NAVN on Nasdaq

Navan, Inc.

US travel management company

Navan, Inc. (formerly TripActions) is an American corporate travel and expense management company headquartered in Palo Alto, California. Founded in May 2015 by Ariel Cohen and Ilan Twig, Navan offers an integrated platform combining travel booking, corporate-issued payment cards, expense reporting, and analytics for businesses worldwide.3 Its shares trade on Nasdaq under the symbol NAVN.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 20, 2026.

Overview

$702.3MRevenue, fiscal 20265
-$398.0MNet income, fiscal 20265
2015Founded1

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  • TickerNAVN on Nasdaq1
  • Industrycorporate travel management1
  • HeadquartersPalo Alto1
  • Websitenavan.com
  • Legal formDelaware corporation1
  • Incorporated inDE6
  • Business address260 California Avenue, Floor 2, Palo Alto, Ca 943066
  • Filer category, Emerging growth company6
  • LEI254900RHRK35UPHTGY054
  • StatusActive4
  • LEI statusIssued and current4
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 56840884
Navan, Inc. image from its website
Image: navan.com9

Navan, Inc. (formerly TripActions) is an American corporate travel and expense management company headquartered in Palo Alto, California. Founded in May 2015 by Ariel Cohen and Ilan Twig, Navan offers an integrated platform combining travel booking, corporate-issued payment cards, expense reporting, and analytics for businesses worldwide.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2026

71.3%Gross margin5
-28.0%Operating margin5
-56.7%Net margin5
30.8%Revenue growth, 20265
-32.9%Return on equity5
0.10×Debt to equity5
$32.8MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Usage-Based Revenue brought in 91% of the revenue Navan, Inc. broke down this way in fiscal 2026.

  1. Usage-Based Revenue$640.4M591%up 31% from 2025
  2. Subscription Revenue$61.9M59%up 33% from 2025
Products and services by year
Products and services202420252026
Usage-Based Revenue$371.7M$490.4M$640.4M
Subscription Revenue$30.5M$46.5M$61.9M

Regions

United States brought in 62% of the revenue Navan, Inc. broke down this way in fiscal 2026.

  1. United States$435.8M562%up 38% from 2025
  2. United Kingdoms$145.9M521%up 13% from 2025
  3. Other Geographical Areas$120.5M517%up 32% from 2025
Regions by year
Regions202420252026
United States$217.4M$315.8M$435.8M
United Kingdoms$115.2M$129.4M$145.9M
Other Geographical Areas$69.6M$91.6M$120.5M

Where the money goes

Where each dollar of revenue went, fiscal 2026

  • Cost of revenue29¢$201.8M
  • Research and development22¢$151.2M
  • Other costs49¢$347.1M
  • Income tax0¢$2.1M

Out of $702.3M in revenue.5 The company lost money this year.

Where each dollar of operating cash went, fiscal 2026

  • Capital spending3¢$917.0K
  • Kept or used elsewhere97¢$32.8M

Out of $33.7M of cash from operations.5

Financial statements

Revenue5$702.3M in 2026+75% since 2024
0$200.0M$400.0M$600.0M$800.0M2024: $402.3M$402.3M20242025: $536.8M$536.8M2025+33%2026: $702.3M$702.3M2026+31%
Gross profit5$500.5M in 2026+109% since 2024
0$200.0M$400.0M$600.0M2024: $239.6M$239.6M20242025: $367.0M$367.0M2025+53%2026: $500.5M$500.5M2026+36%
Operating income5-$196.9M in 2026−20% since 2024
-$300.0M-$200.0M-$100.0M02024: -$246.3M-$246.3M20242025: -$107.6M-$107.6M2025−56%2026: -$196.9M-$196.9M2026+83%
Net income5-$398.0M in 2026+20% since 2024
-$400.0M-$300.0M-$200.0M-$100.0M02024: -$331.6M-$331.6M20242025: -$181.1M-$181.1M2025−45%2026: -$398.0M-$398.0M2026+120%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2026-01-312025-01-312024-01-31
Revenue$702.3M$536.8M$402.3M
Cost of revenue$201.8M$169.8M$162.6M
Gross profit$500.5M$367.0M$239.6M
Research and development$151.2M$122.4M$132.4M
Sales and marketing$342.7M$218.7M$220.5M
General and administrative$203.4M$133.6M$133.0M
Total operating expenses$697.3M$474.7M$486.0M
Loss from operations-$196.9M-$107.6M-$246.3M
Interest expense-$51.3M-$76.0M-$63.3M
Other income (expense), net$17.3M-$73.0K$10.1M
Loss on extinguishment of debt-$118.0M$0$0
Gain (loss) on fair value adjustments-$47.0M$12.2M-$26.6M
Loss before income tax expense-$395.9M-$171.5M-$326.1M
Income tax expense$2.1M$9.6M$5.4M
Net loss-$398.0M-$181.1M-$331.6M
Basic net loss per share (in dollars per share)-$4.07-$4.00-$7.44
Diluted net loss per share (in dollars per share)-$4.07-$4.00-$7.44
Weighted-average shares outstanding used to compute net loss per share attributable to common stockholders, basic (in shares)97.8M shares45.3M shares44.6M shares
Weighted-average shares outstanding used to compute net loss per share attributable to common stockholders, diluted (in shares)97.8M shares45.3M shares44.6M shares

Compare Navan, Inc. with another company

Corporate structure

Navan, Inc. sits at the top of its group. 3 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Navan, Inc.

  • GREENOAKS LLC Filed SCHEDULE 13G/A on Navan, Inc., latest Aug 14, 2026 (2 filings since Feb 17, 2026)
  • Lightspeed Venture Partners X, L.P. Filed SCHEDULE 13G/A on Navan, Inc., latest Aug 14, 2026 (2 filings since Feb 17, 2026)
  • AH Parallel Fund V, L.P. Filed SCHEDULE 13G on Navan, Inc., latest Feb 17, 2026
  • Ilan Ezra Twig Filed SCHEDULE 13G on Navan, Inc., latest Feb 17, 2026
  • Oren Zeev Filed SCHEDULE 13G on Navan, Inc., latest Feb 12, 2026
  • Navan, Inc. Palo Alto, California, United States
    • Liquid Labs SPV, LLC Subsidiary · Delaware, United States
    • Reed & Mackay Travel Limited Subsidiary · United Kingdom

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Navan, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$65.5M5 Jan 31, 2026$59.0M5 Jan 31, 2025+11.0%
Accumulated depreciation$30.4M5 Jan 31, 2026$29.4M5 Jan 31, 2025+3.4%
Property and equipment, net$35.0M5 Jan 31, 2026$29.5M5 Jan 31, 2025+18.6%
Operating-lease assets (leased space)$43.4M5 Jan 31, 2026$48.0M5 Jan 31, 2025−9.5%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$583.5M5 Jan 31, 2026$157.7M5 Jan 31, 2025+270.1%
Marketable securities, current$157.0M5 Jan 31, 2026$05 Jan 31, 2025
Debt securities available for sale$327.6M5 Jan 31, 2026
Long-term investments$327.6M5 Jan 31, 2026

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$241.3M5 Jan 31, 2026$219.7M5 Jan 31, 2025+9.8%
Intangible assets, net (excluding goodwill)$19.3M5 Jan 31, 2026$55.6M5 Jan 31, 2025−65.4%
Finite-lived intangibles, gross$30.6M5 Jan 31, 2026$72.7M5 Jan 31, 2025−57.9%
Accumulated amortization$11.3M5 Jan 31, 2026$17.0M5 Jan 31, 2025−33.7%
Finite-lived intangibles, net$19.3M5 Jan 31, 2026$55.6M5 Jan 31, 2025−65.4%

Properties, in its own words

Our corporate headquarters are located in Palo Alto, California, where we lease approximately 31,500 square feet of office space pursuant to a lease that will expire in 2032. In addition, we lease office space in the United States in San Francisco, California; Coppell and Austin, Texas; New York City, New York; Boston, Massachusetts; and internationally, including in London, Paris, Berlin, Lisbon, United Arab Emirates, Israel, India and Australia, which we use for operations, sales, and engineering, as applicable.

We intend to procure additional space in the future as we continue to add employees and expand geographically. We believe that our current facilities are adequate to meet our current needs and that, should it be needed, suitable additional or alternative space will be available to accommodate our operations.

Item 2 of the 10-K filed Apr 2, 2026.13

The story

The Palo Alto, California–based travel company, TripActions Inc., was founded in May 2015 by Ariel Cohen and Ilan Twig (also the founders of StreamOnce, acquired by Jive Software).

In January 2016, TripActions received $14.6 million series A round led by Oren Zeev Ventures and Lightspeed Venture Partners with participation from Group 11. The company officially launched out of stealth mode and announced their funding in January 2017. In October 2017, the company announced that they had raised an additional $12.5 million led by Lightspeed Venture Partners with participation from Zeev Ventures and Group 11.

The company moved in June 2017 from Menlo Park, California, to its headquarters in Palo Alto.

In March 2018, the company announced a $51 million Series B round led by the same two investors with participation from prior investors.

In July 2018, TripActions announced its international expansion to Europe with an office in London and their European headquarters in Amsterdam. They shared potential plans to expand to the Asia-Pacific region to scale their customer support infrastructure.

In November 2018, the company announced a valuation north of $1 billion and a $154 million Series C funding round led by new investor Andreessen Horowitz, with participation from repeat investors Lightspeed Venture Partners, Zeev Ventures, and Group 11. Ben Horowitz joined the Board of Directors.

In February 2019, the company announced its new flight storefront in alignment with major airline partners and industry association ATPCO. The storefront includes branding and imagery of cabin classes and amenities for each airline. It works for domestic and international flights, including international-to-international itineraries, and for flights on joint venture partners of American, Delta and United.

In June 2019, TripActions raised a $250 million Series D funding round from Andreessen Horowitz, Zeev Ventures, Lightspeed Venture Partners and Group 11. The total valuation of the company reached $4 billion.

Read the full text

In November 2019, the company announced that it had enabled an NDC-enabled direct connection to the Lufthansa Group.

In February 2020, the company launched TripActions Liquid, a payment, expense and reconciliation technology integrated into its core platform. Alongside that announcement, the company announced the security of $500 million on credit to fuel the platform.

In June 2020, it raised $125 million in a financing led by Greenoaks, which allowed the company to continue investing in growth and product despite the significant impact of the COVID-19 pandemic.

In October 2020, it expanded the TripActions Liquid product by adding broader expense capabilities.

In January 2021, TripActions raised a $155 million Series E round of funding.

In October 2021, TripActions raised a $275 million Series F round of funding with a valuation near $7.25 billion. It reported having 1500 employees.

In February 2022, TripActions acquired Comtravo, a German corporate travel company with 2,500 clients and 250 employees.

In October 2022, the company raised a $300 million Series G round of funding with a valuation of $9.2 billion.

In February 2023, TripActions rebranded to Navan, bringing together its offerings into a travel and expense services app. The palindrome name Navan has roots in the words "navigate" and "avant" to mean "navigating forward".

In April 2023, Navan announced its agreement to acquire Tripeur, a Bangalore-based modern travel and expense management company, expanding Navan Group’s presence in India. The acquisition marked the fifth purchase in two years.

In December 2023, Navan laid off 5% of its workforce.

As rumors mounted in June 2024 that Navan was pursuing an IPO, they appointed former NYSE exec, Amy Butte, as their CFO.

On 21 October 2025, Navan formally announced their IPO offering nearly 37 million shares. The company went public on 30 October 2025 on the Nasdaq under the ticker NAVN. It reported revenues growing 30% year over year but remained unprofitable.

From Wikipedia’s article on Navan, Inc., shared under CC BY-SA 4.0.7

Leadership

Who has led Navan, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (10)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive Officer, DirectorARIEL COHEN named Oct 26, 202127
  • Executive OfficerSAUYEH JAHANN named Oct 26, 202127
  • Executive OfficerTHOMAS TUCHSCHERER named Oct 26, 202127
  • DirectorBEN HOROWITZ named Oct 26, 202127
  • DirectorMaggie Wilderotter named Oct 26, 202127

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Liquid Labs SPV, LLC Delaware8
  • Reed & Mackay Travel Limited United Kingdom8

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • TripActions, Inc.May 8, 2015 to Oct 26, 20216

Timeline

  1. Oct 9, 20268-K Entered a material agreement; New debt or obligation28
  2. Sep 9, 20268-K Results of operations; Regulation FD disclosure29
  3. Jun 26, 20268-K Shareholder vote30
  4. Jun 10, 20268-K Results of operations; Regulation FD disclosure31
  5. Apr 17, 20268-K Executive or director change32
  6. Mar 25, 20268-K Results of operations; Regulation FD disclosure33
  7. Feb 11, 20268-K Executive or director change; Regulation FD disclosure34
  8. Jan 28, 20268-K Executive or director change; Regulation FD disclosure35
  9. Dec 15, 20258-K Results of operations; Executive or director change36
  10. Nov 3, 20258-K Entered a material agreement; Bylaws or fiscal year changed37
  11. Oct 2025Went public Listed on NASDAQ1
  12. 2015Founded Founded1

Calendar

Coming up

  1. Around Dec 9, 2026Next results, estimated About a quarter after its last report. The company hasn't announced the date.

When it reported results

  1. Sep 9, 2026Reported quarterly or annual results29
  2. Jun 10, 2026Reported quarterly or annual results31
  3. Mar 25, 2026Reported quarterly or annual results33
  4. Dec 15, 2025Reported quarterly or annual results36

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

164 filings to the SEC since October 2021: 1 annual reports, 3 quarterly reports, 10 major events, 97 insider forms, 7 large holders, 2 private raises, 44 other. The latest 20:

  1. Oct 9, 20268-K EDGAR
  2. Sep 23, 20264 EDGAR
  3. Sep 23, 20264 EDGAR
  4. Sep 23, 20264 EDGAR
  5. Sep 21, 2026144 EDGAR
  6. Sep 21, 2026144 EDGAR
  7. Sep 21, 2026144 EDGAR
  8. Sep 10, 202610-Q EDGAR
  9. Sep 9, 20268-K EDGAR
  10. Aug 31, 20264 EDGAR
  11. Aug 27, 2026144 EDGAR
  12. Aug 27, 2026144 EDGAR
  13. Aug 27, 2026144 EDGAR
  14. Aug 27, 2026144 EDGAR
  15. Aug 24, 20264 EDGAR
  16. Aug 24, 20264 EDGAR
  17. Aug 24, 20264 EDGAR
  18. Aug 24, 20264 EDGAR
  19. Aug 24, 20264 EDGAR
  20. Aug 14, 2026SCHEDULE 13G/A EDGAR

The 164 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

83 open-market trades by officers, directors and large owners since October 2021: 50 buys and 33 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 21, 2026Twig Ilan EzraChief Technology OfficerSale36,040$21.27$766.6KForm 4
Sep 21, 2026Sindicich Michael EricPresidentSale8,977$21.27$190.9KForm 4
Sep 21, 2026Cohen Ariel M.Chairperson and CEOSale50,647$21.27$1.1MForm 4
Aug 27, 2026Cohen Ariel M.Chairperson and CEOSale393,378$30.14$11.9MForm 4
Jul 8, 2026Lightspeed Management Company, L.L.C.10% ownerSale8,983$25.36$227.8KForm 4
Jul 8, 2026Lightspeed General Partner Opportunity Fund, L.P.10% ownerSale8,983$25.36$227.8KForm 4
Jul 1, 2026Lightspeed General Partner Select III, L.P.10% ownerSale10,569$24.65$260.5KForm 4
Jul 1, 2026Lightspeed Venture Partners X, L.P.10% ownerSale10,569$24.65$260.5KForm 4
Jun 22, 2026Twig Ilan EzraChief Technology OfficerSale24,726$21.06$520.7KForm 4
Jun 22, 2026Sindicich Michael EricPresidentSale2,176$21.06$45.8KForm 4
Jun 22, 2026Cohen Ariel M.Chairperson and CEOSale41,530$21.06$874.6KForm 4
Jun 17, 2026Janmohamed ArifDirectorSale77,323$19.06$1.5MForm 4
Jun 17, 2026Lightspeed General Partner Select III, L.P.10% ownerSale77,323$19.06$1.5MForm 4
Jun 17, 2026Lightspeed Strategic Partners Ultimate General Partner I L.L.C.10% ownerSale77,323$19.06$1.5MForm 4
Jun 16, 2026Janmohamed ArifDirectorSale398,546$19.13$7.6MForm 4
Jun 16, 2026Lightspeed General Partner Select III, L.P.10% ownerSale398,546$19.13$7.6MForm 4
Jun 16, 2026Lightspeed Strategic Partners Ultimate General Partner I L.L.C.10% ownerSale398,546$19.13$7.6MForm 4
Jun 15, 2026Janmohamed ArifDirectorSale1,004,231$20.37$20.5MForm 4
Jun 15, 2026Lightspeed Ultimate General Partner Select II, Ltd.10% ownerSale1,004,231$20.37$20.5MForm 4
Jun 15, 2026Lightspeed Venture Partners X, L.P.10% ownerSale1,004,231$20.37$20.5MForm 4

All 83 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2026Amy ButteFormer Chief Financial Officer$600.0K$22.7M43
2026Ariel CohenChief Executive Officer and Director50$1.0M$18.2M43
2026Ilan TwigChief Technology Officer and Director52$744.5K$9.6M43
2026Anne GiviskosFormer Interim Chief Financial Officer$500.0K$1.7M43
2025Ariel CohenChief Executive Officer and Director50$817.7K$1.6M43
2025Ilan TwigChief Technology Officer and Director52$560.5K$1.5M43

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Oct 12, 2021Raised $275 million in a private offering of equity Form D: 11 investors so far Form D
  2. Jan 20, 2021Raised $362 million in a private offering of equity Form D: 11 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Lightspeed Management Company, L.l.c.41,698,258$953.6M39.7%−8,223,196
a16z Capital Management, L.L.C.28,218,676$645.4M4.5%No change
Cosmic Management, LLC7,138,769$163.3M42.7%No change
BlackRock, Inc.6,700,627$153.2M0.0%+3,872,644
Napean Trading & Investment Co (Singapore) PTE Ltd5,874,257$134.3M46.1%No change
BIT Capital GmbH5,210,700$119.2M4.1%+4,980,897
Millennium Management LLC4,297,483$98.3M0.1%+1,455,455
Vanguard Portfolio Management LLC3,979,837$91.0M0.0%+2,444,800
Capital International Investors3,600,694$82.3M0.0%−182,644
Wellington Management Group Llp3,276,813$74.9M0.0%−1,966,632
Vanguard Capital Management LLC3,162,155$72.3M0.0%+1,588,102
Fuller & Thaler Asset Management, Inc.2,431,172$55.6M0.2%+52,805
Schonfeld Strategic Advisors LLC2,390,155$54.7M0.3%+2,334,943
Bank Of America Corp /de/2,190,666$50.1M0.0%+1,980,142
Alkeon Capital Management LLC2,185,278$50.0M0.2%−501,550
Geode Capital Management, LLC2,043,728$46.7M0.0%+1,007,092
Healthcare Of Ontario Pension Plan Trust Fund2,022,843$46.3M0.1%+1,422,843
State Street Corp1,762,623$40.3M0.0%+988,078
Walleye Capital LLC1,568,063$35.9M0.2%+1,457,531
Morgan Stanley1,482,905$33.9M0.0%+1,219,013
Nuveen, LLC1,409,410$32.2M0.0%+1,366,644
Alliancebernstein L.P.2,378,447$31.5M0.0%+2,349,947
Bnp Paribas Financial Markets1,345,461$30.8M0.0%+1,337,331
Ameriprise Financial Inc1,293,483$29.6M0.0%New
Fmr LLC1,131,318$25.9M0.0%+1,129,016

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Navan, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARNavan, Inc.2
  • CIK0001639723
  • Employer ID (EIN)47-342478013
  • Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; not a shell company13
  • Incorporated inDelaware13
  • Fiscal year endsJanuary 312
  • Industry code (SIC)7372 Services-Prepackaged Software2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address260 California Avenue, Floor 2, Palo Alto, CA 943062
  • Phone650-988-85002
  • Shares outstanding235,456,318 Common Class A shares; 15,304,696 Common Class B shares as of Mar 30, 202613
  • Public float$1.4B as of Mar 30, 202613
  • AuditorPricewaterhouseCoopers LLP, San Jose, California PCAOB ID 238; it also attests to the company’s internal control over financial reporting13
  • On EDGAR sinceMay 8, 20152
  • Filings169 in all: 4 (78), 144 (23), 3 (19), 8-K (10), D (6), SCHEDULE 13G (5), 10-Q (3), 144/A (3)2
    All 26 form types

    S-8 (3), DRSLTR (2), SCHEDULE 13G/A (2), 10-K (1), 424B4 (1), 8-A12B (1), 8-A12B/A (1), ARS (1), CERT (1), CORRESP (1), D/A (1), DEF 14A (1), DEFA14A (1), DRS (1), DRS/A (1), S-1 (1), S-1/A (1), UPLOAD (1)

  • Latest filingsAnnual report (10-K) Apr 2, 2026
    Quarterly report (10-Q) Sep 10, 2026
    Proxy statement (DEF 14A) May 12, 2026
    Latest 8-K (8-K) Oct 9, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, par value $0.00000625 per shareNAVNThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Apr 2, 2026 (Section 12(b) of the Exchange Act).13

Risk factors and legal proceedings

The risks Navan, Inc. names in Item 1A of its 10-K filed Apr 2, 2026: 66 risks under these headings, as written.13

  • Risks Related to Our Business and Industry
  • We have experienced rapid growth and operational and strategic expansion in recent periods. Such historical trends, including growth rates, may not continue in the future, and failure to effectively manage our growth could harm our business and results of operations.
  • Our revenue has historically been, and is expected to continue to be, significantly dependent on our Travel Management offerings, and a prolonged or substantial decrease in, or systemic disruptions to, global travel could adversely affect us.
  • Shifts in business travel trends or any decline in business travel demand would negatively impact our business, growth, results of operations, and financial condition.
  • We may be unable to attract new customers and grow our customer base, which would negatively impact our revenue growth and results of operations.
  • We may not be successful in our efforts to retain and increase revenue from our customers, including by promoting and expanding adoption and usage of our offerings, which could adversely impact our business, financial condition, and results of operations.
  • If we fail to offer high-quality customer support, including through our AI-powered virtual agents, or if our support is more expensive than anticipated, our business, margins, and reputation could suffer.
  • Our Travel Management offerings depend on our relationships with suppliers.
  • We have a history of operating losses and may not achieve or sustain profitability in the future.
  • We have a limited history operating our business at its current scale, scope, and complexity in an evolving market and economic environment, which makes it difficult to evaluate our current
  • business, plan for future operations and strategic initiatives, predict future results, and evaluate our future prospects, increasing the risks associated with an investment in our Class A common stock.
  • Our results of operations may fluctuate significantly, which could make our future results difficult to predict and could cause our results of operations to fall below expectations.
The other 55 risks
  • Future acquisitions, strategic investments, partnerships, collaborations, or alliances could be difficult to identify and integrate, divert the attention of management, disrupt our business, dilute stockholder value, and adversely affect our business, financial condition, results of operations, and prospects.
  • We plan to continue expanding our international operations which could subject us to additional costs and risks, and our continued expansion internationally may not be successful.
  • Failure to effectively develop and expand our sales and marketing capabilities could harm our ability to increase our customer base and achieve broader market acceptance of our platform.
  • If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards, and changing customer needs or preferences, our platform may become less competitive.
  • Our corporate card offering exposes us to credit risk and other risks related to customers' ability to pay the balances incurred on their corporate cards.
  • While we have entered into redundant relationships with third-party partners and issuing banks for our corporate cards, if we lose any of these services, or if the card network ceases to support our cards, our business, results of operations, financial condition, and growth prospects could be harmed.
  • Dependence on third-party service providers by us and our suppliers involves risks, including security incidents, service disruptions, and operational failures that could compromise confidential information, disrupt critical business operations, and damage our reputation. Interruptions or delays in these services have impaired and may in the future impair the delivery of our platform, harming our business.
  • We may not successfully develop or introduce new offerings, services, features, integrations, capabilities, and versions of our existing offerings that achieve market acceptance, and our business could be harmed and our revenue could suffer as a result.
  • Our business is affected by seasonality.
  • Our business depends on a strong brand, and if we are not able to maintain and enhance our brand, our ability to maintain and expand our base of customers may be impaired, and our business and results of operations will be harmed.
  • We face significant competition in the markets we serve, and if we do not compete effectively, our business, results of operations, and financial condition could be harmed.
  • If our customers or users of our platform engage in, or are subject to, fraud, criminal activity, or inappropriate conduct, our reputation, brand, business, financial condition, and results of operations could be harmed.
  • If the prices we charge in connection with our offerings are unacceptable to our customers, our business, financial condition, and results of operations may be adversely impacted.
  • We track certain performance metrics with internal tools and do not independently verify such metrics. Certain of our performance metrics are subject to inherent challenges in measurement, and real or perceived inaccuracies in such metrics may harm our reputation and negatively affect our business.
  • Our estimates of market opportunity and forecasts of market growth may prove to be inaccurate, and even if the markets in which we compete achieve the forecasted growth, our business could fail to grow at similar rates, if at all.
  • Risks Related to Our People
  • If we lose Ariel Cohen, our co-founder and Chief Executive Officer, or other key members of our management team or are unable to attract and retain executives and employees we need to support our operations and growth, our business may be harmed.
  • Our management team has limited experience managing a public company.
  • Our company values have contributed to our success. If we cannot maintain these values as we grow, we could lose certain benefits we derive from them, and our employee turnover could increase, which could harm our business.
  • Risks Related to Privacy, Cybersecurity, and Intellectual Property
  • We are subject to stringent and changing privacy and security laws, regulations, standards, policies, and contractual obligations related to data privacy and security. Our actual or perceived failure to comply with such obligations could lead to government investigations or enforcement actions, a disruption of our services, private litigation, changes to our business practices, increased costs of operations, adverse publicity, limitations on the use or adoption of our services, and other negative effects on our results of operations and business.
  • If we are unable to ensure that our platform interoperates with a variety of software applications that are developed by others, including our suppliers and other partners, we may become less competitive and our business, results of operations, and financial condition may be harmed.
  • We use open-source software in our platform, which could subject us to litigation or other actions.
  • Our use of artificial intelligence, including Gen AI and ML, gives rise to legal, business, and operational risks, which may result in diminished performance, regulatory scrutiny, social impacts, reputational harm, and liability arising from the use of this technology.
  • Our failure or inability to protect our intellectual property rights, or claims by others that we are infringing upon or unlawfully using their intellectual property, could diminish the value of our brand and weaken our competitive position, and could adversely affect our business, financial condition, results of operations, and prospects.
  • If we do not adequately identify our patentable inventions or protect our patent rights, the value of our offerings may be adversely affected and our business, financial condition, results of operations, and prospects could be adversely affected.
  • Our reliance on third parties, including employees located outside of the United States, for the development of our intellectual property exposes us to additional risks, including limited enforceability of intellectual property rights, potential violations of U.S. export controls, and increased risk of intellectual property theft or misappropriation.
  • Risks Related to Legal and Regulatory Matters
  • Payments and other financial services-related regulations and oversight are or may become material to our business. Our failure to comply could harm our business.
  • We are subject to governmental laws and requirements regarding economic and trade sanctions, anti-money laundering, and counter-terrorism financing that could impair our ability to compete in international markets or subject us to criminal or civil liability if we violate such laws.
  • We are subject to anti-corruption, anti-bribery, and similar laws, and non-compliance with such laws can subject us to criminal or civil liability and harm our business.
  • We will face risks associated with the growth of our business with certain heavily regulated industry verticals.
  • Current and future litigation against us could be costly and time-consuming to defend.
  • Risks Related to Tax Matters
  • We could be subject to additional tax liabilities as a result of changes in tax laws.
  • Our ability to use our net operating loss carryforwards to offset future taxable income may be subject to certain limitations.
  • Our operating results may be negatively affected if we are required to pay additional sales and use tax, value added tax, or other transaction taxes, and we could be subject to liability with respect to all or a portion of past or future sales.
  • Our corporate structure and intercompany arrangements are subject to the tax laws of various jurisdictions, and we could be obligated to pay additional taxes, which could adversely affect our business, financial condition, results of operations, and prospects.
  • Changes in our effective tax rate or tax liability may adversely affect our results of operations.
  • Risks Related to Financial and Accounting Matters
  • If our estimates or judgments relating to our critical accounting policies prove to be incorrect or financial reporting standards or interpretations change, our business, financial condition, results of operations, and prospects could be adversely affected.
  • We are an “emerging growth company” and the reduced disclosure requirements applicable to emerging growth companies may make our Class A common stock less attractive to investors.
  • We incur significant increased costs and demands on management resources as a result of operating as a public company.
  • The material weakness in our internal control over financial reporting, which we first identified in the fiscal year ended January 31, 2023, has been remediated as of the end of fiscal 2025. In the future, we may identify additional material weaknesses or otherwise fail to maintain an effective system of internal controls, which could result in material misstatements of our annual or interim consolidated financial statements or cause us to fail to meet our periodic reporting obligations.
  • 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 laws and regulations could be impaired.
  • Our debt-service obligations may adversely affect our financial condition and results of operations.
  • We may require additional capital to support the growth of our business, and this capital might not be available on acceptable terms, if at all.
  • Risks Related to Ownership of our Class A Common Stock
  • The market price of our Class A common stock may be volatile, and investors could lose all or part of their investment.
  • Sales of substantial amounts of our Class A common stock in the public markets, or the perception that they might occur, could cause the market price of our Class A common stock to decline.
  • The dual class structure of our common stock has the effect of concentrating voting power with Ariel Cohen and Ilan Twig, our co-founders, which will limit other stockholders’ ability to influence the outcome of important transactions, including a change in control.
  • The dual class structure of our common stock may adversely affect the trading market for our Class A common stock.
  • Investors’ expectations of our performance relating to environmental, social, and governance factors may impose additional costs and expose us to new risks.
  • If industry or financial analysts do not publish research or reports about our business, or if they issue inaccurate or unfavorable research regarding our Class A common stock, our stock price and trading volume could decline.
  • We are, and could in the future be, subject to securities class action litigation.
  • We do not intend to pay dividends for the foreseeable future.
  • Provisions in our charter documents and under Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may limit attempts by our stockholders to replace or remove our current management.
  • Our amended and restated certificate of incorporation contains exclusive forum provisions for certain claims, which may limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.
  • General Risk Factors
  • Unfavorable conditions in our industry or the global economy could limit our ability to grow our business and negatively affect our results of operations.
  • We may be adversely affected by natural disasters, pandemics, cyberattacks and other catastrophic events, and by man-made problems such as terrorism, that could disrupt our business operations, and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster.
  • If currency exchange rates fluctuate substantially in the future, the results of our operations, which are reported in U.S. dollars, could be adversely affected.

Legal proceedings

The information required to be set forth under this Item 3 is incorporated by reference to Note 13 —Commitments and Contingencies — Litigation in the notes to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

The opening of Item 3, Legal Proceedings.13

Sources

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