x
|
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
o
|
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
Delaware
|
|
77-0534145
|
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
incorporation or organization)
|
|
Identification Number)
|
|
|
Page
|
PART I – FINANCIAL INFORMATION
|
||
Item 1.
|
|
|
|
||
|
||
|
||
|
||
|
||
|
|
|
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
PART II – OTHER INFORMATION
|
||
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
Item 1.
|
Financial Statements
|
|
June 30,
2016 |
|
December 31, 2015
|
||||
|
|
|
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
118,194
|
|
|
$
|
91,698
|
|
Short-term investments
|
96,186
|
|
|
87,268
|
|
||
Accounts receivable, net of allowance of $742 and $769 as of June 30, 2016 and December 31, 2015, respectively
|
40,387
|
|
|
42,325
|
|
||
Prepaid expenses and other current assets
|
7,635
|
|
|
7,945
|
|
||
Total current assets
|
262,402
|
|
|
229,236
|
|
||
Long-term investments
|
46,534
|
|
|
43,277
|
|
||
Property and equipment, net
|
40,025
|
|
|
31,329
|
|
||
Deferred tax assets, net
|
16,123
|
|
|
16,079
|
|
||
Intangible assets, net
|
1,174
|
|
|
1,360
|
|
||
Goodwill
|
317
|
|
|
317
|
|
||
Other noncurrent assets
|
2,276
|
|
|
1,916
|
|
||
Total assets
|
$
|
368,851
|
|
|
$
|
323,514
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
5,853
|
|
|
$
|
2,368
|
|
Accrued liabilities
|
16,851
|
|
|
11,786
|
|
||
Deferred revenues, current
|
103,753
|
|
|
98,025
|
|
||
Total current liabilities
|
126,457
|
|
|
112,179
|
|
||
Deferred revenues, noncurrent
|
13,073
|
|
|
14,564
|
|
||
Other noncurrent liabilities
|
1,884
|
|
|
1,205
|
|
||
Total liabilities
|
141,414
|
|
|
127,948
|
|
||
Commitments and contingencies (Note 5)
|
|
|
|
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.001 par value; 20,000,000 shares authorized, no shares issued and outstanding at June 30, 2016 and December 31, 2015
|
—
|
|
|
—
|
|
||
Common stock, $0.001 par value; 1,000,000,000 shares authorized; 35,369,968 and 34,414,631 shares issued and outstanding at June 30, 2016 and December 31, 2015, respectively
|
35
|
|
|
34
|
|
||
Additional paid-in capital
|
246,454
|
|
|
223,228
|
|
||
Accumulated other comprehensive income (loss)
|
112
|
|
|
(211
|
)
|
||
Accumulated deficit
|
(19,164
|
)
|
|
(27,485
|
)
|
||
Total stockholders’ equity
|
227,437
|
|
|
195,566
|
|
||
Total liabilities and stockholders’ equity
|
$
|
368,851
|
|
|
$
|
323,514
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues
|
$
|
48,466
|
|
|
$
|
39,877
|
|
|
$
|
94,714
|
|
|
$
|
77,370
|
|
Cost of revenues
|
10,092
|
|
|
8,157
|
|
|
19,508
|
|
|
16,121
|
|
||||
Gross profit
|
38,374
|
|
|
31,720
|
|
|
75,206
|
|
|
61,249
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
9,143
|
|
|
7,205
|
|
|
16,977
|
|
|
14,355
|
|
||||
Sales and marketing
|
14,451
|
|
|
12,776
|
|
|
28,384
|
|
|
24,219
|
|
||||
General and administrative
|
9,068
|
|
|
6,427
|
|
|
16,536
|
|
|
12,443
|
|
||||
Total operating expenses
|
32,662
|
|
|
26,408
|
|
|
61,897
|
|
|
51,017
|
|
||||
Income from operations
|
5,712
|
|
|
5,312
|
|
|
13,309
|
|
|
10,232
|
|
||||
Other income (expense), net:
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(1
|
)
|
|
(4
|
)
|
|
(14
|
)
|
|
(4
|
)
|
||||
Interest income
|
290
|
|
|
132
|
|
|
540
|
|
|
233
|
|
||||
Other expense, net
|
(249
|
)
|
|
—
|
|
|
(318
|
)
|
|
(178
|
)
|
||||
Total other income, net
|
40
|
|
|
128
|
|
|
208
|
|
|
51
|
|
||||
Income before income taxes
|
5,752
|
|
|
5,440
|
|
|
13,517
|
|
|
10,283
|
|
||||
Provision for income taxes
|
2,214
|
|
|
2,124
|
|
|
5,196
|
|
|
3,965
|
|
||||
Net income
|
$
|
3,538
|
|
|
$
|
3,316
|
|
|
$
|
8,321
|
|
|
$
|
6,318
|
|
Net income per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.10
|
|
|
$
|
0.10
|
|
|
$
|
0.24
|
|
|
$
|
0.19
|
|
Diluted
|
$
|
0.09
|
|
|
$
|
0.09
|
|
|
$
|
0.22
|
|
|
$
|
0.16
|
|
Weighted average shares used in computing net income per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
35,120
|
|
|
34,003
|
|
|
34,869
|
|
|
33,889
|
|
||||
Diluted
|
38,143
|
|
|
38,475
|
|
|
37,988
|
|
|
38,363
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net income
|
$
|
3,538
|
|
|
$
|
3,316
|
|
|
$
|
8,321
|
|
|
$
|
6,318
|
|
Available-for-sale investments:
|
|
|
|
|
|
|
|
||||||||
Change in net unrealized gain (loss) on investments, net of tax
|
80
|
|
|
(8
|
)
|
|
273
|
|
|
16
|
|
||||
Less: reclassification adjustment for net realized gain (loss) included in net income
|
2
|
|
|
—
|
|
|
50
|
|
|
1
|
|
||||
Net change, net of tax
|
82
|
|
|
(8
|
)
|
|
323
|
|
|
17
|
|
||||
Other comprehensive income (loss), net
|
82
|
|
|
(8
|
)
|
|
323
|
|
|
17
|
|
||||
Comprehensive income
|
$
|
3,620
|
|
|
$
|
3,308
|
|
|
$
|
8,644
|
|
|
$
|
6,335
|
|
|
Six Months Ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
8,321
|
|
|
$
|
6,318
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization expense
|
7,828
|
|
|
6,586
|
|
||
Bad debt expense
|
106
|
|
|
333
|
|
||
Loss on disposal of property and equipment
|
39
|
|
|
4
|
|
||
Stock-based compensation
|
10,019
|
|
|
8,257
|
|
||
Amortization of premiums and accretion of discounts on investments
|
390
|
|
|
324
|
|
||
Excess tax benefits from stock-based compensation
|
(3,713
|
)
|
|
(191
|
)
|
||
Deferred income taxes
|
(85
|
)
|
|
3,064
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
1,833
|
|
|
(1,892
|
)
|
||
Prepaid expenses and other assets
|
(83
|
)
|
|
(534
|
)
|
||
Accounts payable
|
(2
|
)
|
|
(4,619
|
)
|
||
Accrued liabilities
|
4,886
|
|
|
1,846
|
|
||
Deferred revenues
|
4,237
|
|
|
5,911
|
|
||
Other noncurrent liabilities
|
685
|
|
|
143
|
|
||
Net cash provided by operating activities
|
34,461
|
|
|
25,550
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Purchases of investments
|
(87,364
|
)
|
|
(61,442
|
)
|
||
Sales and maturities of investments
|
75,156
|
|
|
48,214
|
|
||
Purchases of property and equipment
|
(8,966
|
)
|
|
(10,407
|
)
|
||
Capitalized software development costs
|
—
|
|
|
(99
|
)
|
||
Net cash used in investing activities
|
(21,174
|
)
|
|
(23,734
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from exercise of stock options
|
9,496
|
|
|
5,547
|
|
||
Excess tax benefits from stock-based compensation
|
3,713
|
|
|
191
|
|
||
Net cash provided by financing activities
|
13,209
|
|
|
5,738
|
|
||
Net increase in cash and cash equivalents
|
26,496
|
|
|
7,554
|
|
||
Cash and cash equivalents at beginning of period
|
91,698
|
|
|
76,504
|
|
||
Cash and cash equivalents at end of period
|
$
|
118,194
|
|
|
$
|
84,058
|
|
|
|
|
|
||||
Non-cash investing and financing activities:
|
|
|
|
||||
Purchases of property and equipment recorded in accrued liabilities
|
$
|
7,379
|
|
|
$
|
—
|
|
Vesting of early exercised common stock options
|
$
|
—
|
|
|
$
|
11
|
|
NOTE 1.
|
The Company and Summary of Significant Accounting Policies
|
NOTE 2.
|
Fair Value of Financial Instruments
|
|
June 30, 2016
|
||||||||||||||
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Fair Value
|
||||||||
|
(in thousands)
|
||||||||||||||
Cash and cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Cash
|
$
|
69,227
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
69,227
|
|
Money market funds
|
15,228
|
|
|
—
|
|
|
—
|
|
|
15,228
|
|
||||
Commercial paper
|
33,737
|
|
|
2
|
|
|
—
|
|
|
33,739
|
|
||||
Total
|
118,192
|
|
|
2
|
|
|
—
|
|
|
118,194
|
|
||||
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
16,417
|
|
|
2
|
|
|
(1
|
)
|
|
16,418
|
|
||||
Corporate bonds
|
10,728
|
|
|
3
|
|
|
—
|
|
|
10,731
|
|
||||
Asset-backed securities
|
697
|
|
|
—
|
|
|
—
|
|
|
697
|
|
||||
U.S. government agencies
|
68,300
|
|
|
42
|
|
|
(2
|
)
|
|
68,340
|
|
||||
Total
|
96,142
|
|
|
47
|
|
|
(3
|
)
|
|
96,186
|
|
||||
Long-term investments:
|
|
|
|
|
|
|
|
||||||||
Asset-backed securities
|
6,222
|
|
|
7
|
|
|
—
|
|
|
6,229
|
|
||||
U.S. government agencies
|
31,395
|
|
|
83
|
|
|
—
|
|
|
31,478
|
|
||||
Corporate bonds
|
8,817
|
|
|
12
|
|
|
(2
|
)
|
|
8,827
|
|
||||
Total
|
46,434
|
|
|
102
|
|
|
(2
|
)
|
|
46,534
|
|
||||
Total
|
$
|
260,768
|
|
|
$
|
151
|
|
|
$
|
(5
|
)
|
|
$
|
260,914
|
|
|
December 31, 2015
|
||||||||||||||
|
Amortized Cost
|
|
Unrealized Gains
|
|
Unrealized Losses
|
|
Fair Value
|
||||||||
|
(in thousands)
|
||||||||||||||
Cash and cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Cash
|
$
|
61,372
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
61,372
|
|
Money market funds
|
3,980
|
|
|
—
|
|
|
—
|
|
|
3,980
|
|
||||
U.S. government agencies
|
8,999
|
|
|
1
|
|
|
—
|
|
|
9,000
|
|
||||
Commercial paper
|
17,345
|
|
|
1
|
|
|
—
|
|
|
17,346
|
|
||||
Total
|
91,696
|
|
|
2
|
|
|
—
|
|
|
91,698
|
|
||||
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
10,447
|
|
|
1
|
|
|
—
|
|
|
10,448
|
|
||||
Corporate bonds
|
12,448
|
|
|
—
|
|
|
(13
|
)
|
|
12,435
|
|
||||
U.S. government agencies
|
64,422
|
|
|
3
|
|
|
(40
|
)
|
|
64,385
|
|
||||
Total
|
87,317
|
|
|
4
|
|
|
(53
|
)
|
|
87,268
|
|
||||
Long-term investments:
|
|
|
|
|
|
|
|
||||||||
Asset-backed securities
|
7,007
|
|
|
—
|
|
|
(18
|
)
|
|
6,989
|
|
||||
U.S. government agencies
|
32,683
|
|
|
—
|
|
|
(142
|
)
|
|
32,541
|
|
||||
Corporate bonds
|
3,751
|
|
|
—
|
|
|
(4
|
)
|
|
3,747
|
|
||||
Total
|
43,441
|
|
|
—
|
|
|
(164
|
)
|
|
43,277
|
|
||||
Total
|
$
|
222,454
|
|
|
$
|
6
|
|
|
$
|
(217
|
)
|
|
$
|
222,243
|
|
|
Unrealized Gain (Loss) on Investments
|
||
Balance at December 31, 2015
|
$
|
(211
|
)
|
Change in net realized gain (loss) on investments
|
307
|
|
|
Amounts reclassified for net realized gain (loss) included in net income
|
50
|
|
|
Tax effect
|
(34
|
)
|
|
Other comprehensive income
|
323
|
|
|
Balance at June 30, 2016
|
$
|
112
|
|
|
June 30, 2016
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Fair Value
|
||||||||
|
(in thousands)
|
||||||||||||||
Commercial paper
|
$
|
—
|
|
|
$
|
50,157
|
|
|
$
|
—
|
|
|
$
|
50,157
|
|
U.S. government agencies
|
—
|
|
|
99,818
|
|
|
—
|
|
|
99,818
|
|
||||
Corporate bonds
|
—
|
|
|
19,558
|
|
|
—
|
|
|
19,558
|
|
||||
Asset-backed securities
|
—
|
|
|
6,926
|
|
|
—
|
|
|
6,926
|
|
||||
Total
|
$
|
—
|
|
|
$
|
176,459
|
|
|
$
|
—
|
|
|
$
|
176,459
|
|
|
December 31, 2015
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Fair Value
|
||||||||
|
(in thousands)
|
||||||||||||||
Commercial paper
|
$
|
—
|
|
|
$
|
27,794
|
|
|
$
|
—
|
|
|
$
|
27,794
|
|
U.S. government agencies
|
—
|
|
|
105,926
|
|
|
—
|
|
|
105,926
|
|
||||
Corporate bonds
|
—
|
|
|
16,182
|
|
|
—
|
|
|
16,182
|
|
||||
Asset-backed securities
|
—
|
|
|
6,989
|
|
|
—
|
|
|
6,989
|
|
||||
Total
|
$
|
—
|
|
|
$
|
156,891
|
|
|
$
|
—
|
|
|
$
|
156,891
|
|
|
June 30, 2016
|
||||||||||||||
|
Mature within One Year
|
|
After One Year through Two Years
|
|
Over Two Years
|
|
Fair Value
|
||||||||
|
(in thousands)
|
||||||||||||||
Commercial paper
|
$
|
50,157
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
50,157
|
|
U.S. government agencies
|
68,340
|
|
|
31,478
|
|
|
—
|
|
|
99,818
|
|
||||
Corporate bonds
|
12,385
|
|
|
7,173
|
|
|
—
|
|
|
19,558
|
|
||||
Asset-backed securities
|
5,582
|
|
|
1,344
|
|
|
—
|
|
|
6,926
|
|
||||
Total
|
$
|
136,464
|
|
|
$
|
39,995
|
|
|
$
|
—
|
|
|
$
|
176,459
|
|
NOTE 3.
|
Property and Equipment, Net
|
|
June 30,
|
|
December 31,
|
||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
Computer equipment
|
$
|
55,268
|
|
|
$
|
48,192
|
|
Computer software
|
19,243
|
|
|
12,484
|
|
||
Furniture, fixtures and equipment
|
3,155
|
|
|
2,804
|
|
||
Scanner appliances
|
23,917
|
|
|
22,627
|
|
||
Leasehold improvements
|
3,438
|
|
|
3,367
|
|
||
Total property and equipment
|
105,021
|
|
|
89,474
|
|
||
Less: accumulated depreciation and amortization
|
(64,996
|
)
|
|
(58,145
|
)
|
||
Property and equipment, net
|
$
|
40,025
|
|
|
$
|
31,329
|
|
NOTE 4.
|
Goodwill and Intangible Assets, Net
|
|
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||
|
Estimated Lives
|
|
Cost
|
|
Accumulated Amortization
|
|
Net Book Value
|
|
Accumulated Amortization
|
|
Net Book Value
|
||||||||||
Existing technology
|
7 years
|
|
$
|
1,910
|
|
|
$
|
(1,592
|
)
|
|
$
|
318
|
|
|
$
|
(1,456
|
)
|
|
$
|
454
|
|
Patent license
|
14 years
|
|
1,388
|
|
|
(572
|
)
|
|
816
|
|
|
(522
|
)
|
|
866
|
|
|||||
Total intangibles subject to amortization
|
|
|
$
|
3,298
|
|
|
$
|
(2,164
|
)
|
|
1,134
|
|
|
$
|
(1,978
|
)
|
|
1,320
|
|
||
Intangible assets not subject to amortization
|
|
|
|
|
|
|
40
|
|
|
|
|
40
|
|
||||||||
Total intangible assets, net
|
|
|
|
|
|
|
$
|
1,174
|
|
|
|
|
$
|
1,360
|
|
Remainder of 2016
|
$
|
187
|
|
2017
|
282
|
|
|
2018
|
100
|
|
|
2019
|
100
|
|
|
2020
|
100
|
|
|
2021 and thereafter
|
365
|
|
|
Total expected future amortization expense
|
$
|
1,134
|
|
NOTE 5.
|
Commitments and Contingencies
|
Remainder of 2016
|
$
|
2,067
|
|
2017
|
3,089
|
|
|
2018
|
1,544
|
|
|
2019
|
1,143
|
|
|
2020
|
949
|
|
|
2021 and thereafter
|
703
|
|
|
Total minimum lease payments
|
$
|
9,495
|
|
NOTE 6.
|
Stock-based Compensation
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
Cost of revenues
|
$
|
423
|
|
|
$
|
344
|
|
|
$
|
802
|
|
|
$
|
672
|
|
Research and development
|
1,493
|
|
|
1,138
|
|
|
2,788
|
|
|
2,290
|
|
||||
Sales and marketing
|
1,389
|
|
|
980
|
|
|
2,638
|
|
|
1,791
|
|
||||
General and administrative
|
2,017
|
|
|
1,920
|
|
|
3,791
|
|
|
3,504
|
|
||||
Total stock-based compensation
|
$
|
5,322
|
|
|
$
|
4,382
|
|
|
$
|
10,019
|
|
|
$
|
8,257
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||
|
June 30,
|
|
June 30,
|
||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
Expected term (in years)
|
5.0 to 5.9
|
|
4.9 to 5.9
|
|
5.0 to 5.9
|
|
4.9 to 5.9
|
Volatility
|
46%
|
|
46%
|
|
45% to 46%
|
|
46% to 48%
|
Risk-free interest rate
|
1.3%
|
|
1.5% to 1.65%
|
|
1.3%
|
|
1.3% to 1.65%
|
Dividend yield
|
—%
|
|
—%
|
|
—%
|
|
—%
|
|
Outstanding Shares
|
|
Weighted Average Exercise Price
|
|
Weighted Average Remaining Contractual Life (Years)
|
|
Aggregate Intrinsic Value
|
|||||
|
|
|
|
|
|
|
(in thousands)
|
|||||
December 31, 2015
|
7,579,058
|
|
|
$
|
16.88
|
|
|
5.9
|
|
$
|
131,345
|
|
Granted
|
1,807,583
|
|
|
$
|
25.44
|
|
|
|
|
|
||
Exercised
|
(949,337
|
)
|
|
$
|
10.00
|
|
|
|
|
|
||
Canceled
|
(456,894
|
)
|
|
$
|
33.19
|
|
|
|
|
|
||
June 30, 2016
|
7,980,410
|
|
|
$
|
18.70
|
|
|
6.4
|
|
$
|
99,582
|
|
Vested and expected to vest - June 30, 2016
|
7,117,832
|
|
|
$
|
17.52
|
|
|
6.0
|
|
$
|
96,606
|
|
Exercisable - June 30, 2016
|
4,922,644
|
|
|
$
|
12.42
|
|
|
4.7
|
|
$
|
89,245
|
|
|
Outstanding RSUs
|
|
Weighted Average Fair Value Per Share
|
|||
|
|
|
|
|||
December 31, 2015
|
47,500
|
|
|
$
|
37.28
|
|
Granted
|
470,383
|
|
|
$
|
26.07
|
|
Released
|
(6,000
|
)
|
|
$
|
35.33
|
|
Canceled
|
(56,768
|
)
|
|
$
|
34.33
|
|
June 30, 2016
|
455,115
|
|
|
$
|
26.08
|
|
Outstanding and expected to vest
|
288,843
|
|
|
$
|
26.21
|
|
NOTE 7.
|
Other Income (Expense), Net
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
Foreign exchange gain (loss)
|
$
|
(169
|
)
|
|
$
|
27
|
|
|
$
|
(200
|
)
|
|
$
|
(124
|
)
|
Other income (expense)
|
(80
|
)
|
|
(27
|
)
|
|
(118
|
)
|
|
(54
|
)
|
||||
Other expense, net
|
$
|
(249
|
)
|
|
$
|
—
|
|
|
$
|
(318
|
)
|
|
$
|
(178
|
)
|
NOTE 8.
|
Income Taxes
|
NOTE 9.
|
Segment Information and Information about Geographic Area
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
United States
|
$
|
34,190
|
|
|
$
|
28,130
|
|
|
$
|
66,879
|
|
|
$
|
54,470
|
|
Foreign
|
14,276
|
|
|
11,747
|
|
|
27,835
|
|
|
22,900
|
|
||||
Total revenues
|
$
|
48,466
|
|
|
$
|
39,877
|
|
|
$
|
94,714
|
|
|
$
|
77,370
|
|
|
June 30,
|
|
December 31,
|
||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
United States
|
$
|
34,187
|
|
|
$
|
25,623
|
|
Foreign
|
5,838
|
|
|
5,706
|
|
||
Total property and equipment, net
|
$
|
40,025
|
|
|
$
|
31,329
|
|
NOTE 10.
|
Net Income Per Share
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands, except per share data)
|
||||||||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
3,538
|
|
|
$
|
3,316
|
|
|
$
|
8,321
|
|
|
$
|
6,318
|
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares used in computing net income per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
35,120
|
|
|
34,003
|
|
|
34,869
|
|
|
33,889
|
|
||||
Effect of potentially dilutive securities:
|
|
|
|
|
|
|
|
||||||||
Common stock options
|
2,989
|
|
|
4,472
|
|
|
3,107
|
|
|
4,474
|
|
||||
Restricted stock units
|
34
|
|
|
—
|
|
|
12
|
|
|
—
|
|
||||
Diluted
|
38,143
|
|
|
38,475
|
|
|
37,988
|
|
|
38,363
|
|
||||
Net income per share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.10
|
|
|
$
|
0.10
|
|
|
$
|
0.24
|
|
|
$
|
0.19
|
|
Diluted
|
$
|
0.09
|
|
|
$
|
0.09
|
|
|
$
|
0.22
|
|
|
$
|
0.16
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
June 30,
|
|
June 30,
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||||||
Common stock options
|
3,892
|
|
|
424
|
|
|
3,540
|
|
|
305
|
|
Restricted stock units
|
10
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
3,902
|
|
|
424
|
|
|
3,560
|
|
|
305
|
|
•
|
our financial performance, including our revenues, costs, expenditures, growth rates, operating expenses and ability to generate positive cash flow to fund our operations and sustain profitability;
|
•
|
anticipated technology trends, such as the use of cloud solutions;
|
•
|
our ability to adapt to changing market conditions;
|
•
|
economic and financial conditions, including volatility in foreign exchange rates;
|
•
|
our ability to diversify our sources of revenues, including selling additional solutions to our existing customers and our ability to pursue new customers;
|
•
|
the effects of increased competition in our market;
|
•
|
our ability to innovate and enhance our cloud solutions and platform and introduce new solutions;
|
•
|
our ability to effectively manage our growth;
|
•
|
our anticipated investments in sales and marketing, our infrastructure, new solutions, and research and development, and acquisitions;
|
•
|
maintaining and expanding our relationships with channel partners;
|
•
|
our ability to maintain, protect and enhance our brand and intellectual property;
|
•
|
costs associated with defending intellectual property infringement and other claims;
|
•
|
our ability to attract and retain qualified employees and key personnel, including sales and marketing personnel;
|
•
|
our ability to successfully enter new markets and manage our international expansion;
|
•
|
our expectations, assumptions and conclusions related to our provision for income taxes, our deferred tax assets and our effective tax rate; and
|
•
|
other factors discussed in this Quarterly Report on Form 10-Q in the sections titled
“
Risk Factors” and
“
Management
'
s Discussion and Analysis of Financial Condition and Results of Operations.
”
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands, except percentages)
|
||||||||||||||
Adjusted EBITDA
|
$
|
15,744
|
|
|
$
|
13,098
|
|
|
$
|
31,872
|
|
|
$
|
25,075
|
|
Percentage of revenues
|
32
|
%
|
|
33
|
%
|
|
34
|
%
|
|
32
|
%
|
|
Six Months Ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
Free cash flow
|
$
|
25,495
|
|
|
$
|
15,044
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
Net income
|
$
|
3,538
|
|
|
$
|
3,316
|
|
|
$
|
8,321
|
|
|
$
|
6,318
|
|
Other (income) expense, net
|
(40
|
)
|
|
(128
|
)
|
|
(208
|
)
|
|
(51
|
)
|
||||
Provision for income taxes
|
2,214
|
|
|
2,124
|
|
|
5,196
|
|
|
3,965
|
|
||||
Depreciation and amortization of property and equipment
|
3,885
|
|
|
3,306
|
|
|
7,609
|
|
|
6,390
|
|
||||
Amortization of intangible assets
|
109
|
|
|
98
|
|
|
219
|
|
|
196
|
|
||||
Stock-based compensation
|
5,322
|
|
|
4,382
|
|
|
10,019
|
|
|
8,257
|
|
||||
One-time tax related expense
|
716
|
|
|
—
|
|
|
716
|
|
|
—
|
|
||||
Adjusted EBITDA
(1)
|
$
|
15,744
|
|
|
$
|
13,098
|
|
|
$
|
31,872
|
|
|
$
|
25,075
|
|
|
Six Months Ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
Net cash provided by operating activities
|
$
|
34,461
|
|
|
$
|
25,550
|
|
Less:
|
|
|
|
||||
Purchases of property and equipment
|
(8,966
|
)
|
|
(10,407
|
)
|
||
Capitalized software development costs
|
—
|
|
|
(99
|
)
|
||
Free cash flow
|
$
|
25,495
|
|
|
$
|
15,044
|
|
•
|
Adjusted EBITDA does not reflect certain cash and non-cash charges that are recurring;
|
•
|
Adjusted EBITDA does not reflect income tax payments that reduce cash available to us;
|
•
|
Adjusted EBITDA excludes depreciation and amortization of property and equipment and, although these are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future;
|
•
|
Free cash flow does not represent the total increase or decrease in the cash and cash equivalents for the period; and
|
•
|
Other companies, including companies in our industry, may calculate Adjusted EBITDA and free cash flow differently or not at all, which reduces their usefulness as a comparative measure.
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
Condensed Consolidated Statements of Operations data:
|
|
|
|
|
|
|
|
||||||||
Revenues
|
$
|
48,466
|
|
|
$
|
39,877
|
|
|
$
|
94,714
|
|
|
$
|
77,370
|
|
Cost of revenues
(1)
|
10,092
|
|
|
8,157
|
|
|
19,508
|
|
|
16,121
|
|
||||
Gross profit
|
38,374
|
|
|
31,720
|
|
|
75,206
|
|
|
61,249
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
(1)
|
9,143
|
|
|
7,205
|
|
|
16,977
|
|
|
14,355
|
|
||||
Sales and marketing
(1)
|
14,451
|
|
|
12,776
|
|
|
28,384
|
|
|
24,219
|
|
||||
General and administrative
(1)
|
9,068
|
|
|
6,427
|
|
|
16,536
|
|
|
12,443
|
|
||||
Total operating expenses
|
32,662
|
|
|
26,408
|
|
|
61,897
|
|
|
51,017
|
|
||||
Income from operations
|
5,712
|
|
|
5,312
|
|
|
13,309
|
|
|
10,232
|
|
||||
Other income, net
|
40
|
|
|
128
|
|
|
208
|
|
|
51
|
|
||||
Income before income taxes
|
5,752
|
|
|
5,440
|
|
|
13,517
|
|
|
10,283
|
|
||||
Provision for income taxes
|
2,214
|
|
|
2,124
|
|
|
5,196
|
|
|
3,965
|
|
||||
Net income
|
$
|
3,538
|
|
|
$
|
3,316
|
|
|
$
|
8,321
|
|
|
$
|
6,318
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
|
June 30,
|
|
June 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
|
(in thousands)
|
||||||||||||||
Cost of revenues
|
$
|
423
|
|
|
$
|
344
|
|
|
$
|
802
|
|
|
$
|
672
|
|
Research and development
|
1,493
|
|
|
1,138
|
|
|
2,788
|
|
|
2,290
|
|
||||
Sales and marketing
|
1,389
|
|
|
980
|
|
|
2,638
|
|
|
1,791
|
|
||||
General and administrative
|
2,017
|
|
|
1,920
|
|
|
3,791
|
|
|
3,504
|
|
||||
Total stock-based compensation
|
$
|
5,322
|
|
|
$
|
4,382
|
|
|
$
|
10,019
|
|
|
$
|
8,257
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
June 30,
|
|
June 30,
|
||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||
Revenues
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Cost of revenues
|
21
|
|
|
21
|
|
|
21
|
|
|
21
|
|
Gross profit
|
79
|
|
|
79
|
|
|
79
|
|
|
79
|
|
Operating expenses:
|
|
|
|
|
|
|
|
||||
Research and development
|
19
|
|
|
18
|
|
|
18
|
|
|
19
|
|
Sales and marketing
|
30
|
|
|
32
|
|
|
30
|
|
|
31
|
|
General and administrative
|
19
|
|
|
16
|
|
|
17
|
|
|
16
|
|
Total operating expenses
|
68
|
|
|
66
|
|
|
65
|
|
|
66
|
|
Income from operations
|
12
|
|
|
13
|
|
|
14
|
|
|
13
|
|
Other income (expense), net
|
0
|
|
|
0
|
|
|
0
|
|
|
0
|
|
Income before income taxes
|
12
|
|
|
13
|
|
|
14
|
|
|
13
|
|
Provision for income taxes
|
5
|
|
|
5
|
|
|
5
|
|
|
5
|
|
Net income
|
7
|
%
|
|
8
|
%
|
|
9
|
%
|
|
8
|
%
|
|
Three Months Ended
|
|
|
|
|
|||||||||
|
June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
|
(in thousands, except percentages)
|
|||||||||||||
Revenues
|
$
|
48,466
|
|
|
$
|
39,877
|
|
|
$
|
8,589
|
|
|
22
|
%
|
|
Three Months Ended
|
|
|
|
|
|||||||||
|
June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
|
(in thousands, except percentages)
|
|||||||||||||
Cost of revenues
|
$
|
10,092
|
|
|
$
|
8,157
|
|
|
$
|
1,935
|
|
|
24
|
%
|
Percentage of revenues
|
21
|
%
|
|
21
|
%
|
|
|
|
|
|||||
Gross profit percentage
|
79
|
%
|
|
79
|
%
|
|
|
|
|
|
Six Months Ended
|
|
|
|
|
|||||||||
|
June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
|
(in thousands, except percentages)
|
|||||||||||||
Revenues
|
$
|
94,714
|
|
|
$
|
77,370
|
|
|
$
|
17,344
|
|
|
22
|
%
|
|
Six Months Ended
|
|
|
|
|
|||||||||
|
June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
|
(in thousands, except percentages)
|
|||||||||||||
Cost of revenues
|
$
|
19,508
|
|
|
$
|
16,121
|
|
|
$
|
3,387
|
|
|
21
|
%
|
Percentage of revenues
|
21
|
%
|
|
21
|
%
|
|
|
|
|
|||||
Gross profit percentage
|
79
|
%
|
|
79
|
%
|
|
|
|
|
|
Six Months Ended
|
|
|
|
|
|||||||||
|
June 30,
|
|
Change
|
|||||||||||
|
2016
|
|
2015
|
|
$
|
|
%
|
|||||||
|
(in thousands, except percentages)
|
|||||||||||||
Research and development
|
$
|
16,977
|
|
|
$
|
14,355
|
|
|
$
|
2,622
|
|
|
18
|
%
|
Percentage of revenues
|
18
|
%
|
|
19
|
%
|
|
|
|
|
|
Six Months Ended
|
||||||
|
June 30,
|
||||||
|
2016
|
|
2015
|
||||
|
(in thousands)
|
||||||
Cash provided by operating activities
|
$
|
34,461
|
|
|
$
|
25,550
|
|
Cash used in investing activities
|
(21,174
|
)
|
|
(23,734
|
)
|
||
Cash provided by financing activities
|
13,209
|
|
|
5,738
|
|
||
Net increase in cash and cash equivalents
|
$
|
26,496
|
|
|
$
|
7,554
|
|
|
Payment Due by Period
|
|
|
||||||||||||||||
Contractual Obligations
|
Total
|
|
Remainder of 2016
|
|
2017-2018
|
|
2019-2020
|
|
2021 and thereafter
|
||||||||||
|
(in thousands)
|
|
|
||||||||||||||||
Operating lease obligations
(1)
|
$
|
9,495
|
|
|
$
|
2,067
|
|
|
$
|
4,633
|
|
|
$
|
2,092
|
|
|
$
|
703
|
|
Total
|
$
|
9,495
|
|
|
$
|
2,067
|
|
|
$
|
4,633
|
|
|
$
|
2,092
|
|
|
$
|
703
|
|
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1A.
|
Risk Factors
|
•
|
the level of demand for our solutions;
|
•
|
publicity regarding security breaches generally and the level of perceived threats to IT security;
|
•
|
sales and marketing expenses associated with our existing and new products and services;
|
•
|
changes in customer renewals of our solutions;
|
•
|
the extent to which customers subscribe for additional solutions;
|
•
|
seasonal buying patterns of our customers;
|
•
|
the level of perceived threats to IT security;
|
•
|
security breaches, technical difficulties or interruptions with our service;
|
•
|
changes in the growth rate of the IT security and compliance market;
|
•
|
the timing and success of new product or service introductions by us or our competitors or any other changes in the competitive landscape of our industry, including consolidation among our competitors;
|
•
|
the introduction or adoption of new technologies that compete with our solutions;
|
•
|
decisions by potential customers to purchase IT security and compliance products or services from other vendors;
|
•
|
the amount and timing of operating costs and capital expenditures related to the operations and expansion of our business;
|
•
|
the timing of sales commissions relative to the recognition of revenues;
|
•
|
the announcement or adoption of new regulations and policy mandates or changes to existing regulations and policy mandates;
|
•
|
failure of our products and services to operate as designed;
|
•
|
price competition;
|
•
|
the length of our sales cycle for our products and services;
|
•
|
insolvency or credit difficulties confronting our customers, affecting their ability to purchase or pay for our solutions;
|
•
|
changes in foreign currency exchange rates;
|
•
|
general economic conditions, both domestically and in the foreign markets in which we sell our solutions;
|
•
|
future accounting pronouncements or changes in our accounting policies;
|
•
|
our ability to integrate any products or services that we may acquire in the future into our product suite or migrate existing customers of any companies that we may acquire in the future to our products and services;
|
•
|
our effective tax rate;
|
•
|
the timing of expenses related to the development or acquisition of technologies, services or businesses; and
|
•
|
potential goodwill and intangible asset impairment charges associated with acquired businesses.
|
•
|
failure to timely meet market demand for product functionality;
|
•
|
inability to identify and provide intelligence regarding the attacks or techniques used by cyber-attackers;
|
•
|
inability to interoperate effectively with the database technologies, file systems or web applications of our prospective customers;
|
•
|
defects, errors or failures;
|
•
|
delays in releasing our enhancements or new solutions;
|
•
|
negative publicity about their performance or effectiveness;
|
•
|
introduction or anticipated introduction of products by our competitors;
|
•
|
poor business conditions, causing customers to delay IT security and compliance purchases;
|
•
|
easing or changing of external regulations related to IT security and compliance; and
|
•
|
reluctance of customers to purchase cloud solutions for IT security and compliance.
|
•
|
greater brand name recognition;
|
•
|
larger sales and marketing budgets and resources;
|
•
|
broader distribution networks and more established relationships with distributors and customers;
|
•
|
access to larger customer bases;
|
•
|
greater customer support resources;
|
•
|
greater resources to make acquisitions;
|
•
|
greater resources to develop and introduce products that compete with our solutions;
|
•
|
greater resources to meet relevant regulatory requirements; and
|
•
|
substantially greater financial, technical and other resources.
|
•
|
foreign currency exchange fluctuations;
|
•
|
trade and foreign exchange restrictions;
|
•
|
economic or political instability in foreign markets;
|
•
|
greater difficulty in enforcing contracts, accounts receivable collection and longer collection periods;
|
•
|
changes in regulatory requirements;
|
•
|
tax laws (including U.S. taxes on foreign subsidiaries);
|
•
|
difficulties and costs of staffing and managing foreign operations;
|
•
|
the uncertainty and limitation of protection for intellectual property rights in some countries;
|
•
|
costs of compliance with foreign laws and regulations and the risks and costs of non-compliance with such laws and regulations;
|
•
|
costs of complying with U.S. laws and regulations for foreign operations, including the Foreign Corrupt Practices Act, import and export control laws, tariffs, trade barriers, economic sanctions and other regulatory or contractual limitations on our ability to sell our solutions in certain foreign markets, and the risks and costs of non-compliance;
|
•
|
heightened risks of unfair or corrupt business practices in certain geographies and of improper or fraudulent sales arrangements that may impact financial results and result in restatements of, and irregularities in, financial statements;
|
•
|
the potential for political unrest, acts of terrorism, hostilities or war;
|
•
|
management communication and integration problems resulting from cultural differences and geographic dispersion; and
|
•
|
multiple and possibly overlapping tax structures.
|
•
|
pay substantial damages, including treble damages, if we are found to have willfully infringed a third party’s patents or copyrights;
|
•
|
cease making, licensing or using solutions that are alleged to infringe or misappropriate the intellectual property of others;
|
•
|
expend additional development resources to attempt to redesign our solutions or otherwise develop non-infringing technology, which may not be successful;
|
•
|
enter into potentially unfavorable royalty or license agreements in order to obtain the right to use necessary technologies or intellectual property rights; and
|
•
|
indemnify our partners and other third parties.
|
•
|
announcements of new solutions, services or technologies, commercial relationships, acquisitions or other events by us or our competitors;
|
•
|
fluctuations in stock market prices and trading volumes of securities of similar companies;
|
•
|
general market conditions and overall fluctuations in U.S. equity markets;
|
•
|
variations in our operating results, or the operating results of our competitors;
|
•
|
changes in our financial guidance or securities analysts’ estimates of our financial performance;
|
•
|
changes in accounting principles;
|
•
|
sales of large blocks of our common stock, including sales by our executive officers, directors and significant stockholders;
|
•
|
additions or departures of any of our key personnel;
|
•
|
announcements related to litigation;
|
•
|
changing legal or regulatory developments in the United States and other countries; and
|
•
|
discussion of us or our stock price by the financial press and in online investor communities.
|
•
|
authorizing “blank check” preferred stock, which could be issued by the board without stockholder approval and may contain voting, liquidation, dividend and other rights superior to our common stock, which would increase the number of outstanding shares and could thwart a takeover attempt;
|
•
|
a classified board of directors whose members can only be dismissed for cause;
|
•
|
the prohibition on actions by written consent of our stockholders;
|
•
|
the limitation on who may call a special meeting of stockholders;
|
•
|
the establishment of advance notice requirements for nominations for election to our board of directors or for proposing matters that can be acted upon at stockholder meetings; and
|
•
|
the requirement of at least two-thirds of the outstanding capital stock to amend any of the foregoing second through fifth provisions.
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
Item 3.
|
Defaults upon Senior Securities
|
Item 4.
|
Mine Safety Disclosures
|
Item 5.
|
Other Information
|
Item 6.
|
Exhibits
|
|
QUALYS, INC.
|
|
By:
|
/s/ PHILIPPE F. COURTOT
|
|
|
Name: Philippe F. Courtot
|
|
|
Title: Chairman, President and Chief Executive Officer
|
|
|
(principal executive officer)
|
|
|
|
|
By:
|
/s/ MELISSA B. FISHER
|
|
|
Name: Melissa B. Fisher
|
|
|
Title: Chief Financial Officer
|
|
|
(principal financial and accounting officer)
|
Exhibit Number
|
|
Description
|
|
|
|
10.1
|
|
Offer Letter between Qualys and Melissa B. Fisher, dated April 15, 2016 (incorporated herein by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed with the Commission on May 2, 2016).
|
|
|
|
10.2
|
|
Qualys, Inc. Executive Performance Bonus Plan (incorporated herein by reference to Appendix A to the Registrant's Definitive Proxy on Schedule 14A filed with the Commission on April 25, 2016).
|
|
|
|
10.3
|
|
Qualys, Inc. 2016 Corporate Bonus Plan, as amended
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
|
|
|
|
32.1^
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.
|
|
|
|
32.2^
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(b) or Rule 15d-14(b) of the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.
|
|
|
|
101 INS
|
|
XBRL Instance Document
|
|
|
|
101 SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
101 CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
101 DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
101 LAB
|
|
XBRL Taxonomy Extension Labels Linkbase Document.
|
|
|
|
101 PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
^
|
Exhibits 32.1 and 32.2 are being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such exhibits be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise specifically stated in such filing.
|
ASV Growth
|
Payment Percentage
|
Less than 80% of Target ASV Growth
|
0%
|
80% of Target ASV Growth
|
25%
|
85% of Target ASV Growth
|
50%
|
90% of Target ASV Growth
|
75%
|
95% of Target ASV Growth
|
95%
|
Target ASV Growth
|
100%
|
105% of Target ASV Growth
|
105%
|
110% of Target ASV Growth
|
110%
|
115% of Target ASV Growth
|
115%
|
120% of Target ASV Growth
|
120%
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Qualys, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
Date:
|
August 4, 2016
|
|
By:
|
/s/ PHILIPPE F. COURTOT
|
|
Philippe F. Courtot
|
|
|
Chairman, President and Chief Executive Officer
|
||
Qualys, Inc.
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Qualys, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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5.
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The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
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Date:
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August 4, 2016
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By:
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/s/ MELISSA B. FISHER
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Melissa B. Fisher
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Chief Financial Officer
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||
Qualys, Inc.
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Date:
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August 4, 2016
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By:
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/s/ PHILIPPE F. COURTOT
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Philippe F. Courtot
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Chairman, President and Chief Executive Officer
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||
Qualys, Inc.
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Date:
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August 4, 2016
|
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By:
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/s/ MELISSA B. FISHER
|
|
Melissa B. Fisher
|
|
|
Chief Financial Officer
|
||
Qualys, Inc.
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