.

Our operating segments are described below:

•Commercial: This segment primarily serves customers working in non-government industries.

•Government: This segment primarily serves customers that are U.S. government and non-U.S. government agencies.



Segment profitability is evaluated based on contribution and contribution
margin. Contribution is segment revenue less the related costs of revenue and
sales and marketing expenses, excluding stock-based compensation expense.
Contribution margin is contribution divided by revenue. To the extent costs of
revenue or sales and marketing expenses are not directly attributable to a
particular segment, they are allocated based upon headcount at each operating
segment during the period. We use it, in part, to evaluate the performance of,
and allocate resources to, each of our operating segments, which excludes
certain operating expenses that are not allocated to operating segments because
they are separately managed at the consolidated corporate level. These
unallocated costs include stock-based compensation expense, research and
development costs, and general and administrative costs, such as legal and
accounting.

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Results of Operations

The following table summarizes our condensed consolidated statements of operations data (in thousands):



                                         Three Months Ended September 30,             Nine Months Ended September 30,
                                             2022                2021                    2022                    2021
Revenue                                 $   477,880          $  392,146          $       1,397,247          $ 1,109,022
Cost of revenue (1)                         107,611              86,804                    304,238              251,841
Gross profit                                370,269             305,342                  1,093,009              857,181
Operating expenses:
Sales and marketing (1)                     182,918             153,443                    512,278              451,919
Research and development (1)                100,863              94,316                    277,635              303,311
General and administrative (1)              148,679             149,524                    446,471              454,054
Total operating expenses                    432,460             397,283                  1,236,384            1,209,284
Loss from operations                        (62,191)            (91,941)                  (143,375)            (352,103)
Interest income                               5,540                 379                      7,559                1,127
Interest expense                             (1,082)               (609)                    (2,346)              (3,039)
Other income (expense), net                 (65,046)             (8,528)                  (260,714)             (11,297)
Loss before provision for income taxes     (122,779)           (100,699)                  (398,876)            (365,312)
Provision for (benefit from) income
taxes                                         1,096               1,438                      5,707               (1,121)
Net loss                                $  (123,875)         $ (102,137)         $        (404,583)         $  (364,191)


----

(1) Includes stock-based compensation expense.

The following table sets forth the components of our condensed consolidated statements of operations data as a percentage of revenue:



                                             Three Months Ended September 30,                 Nine Months Ended September 30,
                                               2022                     2021                    2022                     2021
Revenue                                              100  %                 100  %                    100  %                 100  %
Cost of revenue                                       23                     22                        22                     23
Gross margin                                          77                     78                        78                     77
Operating expenses:
Sales and marketing                                   38                     39                        36                     41
Research and development                              21                     24                        20                     27
General and administrative                            31                     38                        32                     41
Total operating expenses                              90                    101                        88                    109
Loss from operations                                 (13)                   (23)                      (10)                   (32)
Interest income                                        1                      -                         -                      -
Interest expense                                       -                      -                         -                      -
Other income (expense), net                          (14)                    (3)                      (19)                    (1)
Loss before provision for (benefit
from) income taxes                                   (26)                   (26)                      (29)                   (33)
Provision for (benefit from) income
taxes                                                  -                      -                         -                      -
Net loss                                             (26) %                 (26) %                    (29) %                 (33) %


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Comparison of the Three and Nine Months Ended September 30, 2022 and 2021



Revenue

                           Three Months Ended September 30,                 Change                      Nine Months Ended September 30,                      Change
                               2022                2021             Amount             %                   2022                    2021               Amount             %
Revenue:
Government                 $  273,834          $ 217,836          $ 55,998             26  %       $         778,622          $   658,375          $ 120,247             18  %
Commercial                    204,046            174,310            29,736             17  %                 618,625              450,647            167,978             37  %
Total revenue              $  477,880          $ 392,146          $ 85,734             22  %       $       1,397,247          $ 1,109,022          $ 288,225             26  %


Revenue increased by $85.7 million, or 22%, for the three months ended September
30, 2022 compared to the same period in 2021. Revenue from government customers
increased by $56.0 million, or 26%, for the three months ended September 30,
2022 compared to the same period in 2021, primarily from customers in the United
States. Revenue from U.S. government customers was $208.9 million for the three
months ended September 30, 2022 compared to $170.1 million for the same period
in 2021. Of the total increase in revenue from government customers, $48.7
million was from government customers existing as of December 31, 2021.
Generally, increases in revenue from our existing customers are related to
increased adoption of our products and services within their organizations.
Revenue from commercial customers increased by $29.7 million, or 17%, for the
three months ended September 30, 2022 compared to the same period in 2021. Of
the increase, $26.1 million was from new customers as of December 31, 2021, of
which $5.2 million was revenue from customers with which we have entered into
concurrent Investment Agreements. For additional information, see Note 4.
Investments and Fair Value Measurements in our condensed consolidated financial
statements included elsewhere in this Quarterly Report on Form 10-Q.

Revenue increased by $288.2 million, or 26%, for the nine months ended September
30, 2022 compared to the same period in 2021. Revenue from government customers
increased by $120.2 million, or 18%, for the nine months ended September 30,
2022 compared to the same period in 2021, primarily from customers in the United
States. Revenue from U.S. government customers was $601.6 million for the nine
months ended September 30, 2022 compared to $493.6 million for the same period
in 2021. Of the total increase in revenue from government customers, $106.7
million was from government customers existing as of December 31, 2021. Revenue
from commercial customers increased by $168.0 million, or 37%, for the nine
months ended September 30, 2022 compared to the same period in 2021. Of the
increase, $103.7 million was from existing customers as of December 31, 2021, of
which $53.6 million was revenue from customers with which we have entered into
concurrent Investment Agreements. For additional information, see Note 4.
Investments and Fair Value Measurements in our condensed consolidated financial
statements included elsewhere in this Quarterly Report on Form 10-Q. Generally,
increases in revenue from our existing customers are related to increased
adoption of our products and services within their organizations.

Cost of Revenue and Gross Profit



                            Three Months Ended September 30,                 Change                    Nine Months Ended September 30,                     Change
                                 2022               2021             Amount             %                  2022                   2021             Amount             %
Cost of revenue             $  107,611           $ 86,804          $ 20,807             24  %       $       304,238           $ 251,841          $ 52,397             21  %
Gross profit                   370,269            305,342            64,927             21  %             1,093,009             857,181           235,828             28  %
Gross margin                        77   %             78  %             (1) %                                   78   %              77  %              1  %


Cost of revenue for the three months ended September 30, 2022 increased by
$20.8 million, or 24%, compared to the same period in 2021. The increase was
primarily due to increases of $12.6 million in field service representatives and
other direct deployment costs mainly related to new projects, $5.3 million in
third-party cloud hosting services driven by increased usage from customer
growth and expansion, and $4.5 million in payroll and other payroll-related
costs as a result of increased headcount attributable to our cost of revenue
function. These increases were partially offset by a decrease of $5.9 million in
stock-based compensation expense and related expenses. For additional
information, see the section titled Stock-Based Compensation below.

Our gross margin for the three months ended September 30, 2022 decreased from
78% for the same period in 2021 to 77% as a result of increased costs to support
new deployments and company growth, including field service representatives and
payroll costs, growing at a higher rate than revenue.

Cost of revenue for the nine months ended September 30, 2022 increased by
$52.4 million, or 21%, compared to the same period in 2021. The increase was
primarily due to increases of $30.7 million in third-party cloud hosting
services driven by increased usage from customer growth and expansion, $25.3
million in field service representatives and other direct deployment

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costs mainly related to new projects, and $11.6 million in payroll and other
payroll-related costs as a result of increased headcount attributable to our
cost of revenue function. These increases were partially offset by a decrease of
$25.8 million in stock-based compensation expense and related expenses. For
additional information, see the section titled Stock-Based Compensation below.

Our gross margin for the nine months ended September 30, 2022 increased from 77%
for the same period in 2021 to 78% as a result of increased efficiencies in
supporting revenue growth at our customer deployments, for example from making
investments in our platforms as well as a lower rate of increase in cost of
revenue partially driven by a decrease in stock-based compensation expense.

Operating Expenses

                                   Three Months Ended September 30,                 Change                      Nine Months Ended September 30,                      Change
                                       2022                2021             Amount             %                   2022                    2021              Amount             %
Sales and marketing                $  182,918          $ 153,443          $ 29,475             19  %       $         512,278          $   451,919          $ 60,359             13  %
Research and development              100,863             94,316             6,547              7  %                 277,635              303,311           (25,676)            (8) %
General and administrative            148,679            149,524              (845)            (1) %                 446,471              454,054            (7,583)            (2) %
Total operating expenses           $  432,460          $ 397,283          $ 35,177              9  %       $       1,236,384          $ 1,209,284          $ 27,100              2  %


Sales and Marketing

Sales and marketing expenses increased by $29.5 million, or 19%, for the three
months ended September 30, 2022 compared to the same period in 2021. The
increase was primarily due to increases of $28.2 million in payroll and other
payroll-related costs driven by increased headcount attributable to our sales
and marketing function and $12.0 million in travel and office-related costs as
employees increasingly return to offices. These increases were partially offset
by a decrease of $17.3 million in stock-based compensation expense and related
expenses. For additional information, see the section titled Stock-Based
Compensation below.

Sales and marketing expenses increased by $60.4 million, or 13%, for the nine
months ended September 30, 2022 compared to the same period in 2021. The
increase was primarily due to increases of $56.3 million in payroll and other
payroll-related costs driven by increased headcount attributable to our sales
and marketing function, $27.0 million in travel and office-related costs as
employees increasingly return to offices, and $24.2 million in marketing and
advertising expenses. These increases were partially offset by a decrease of
$60.0 million in stock-based compensation expense and related expenses. For
additional information, see the section titled Stock-Based Compensation below.

Research and Development



Research and development expenses increased by $6.5 million, or 7%, for the
three months ended September 30, 2022 compared to the same period in 2021. The
increase was primarily due to increases of $10.6 million in payroll and other
payroll-related costs driven by increased headcount attributable to our research
and development function; and $6.2 million in third-party cloud hosting services
driven by increased usage to support customer growth and expansion, other IT
costs to support company growth, and office-related expenses primarily due to
the increasing return of employees to offices. These increases were partially
offset by a decrease of $12.3 million in stock-based compensation expense and
related expenses. For additional information, see the section titled Stock-Based
Compensation below.

Research and development expenses decreased by $25.7 million, or 8%, for the
nine months ended September 30, 2022 compared to the same period in 2021. The
decrease was primarily due to a decrease of $60.2 million in stock-based
compensation expense and related expenses. For additional information, see the
section titled Stock-Based Compensation below. This decrease was partially
offset by increases of $17.0 million in payroll and other payroll-related costs
driven by increased headcount attributable to our research and development
function, $8.6 million in travel and office-related costs as employees
increasingly return to offices, and $8.0 million in third-party cloud hosting
services driven by increased usage to support customer growth and expansion, as
well as other IT costs to support company growth.

General and Administrative



General and administrative expenses decreased by $0.8 million, or 1%, for the
three months ended September 30, 2022 compared to the same period in 2021. The
decrease was primarily due to a decrease of $29.0 million in stock-based
compensation expense and related expenses. For additional information, see the
section titled Stock-Based Compensation below. This decrease was partially
offset by increases of $14.8 million in travel and office-related costs as
employees increasingly return to offices and $8.6 million in payroll and other
payroll-related costs driven by increased headcount attributable to our general
and administrative functions.

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General and administrative expenses decreased by $7.6 million, or 2%, for the
nine months ended September 30, 2022 compared to the same period in 2021. The
decrease was primarily due to a decrease of $85.6 million in stock-based
compensation expense and related expenses. For additional information, see the
section titled Stock-Based Compensation below. This decrease was partially
offset by increases of $34.1 million in travel and office-related costs as
employees increasingly return to offices, $21.9 million in professional service
fees mainly related to legal and financial services, $13.4 million in payroll
and other payroll-related costs driven by increased headcount attributable to
our general and administrative functions, and $5.3 million in third-party cloud
hosting services driven by increased usage and other IT costs to support company
growth.

Stock-Based Compensation

                           Three Months Ended September 30,                 Change                  Nine Months Ended September 30,                   Change
                               2022                2021              Amount             %               2022                2021              Amount              %
Cost of revenue            $   10,525          $  14,860          $  (4,335)           (29) %       $   33,413          $  54,866          $  (21,453)           (39) %
Sales and marketing            48,824             57,124             (8,300)           (15) %          147,501            186,418             (38,917)           (21) %
Research and development       25,113             34,472             (9,359)           (27) %           76,996            122,976             (45,980)           (37) %
General and administrative     55,846             78,379            (22,533)           (29) %          177,490            247,048             (69,558)           (28) %
Total stock-based
compensation expense       $  140,308          $ 184,835          $ (44,527)           (24) %       $  435,400          $ 611,308          $ (175,908)           (29) %


Stock-based compensation expenses decreased by $44.5 million, or 24%, for the
three months ended September 30, 2022 compared to the same period in 2021. The
decrease was primarily driven by forfeitures and lower expense under the
accelerated attribution method for RSUs granted prior to September 30, 2020, the
date of our direct listing, during the three months ended September 30, 2022
compared to the same period in 2021, partially offset by an increase related to
awards granted after September 30, 2021.

Stock-based compensation expenses decreased by $175.9 million, or 29%, for the
nine months ended September 30, 2022 compared to the same period in 2021. The
decrease was primarily driven by forfeitures and lower expense under the
accelerated attribution method for RSUs granted prior to September 30, 2020, the
date of our direct listing, during the nine months ended September 30, 2022
compared to the same period in 2021, partially offset by an increase related to
awards granted after September 30, 2021.

Interest Income



                                     Three Months Ended September                       Nine Months Ended
                                                 30,                      Change          September 30,             Change
                                         2022             2021            Amount                    2022             2021            Amount
Interest income                      $   5,540          $  379          $ 5,161                  $ 7,559          $ 1,127          $ 6,432


Interest income increased by $5.2 million for the three months ended September
30, 2022 compared to the same period in 2021 primarily due to an increase in
U.S. interest rates on interest earned from our cash, cash equivalents, and
restricted cash.

Interest income increased by $6.4 million for the nine months ended September
30, 2022 compared to the same period in 2021 primarily due to an increase in
U.S. interest rates on interest earned from our cash, cash equivalents, and
restricted cash.

Interest Expense

                                       Three Months Ended September                       Nine Months Ended
                                                    30,                     Change          September 30,             Change
                                           2022              2021           Amount                   2022              2021             Amount
Interest expense                       $   (1,082)         $ (609)         $ (473)                $ (2,346)         $ (3,039)         $   693


Interest expense increased by $0.5 million for the three months ended September
30, 2022 compared to the same period in 2021 primarily due to amortization of
upfront debt issuance costs.

Interest expense decreased by $0.7 million for the nine months ended September
30, 2022 compared to the same period in 2021 primarily due to the full repayment
of the outstanding debt balance during the second quarter of 2021.

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Other Income (Expense), Net

                                               Three Months Ended September                           Nine Months Ended
                                                            30,                        Change           September 30,               Change
                                                  2022               2021              Amount                    2022                2021              Amount
Other income (expense), net                   $  (65,046)         $ (8,528)         $ (56,518)               $ (260,714)         $ (11,297)         $ (249,417)

Other income (expense), net changed by $56.5 million for the three months ended September 30, 2022 compared to the same period in 2021 primarily due to unrealized and realized losses, net from our investments in marketable securities.

Other income (expense), net changed by $249.4 million for the nine months ended September 30, 2022 compared to the same period in 2021 primarily due to unrealized and realized losses, net from our investments in marketable securities.

Provision for (Benefit From) Income Taxes



                                 Three Months Ended September                       Nine Months Ended
                                              30,                     Change          September 30,             Change
                                     2022              2021           Amount                    2022             2021             Amount
Provision for (benefit from)
income taxes                     $   1,096          $ 1,438          $ (342)                 $ 5,707          $ (1,121)         $ 6,828


Provision for income taxes decreased by $0.3 million for the three months ended
September 30, 2022 compared to the same period in 2021 primarily due to the
absence in the current period of the revaluation of our U.K. deferred tax assets
as a result of a change in the U.K. corporate tax rate enacted in June 2021.

Provision for income taxes increased by $6.8 million for the nine months ended
September 30, 2022 compared to a benefit from income taxes the same period in
2021 primarily due to the absence in the current period of the revaluation of
our U.K. deferred tax assets as a result of a change in the U.K. corporate tax
rate enacted in June 2021.

Liquidity and Capital Resources



We generated positive cash flow from operations for the nine months ended
September 30, 2022. We had $2.4 billion in cash and cash equivalents available
as of September 30, 2022. We believe that cash flows generated from operations,
cash, cash equivalents, available funds, and access to financing sources,
including our revolving credit facility and delayed draw term loan ("DDTL")
facility, will be sufficient to meet our anticipated operating cash needs for at
least the next twelve months. However, any projections of future cash needs and
cash flows are subject to substantial uncertainty. We have generated significant
losses from our operations as reflected in our condensed consolidated balance
sheets and we expect cash flow from operations may fluctuate between positive
and negative for the foreseeable future. Historically, we have financed our
operations primarily through the sale of our equity securities, including
proceeds from option exercises, and payments received from our customers.

As of September 30, 2022, our accumulated deficit balance was $5.9 billion, and our principal sources of liquidity were $2.4 billion of cash and cash equivalents.



As of September 30, 2022, we had no outstanding debt balances and additional
available and undrawn revolving and DDTL commitments of $950.0 million under our
credit agreement. During July 2022, we amended our credit agreement, which
provided for, among other things, a new incremental DDTL facility in an
aggregate principal amount of up to $450.0 million, upon the terms and
conditions set forth in the credit agreement. The DDTL facility is available to
draw upon through July 1, 2023 and any drawn amounts will mature on March 31,
2027. The DDTL facility, together with our existing revolving credit facility
with an aggregate principal amount of up to $500.0 million, provides for total
revolving and DDTL commitments of up to $950.0 million available to draw to fund
working capital and general corporate expenditures. No amounts were drawn as of
the date of this Quarterly Report on Form 10-Q. For more information, see Note
6. Debt in our condensed consolidated financial statements included elsewhere in
this Quarterly Report on Form 10-Q.

Our future capital requirements will depend on many factors, including, but not
limited to the rate of our growth, our ability to attract and retain customers
and their willingness and ability to pay for our products and services, and the
timing and extent of spending to support our efforts to market and develop our
products. Further, we may enter into future arrangements to acquire or invest in
businesses, products, services, strategic partnerships, and technologies. As
such, 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 additional funds are
not available to us on acceptable terms, or at all, our business, financial
condition, and results of operations could be adversely affected.

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The following table summarizes our cash flows for the periods indicated (in
thousands):

                                                               Nine Months Ended September 30,
                                                                 2022                     2021
Net cash provided by (used in):
Operating activities                                      $        144,974          $     240,424
Investing activities                                              (118,508)              (216,039)
Financing activities                                                71,839                274,282

Effect of foreign exchange on cash, cash equivalents, and restricted cash

                                                    (12,470)                (3,638)
Net increase in cash, cash equivalents, and restricted
cash                                                      $         85,835          $     295,029


Operating Activities

Net cash provided by operating activities was $145.0 million and $240.4 million for the nine months ended September 30, 2022 and 2021, respectively. The decrease was primarily driven by timing of the receipt of payments from our customers and timing of payments to vendors.

Investing Activities



Net cash used in investing activities was $118.5 million and $216.0 million for
the nine months ended September 30, 2022 and 2021, respectively. The decrease in
cash used in investing activities was primarily a result of reducing our
purchases of alternative investments and marketable securities, as well as
selling or redeeming certain marketable securities.

Financing Activities



Net cash provided by financing activities was $71.8 million and $274.3 million
for the nine months ended September 30, 2022 and 2021, respectively, each of
which primarily consisted of proceeds from the exercise of common stock options
offset by the principal payments on borrowings of $200.0 million made during the
nine months ended September 30, 2021.

Contractual Obligations and Commitments



Our contractual obligations and commitments primarily consist of operating lease
commitments for our facilities and non-cancelable purchase commitments related
to third-party cloud hosting services. For additional information, refer to Note
7. Commitments and Contingencies to our condensed consolidated financial
statements included elsewhere in this Quarterly Report on Form 10-Q. Except as
already disclosed in Note 7. Commitments and Contingencies in our condensed
consolidated financial statements included elsewhere in this Quarterly Report on
Form 10-Q, there has been no material change in our contractual obligations and
commitments other than in the ordinary course of business since our fiscal year
ended December 31, 2021. See our Annual Report on Form 10-K for the year ended
December 31, 2021, which was filed with the SEC on February 24, 2022, for
additional information regarding the Company's contractual obligations.

Critical Accounting Policies and Estimates



Our condensed consolidated financial statements and the accompanying notes
thereto included elsewhere in this Quarterly Report on Form 10-Q are prepared in
accordance with GAAP. The preparation of condensed consolidated financial
statements requires us to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenue, costs and expenses, and
related disclosures. We base our estimates on historical experience and on
various other assumptions that we believe to be reasonable under the
circumstances. Actual results could differ significantly from our estimates. To
the extent that there are differences between our estimates and actual results,
our future financial statement presentation, financial condition, results of
operations, and cash flows will be affected.

There have been no material changes to our critical accounting policies and estimates as compared to the critical accounting policies and estimates discussed in the Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on February 24, 2022.

Recent Accounting Pronouncements



For information on recently issued accounting pronouncements, if any, refer to
Note 2. Significant Accounting Policies in our condensed consolidated financial
statements included elsewhere in this Quarterly Report on Form 10-Q.

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