Zscaler Inc.: 10-K Risk Factor Changes

2025 vs 2024  ·  SEC EDGAR  ·  2026-05-22
Other years: 2024 vs 2023 · 2023 vs 2022
⚠ AI-Generated

The summary below was generated by an AI language model and may contain errors or omissions. All other content on this page is deterministically extracted from the original SEC EDGAR filing.

Zscaler removed one risk related to the conditional conversion feature of its convertible notes, reflecting changed financial circumstances or reduced materiality of that concern. The company substantively modified nine existing risks, with notable updates to disclosures on data center infrastructure resilience and AI/ML regulatory exposure, indicating evolving priorities in operational and technology governance risk management. The overall risk factor structure remained largely stable, with 50 risks continuing unchanged, suggesting core business and compliance risks remained consistent year-over-year.

✓ Deterministic extraction — no AI-generated data

Classification is based on semantic text similarity scoring and may include approximations. “No match” means no high-confidence textual match was found — not necessarily that a section was removed.

0
New Risks
1
Removed
9
Modified
50
Unchanged
🔴 No Match in Current Filing

The conditional conversion feature of the Notes, when triggered, may adversely affect our financial condition and operating results.

This section from the 2024 filing does not have a high-confidence textual match in the 2025 filing. It may have been removed, merged, or substantially reworded.

During any period, the conditional conversion feature of the Notes is triggered, holders will be entitled to convert the Notes at any time during specified periods at their option. During the three months ended July 31, 2024, the conditions allowing holders of the Notes to…

View 2024 text

During any period, the conditional conversion feature of the Notes is triggered, holders will be entitled to convert the Notes at any time during specified periods at their option. During the three months ended July 31, 2024, the conditions allowing holders of the Notes to convert were not met. If one or more holders elect to convert their Notes, unless we elect to satisfy our conversion obligation by delivering solely shares of our common stock (other than paying cash in lieu of delivering any fractional share), we would be required to settle a portion or all of our conversion obligation through the payment of cash, which could adversely affect our liquidity. As a result of the upcoming maturity date of the Notes (July 1, 2025), we have classified the Notes as current liabilities on the consolidated balance sheet as of July 31, 2024, which may be seen as a material adverse reduction of our net working capital.

🟡 Modified If our global network of data centers, which deliver our services, was damaged or otherwise failed to meet the requirements of our business, our ability to provide services to our customers and maintain the performance of our cloud platform could be negatively impacted, which could cause our business to suffer. 🔒
🟡 Modified Issues in the development, use and execution of AI and ML, combined with an uncertain regulatory environment, may harm our business. 🔒
🟡 Modified If we were not able to satisfy data protection, security, privacy and other government- and industry-specific requirements or regulations, our business, results of operations and financial condition could be harmed. 🔒
🟡 Modified 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 would harm our results of operations. 🔒
🟡 Modified If we are unable to attract new customers, our future results of operations could be harmed. 🔒
🟡 Modified We rely on a limited number of suppliers for certain components of our cloud platform and the systems we use to operate our business and provide services to our customers, and any disruption in the availability of these components could delay our ability to expand or increase the capacity of our global data center network, replace defective equipment in our existing data centers or otherwise operate our business and provide services to our customers. 🔒
🟡 Modified The capped call transactions may affect the value of our common stock. 🔒
🟡 Modified Sales of substantial amounts of our common stock in the public markets, or the perception that they might occur, as well as any issuances of our common stock in connection with the conversion of the 2028 Notes or other securities convertible into shares of our common stock, could reduce the price that our common stock might otherwise attain and may dilute your voting power and your ownership interest in us. 🔒
🟡 Modified Servicing our debt will require a significant amount of cash, which may impact our cash available for working capital, capital expenditures and other corporate purposes. 🔒
9 more changes in this filing

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