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What changed in Jamf Holding Corp.'s 10-K — 2022 vs 2023

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Paragraph-level year-over-year comparison of Jamf Holding Corp.'s 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+390 added−562 removedSource: 10-K (2024-02-27) vs 10-K (2023-03-01)

Top changes in Jamf Holding Corp.'s 2023 10-K

390 paragraphs added · 562 removed · 300 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

90 edited+18 added−135 removed68 unchanged
Biggest changeJamf Protect operates across a diverse range of devices and ownership models, whether BYOD, corporate-owned personally enabled, or corporate-owned business-only, empowering end users with their preferred model in a way that protects the business. Jamf Protect also enforces acceptable usage policies to eliminate shadow IT and block risky content and manage data consumption with real-time analytics and granular reporting.
Biggest changeJamf Protect also enforces acceptable usage policies to eliminate shadow IT and block risky content and manage data consumption with real-time analytics and granular reporting. 10 Table of Contents Jamf Business Plan Jamf Business Plan provides customers with the only Apple solution of scale that automates the entire lifecycle of Apple devices, including device deployment, identity and access, management, and security in one bundled purchase.
Students can setup their own device and stay focused with Jamf Student, instructors prepare lesson profiles and communicate with students with Jamf Teacher, and parents help keep homework sessions focused and without distraction with Jamf Parent, which is available on a range of devices, including Apple Watch and Android.
Students can setup their own device and stay focused with Jamf Student, instructors can prepare lesson profiles and communicate with students with Jamf Teacher, and parents can help keep homework sessions focused and without distraction with Jamf Parent, which is available on a range of devices, including Apple Watch and Android.
Accordingly, the challenges we face regarding the GDPR, UK – GDPR, the CPRA, and CCPA will likely also apply to other jurisdictions that adopt regulatory frameworks of equivalent complexity. Accordingly, there are also a number of legislative proposals recently enacted or pending before the U.S.
Accordingly, the challenges we face regarding the GDPR, the UK – GDPR, the CPRA, and the CCPA will likely also apply to other jurisdictions that adopt regulatory frameworks of equivalent complexity. Accordingly, there are also a number of legislative proposals recently enacted or pending before the U.S.
Key capabilities of Jamf Pro include: • providing a seamless initial device deployment, giving companies the ability to choose between a zero-touch experience or offering a more hands-on device enrollment and deployment; • enrolling personally owned devices with support of Apple’s user enrollment workflows, allowing for management of corporate resources while maintaining the user’s personal privacy; • enabling customization of devices beyond configuration profiles, use policies, and scripts for the optimal user experience; • facilitating pre-configuration of user settings before deployment; • providing app management flexibility wherein apps can be made available automatically to users or through an enterprise self-service catalog; • granting users the ability to update software and maintain their own devices through Jamf’s brandable self-service application without an IT help desk ticket; • automating ongoing inventory management, such as automatic collection of hardware, software, and security configuration details from devices, creating custom reports and alerts, and managing software licenses and warranty records; and • securing devices by leveraging native security features, such as encryption, managing device settings and configurations, restricting malicious software, and patching all devices without the need for user interaction.
Key capabilities of Jamf Pro include: • providing a seamless initial device deployment, giving companies the ability to choose between a zero-touch experience or offering a more hands-on device enrollment and deployment; • enrolling personally owned devices with support of Apple’s user enrollment workflows, allowing for management of corporate resources while maintaining the user’s personal privacy; • enabling customization of devices beyond configuration profiles, use policies, and scripts for the optimal user experience; • facilitating pre-configuration of user settings before deployment; • providing app management flexibility wherein apps can be made available automatically to users or through an enterprise self-service catalog; • granting users the ability to update software and maintain their own devices through Jamf’s brandable self-service application without an IT help desk ticket; 9 Table of Contents • automating ongoing inventory management, such as automatic collection of hardware, software, and security configuration details from devices, creating custom reports and alerts, and managing software licenses and warranty records; and • securing devices by leveraging native security features, such as encryption, managing device settings and configurations, restricting malicious software, and patching all devices without the need for user interaction.
Jamf ERGs are recognized and supported inclusion communities led in partnership with our employees. Our ERGs, Families@Jamf, Women@Jamf, Accessibility@Jamf, The Shades of Jamf, PROUD@Jamf, and LatinX@Jamf, are organized on the basis of shared identities, experiences, and/or backgrounds and are open to all employees.
Jamf ERGs are recognized and supported inclusion communities led in partnership with our employees. Our ERGs, Families@Jamf, Women@Jamf, Accessibility@Jamf, The Shades of Jamf, PROUD@Jamf, Veterans@Jamf, and LatinX@Jamf, are organized on the basis of shared identities, experiences, and/or backgrounds and are open to all employees.
For additional information, see “Risk Factors — Risks Associated with Our Business, Operations, and Industry — We are in a highly competitive market, and competitive pressures from existing and new companies, including as a result of consolidation in our market, may harm our business, revenues, growth rates, and market share.” Human Capital Resources Jamf is a culmination of passionate, committed, and bright people who shape our culture and live our core values of Selflessness and Relentless Self Improvement.
For additional information, see “Risk Factors — Risks Associated with Our Business, Operations, and Industry — We are in a highly competitive market, and competitive pressures from existing and new companies, including as a result of consolidation in our market, may harm our business, revenue, growth rates, and market share.” Human Capital Resources Jamf is a culmination of passionate, committed, and bright people who shape our culture and live our core values of Selflessness and Relentless Self Improvement.
Website references in this document are provided for convenience only, and the content on the referenced websites is not incorporated by reference into this report. While we believe that our ESG goals align with our long-term growth strategy and financial and operational priorities, they are aspirational and may change, and there can be no assurance that they will be met.
Website references in this document are provided for convenience only, and the content on the referenced websites is not incorporated by reference into this report. While we believe that our ESG commitments align with our long-term growth strategy and financial and operational priorities, they are aspirational and may change, and there can be no assurance that they will be met.
This community selflessly acts as a resource for existing and potential customers and is also an important asset in providing feature feedback and ideas for our product roadmap. 7 Table of Contents Industry Background Key trends impacting how enterprises use and manage technology to engage employees and drive productivity include: Apple’s democratization of technology Apple is ubiquitous.
This community selflessly acts as a resource for existing and potential customers and is also an important asset in providing feature feedback and ideas for our product roadmap. 6 Table of Contents Industry Background Key trends impacting how enterprises use and manage technology to engage employees and drive productivity include: Apple’s democratization of technology Apple is ubiquitous.
Today, we have become the only company in the world that provides a complete management and security solution for an Apple-first environment that is enterprise secure, consumer simple, and protects personal privacy. Our relationship with Apple has endured and grown to be multi-faceted over the past 21 years.
Today, we have become the only company in the world that provides a complete management and security solution for an Apple-first environment that is enterprise secure, consumer simple, and protects personal privacy. Our relationship with Apple has endured and grown to be multi-faceted over the past 22 years.
Jamf Setup and Jamf Reset are iOS and iPadOS apps that simplify wireless device provisioning and refresh for clinical communications and other frontline work deployments. In all cases, these patented Jamf-based workflows empower people with devices for a purpose, improve user experience, and reduce the typical barriers for IT and IS teams.
Jamf Setup and Jamf Reset are iOS and iPadOS apps that simplify wireless device provisioning and refresh for clinical communications and other frontline work deployments. In all cases, these patented Jamf-based workflows empower people with devices for a purpose, improve user experience, and reduce the typical barriers for IT and InfoSec teams.
Complementing Jamf Nation, we host JNUC, the world’s largest enterprise Apple IT and security administrator conference. With thousands of attendees, publicly streamed keynotes and 150 customer and Jamf-led sessions, we further tap into the power of our passionate customer base and garner significant market attention as the leader in our space.
Complementing Jamf Nation, we host JNUC, the world’s largest enterprise Apple IT and security administrator conference. With thousands of attendees, publicly streamed keynotes, and over 150 customer, partner, and Jamf-led sessions, we further tap into the power of our passionate customer base and garner significant market attention as the leader in our space.
As a result, Apple — the ultimate consumer technology company — has become critically important to enterprise IT organizations. 8 Table of Contents Apple’s momentum in enterprise IT Fueled by Apple’s popularity and the consumerization of IT, Apple devices have gained widespread acceptance across the enterprise, from the executive suite to new hires.
As a result, Apple — the ultimate consumer technology company — has become critically important to enterprise IT organizations. 7 Table of Contents Apple’s momentum in enterprise IT Fueled by Apple’s popularity and the consumerization of IT, Apple devices have gained widespread acceptance across the enterprise, from the executive suite to new hires.
Our global, multi-faceted go-to-market approach, combined with the ability for customers to easily trial our products, has allowed us to build an efficient, high velocity sales model. 22 Table of Contents Marketing A key ingredient to our sales effectiveness and efficiency is our marketing engine.
Our global, multi-faceted go-to-market approach, combined with the ability for customers to easily trial our products, has allowed us to build an efficient, high velocity sales model. 13 Table of Contents Marketing A key ingredient to our sales effectiveness and efficiency is our marketing engine.
In 2010, Apple became a Jamf customer, using our software solution to deploy and secure its fleet of devices internally. For the year ended December 31, 2022, Apple as a customer represented less than 1% of our total revenue. • Apple as a channel partner in education and in retail.
In 2010, Apple became a Jamf customer, using our software solution to deploy and secure its fleet of devices internally. For the year ended December 31, 2023, Apple as a customer represented less than 1% of our total revenue. • Apple as a channel partner in education and in retail.
Through these APIs, customers have created thousands of custom workflow solutions for their own environments, and partners have created and listed over 270 integrations in the Jamf Marketplace — which is a highly curated collection of Apple ecosystem solutions across management, identity, security, and workflow automation.
Through these APIs, customers have created thousands of custom workflow solutions for their own environments, and partners have created and listed over 300 integrations in the Jamf Marketplace — which is a highly curated collection of Apple ecosystem solutions across management, identity, security, and workflow automation.
We 23 Table of Contents offer success planning exercises for our high-tier enterprise customers, and all customers benefit from our health scoring algorithm that uses multiple factors of product usage and company engagement to determine how we can best support their needs.
We offer success planning exercises for our high-tier enterprise customers, and all customers benefit from our health scoring 14 Table of Contents algorithm that uses multiple factors of product usage and company engagement to determine how we can best support their needs.
The iPhone was quickly preferred by many employees for its superior user experience compared to the corporate issued mobile phones controlled by enterprise IT departments. Mass consumer adoption of the iPhone pushed organizations to develop corporate policies that support the use of personal devices for work.
The iPhone was quickly preferred by many employees for its superior user experience compared to the corporate issued mobile phones controlled by enterprise IT departments. Mass consumer adoption of the iPhone pushed organizations to develop corporate policies that supported the use of personal devices for work.
Approximately 25% of our global employee base is dedicated to research and development. Our research and development teams are organized into teams that are focused by product and based principally in Minneapolis, MN, Eau Claire, WI, Katowice, Poland, Brno, Czech Republic, and Tel Aviv, Israel.
Approximately 24% of our global employee base is dedicated to research and development. Our research and development teams are organized into teams that are focused by product and based principally in Minneapolis, MN, Eau Claire, WI, Katowice, Poland, Brno, Czech Republic, and Tel Aviv, Israel.
News and World Report), 8 of the 10 largest U.S. school districts (according to Niche), and 17 of the 20 top U.S. hospitals (according to U.S. News and World Report). Our customer base is highly diversified, with no single end customer representing more than 1% of ARR.
News and World Report), 8 of the 10 largest U.S. school districts (according to Niche), and 16 of the top 20 U.S. hospitals (according to U.S. News and World Report). Our customer base is highly diversified, with no single end customer representing more than 1% of ARR.
See the discussion contained in Part I, Item 1A, “Risk Factors” of this Annual Report on Form 10-K for information regarding how actions by regulatory authorities or changes in legislation and regulation in the jurisdictions in which we operate may have a material adverse effect on our business. Corporate Information Jamf was founded in 2002.
See the discussion contained in Part I, Item 1A, “Risk Factors” of this Annual Report on Form 10-K for information 17 Table of Contents regarding how actions by regulatory authorities or changes in legislation and regulation in the jurisdictions in which we operate may have a material adverse effect on our business. Corporate Information Jamf was founded in 2002.
To complement our direct sales teams, we have a large network of over 500 channel partners globally that resell our products located across the world. These channel partners provide us with expanded market coverage and an efficient way to reach smaller or emerging geographies, providing us with additional sales capacity and the ability to be present in more global markets.
To complement our direct sales teams, we have a large network of over 400 channel partners globally that resell our products across the world. These channel partners provide us with expanded market coverage and an efficient way to reach smaller or emerging geographies, providing us with additional sales capacity and the ability to be present in more global markets.
The implementation of the expanded data protection regulation like the GDPR has led other jurisdictions to either amend, or propose legislation to amend, their existing data privacy and cyber-security laws to resemble all or a portion of the requirements of such expanded regulation (e.g., for purposes of having an adequate level of data protection to facilitate data transfers from the EU) or enact new laws to do the same.
The implementation of the expanded data protection regulation like the GDPR has led other jurisdictions to either amend, or propose legislation to amend, their existing data privacy and cybersecurity laws to resemble all or a portion of the requirements of such expanded regulation (e.g., for purposes of having an adequate level of data protection to facilitate data transfers from the EU) or enact new laws to do the same.
Our customers include many highly recognizable brands and organizations including Apple itself, 9 of the largest 10 Fortune 500 companies, 7 of the top 10 Fortune 500 technology companies, 22 of the 25 most valuable brands (according to the Forbes Most Valuable Brands rankings), the 15 largest U.S. banks (based on total assets according to bankrate.com), the top 10 global universities (according to U.S.
Our customers include many highly recognizable brands and organizations including Apple itself, 8 of the largest 10 Fortune 500 companies, 8 of the top 10 Fortune 500 technology companies, 22 of the 25 most valuable brands (according to the Forbes Most Valuable Brands rankings), the 10 largest U.S. banks (based on total assets according to bankrate.com), the top 15 global universities (according to U.S.
We also scored 82% in the overall engagement index, referring to the state in which employees feel enthusiasm and passion for their roles, which is often characterized by their motivation, effort, and pride.
We also scored 77% in the overall engagement index, referring to the state in which employees feel enthusiasm and passion for their roles, which is often characterized by their motivation, effort, and pride.
Overview We are the standard in managing and securing Apple at work, and we are the only company in the world that provides a complete management and security solution for an Apple-first environment that is designed to be enterprise secure, consumer simple, and protective of personal privacy.
Item 1. Business Overview We are the standard in managing and securing Apple at work, and we are the only company in the world that provides a complete management and security solution for an Apple-first environment that is designed to be enterprise secure, consumer simple, and protective of personal privacy.
To create maximum impact, these campaigns are created and adapted to serve all geographic regions and routes to market. We then accelerate prospects or customers through the buying journey by enabling our sales team and channel partners with a range of product/solution content, internal tools, such as return on investment calculators, competitive intelligence, and case studies.
To create maximum impact, these campaigns are created and adapted to serve all geographic regions and routes to market. We then accelerate prospects or customers through the buying journey by enabling our sales team and channel partners with a range of product/solution content, internal tools, such as ROI calculators, competitive intelligence, and case studies.
Overall, Hobson & Company found that a typical organization could expect a 781% three-year return on investment and a 2.7 month payback period when using Jamf. Our Relationship with Apple Jamf was founded in 2002 with the sole mission of helping organizations succeed with Apple, making it the first Apple-focused device management solution.
Overall, Hobson & Company found that a typical organization could expect a 781% three-year ROI and a 2.7 month payback period when using Jamf. Our Relationship with Apple Jamf was founded in 2002 with the sole mission of helping organizations succeed with Apple, making it the first Apple-focused device management solution.
We believe that by engaging employees, keeping them motivated, and empowering them to make a difference, they find deeper connections to and meaning in their work, which helps us retain top talent and provide a better customer experience. As of December 31, 2022, our voluntary retention rate for employees was 90%.
We believe that by engaging employees, keeping them motivated, and empowering them to make a difference, they find deeper connections to and meaning in their work, which helps us retain top talent and provide a better customer experience. As of December 31, 2023, our voluntary retention rate for employees was 93%.
Additionally, that research found Jamf improved end-user experience, reducing end-user productivity loss due to technical problems by 90% and the time spent on IT help desk tickets by 70%. According to this research, Jamf also helped mitigate risk by reducing the time IT spent remediating incidents and vulnerabilities by 70%.
Additionally, that research found Jamf improved end-user experience, reducing end-user productivity loss due to technical problems by 90% and the time spent on IT help desk tickets by 11 Table of Contents 70%. According to this research, Jamf also helped mitigate risk by reducing the time IT spent remediating incidents and vulnerabilities by 70%.
In 2016, millennials surpassed Generation X to become the single largest generation in the U.S. labor force, according to a 2018 study by the Pew Research Center. Millennials are the first digitally-native generation that has grown up with broadband, smartphones, tablets, laptops, and a massive library of apps through which they interact with the world and each other.
In 2016, millennials surpassed Generation X to become the single largest generation in the U.S. labor force, according to a 2018 study by the Pew Research Center. Millennials and Gen Z are digitally-native generations that have grown up with broadband, smartphones, tablets, laptops, and a massive library of apps through which they interact with the world and each other.
An insubstantial number of our employees are currently subject to collective bargaining agreements. We have not experienced any work stoppages. In 2022, we released our first-ever Purpose and Impact Report, which provides additional information on our key ESG programs, goals, and commitments. Our Purpose and Impact Report is available on the Corporate Responsibility section of our website.
An insubstantial number of our employees are currently subject to collective bargaining agreements. We have not experienced any work stoppages. Our Purpose and Impact Report, which is available on the Corporate Responsibility section of our website, provides additional information on our key ESG programs and commitments.
Users will enjoy a seamless experience when accessing their device and applications by using a single password that is synchronized down to the local-account level, even when the password is changed — keeping employees on task. Jamf Connect transforms how users connect to their corporate identity and therefore provides users with a seamless connection to corporate resources.
Users will enjoy a seamless experience when accessing their device and applications by using a single password that is synchronized down to the local-account level, even when the password is changed — helping keep employees productive. Jamf Connect transforms how users connect to their corporate identity and therefore provides users with a seamless connection to corporate resources.
We strive to provide the best possible support for our customers and maintained a high customer satisfaction score of 9.26 out of 10 in 2022 based on our surveys.
We strive to provide the best possible support for our customers and maintained a high customer satisfaction score of 9.24 out of 10 in 2023 based on our surveys.
We help IT and security teams confidently protect the devices, data, and applications used by their workforce, while providing employees with consumer-simple, privacy-protecting technology. With Jamf’s software, devices can be deployed to employees brand new in the shrink-wrapped box, set up automatically and personalized at first power-on and administered continuously throughout the lifecycle of the device.
We help IT and security teams confidently protect the devices, data, and applications used by their workforce, while providing employees with the powerful and intended Apple experience. With Jamf’s software, devices can be deployed to employees brand new in the shrink-wrapped box, set up automatically and personalized at first power-on and administered continuously throughout the lifecycle of the device.
As of December 31, 2022, our customers include 9 of the largest 10 Fortune 500 companies, 7 of the top 10 Fortune 500 technology companies, 22 of the 25 most valuable brands (according to the Forbes Most Valuable Brands rankings), the 15 largest U.S. banks (based on total assets according to bankrate.com), the top 10 global universities (according to U.S.
As of December 31, 2023, our customers included 8 of the largest 10 Fortune 500 companies, 8 of the top 10 Fortune 500 technology companies, 22 of the 25 most valuable brands (according to the Forbes Most Valuable Brands rankings), the 10 largest U.S. banks (based on total assets according to bankrate.com), the top 15 global universities (according to U.S.
As of December 31, 2022, we had 2,796 employees, of which 1,736 were employed in the U.S. and 1,060 were employed outside of the U.S. In certain countries in which we operate we are subject to, and comply with, local labor law requirements, which automatically make our employees subject to industry-wide collective bargaining agreements.
As of December 31, 2023, we had 2,767 employees, of which 1,665 were employed in the U.S. and 1,102 were employed outside of the U.S. In certain countries in which we operate, we are subject to, and comply with, local labor law requirements, which automatically make our employees subject to industry-wide collective bargaining agreements.
According to a 2022 Gallup study, COVID-accelerated remote work trends have persisted with 78% of remote-capable employed Americans working exclusively or partially remote. Now, the technology experience and the employee experience are synonymous.
According to a 2023 Gallup study, remote work trends have persisted with 80% of remote-capable employed Americans working exclusively or partially remote. Now, the technology experience and the employee experience are synonymous.
As of December 31, 2022, we owned eleven issued U.S. patents and eighteen issued patents in foreign jurisdictions. Excluding any patent term adjustments or patent term extensions, our issued U.S. patents will expire between 2034 and 2042.
As of December 31, 2023, we owned 13 issued U.S. patents and 28 issued patents in foreign jurisdictions. Excluding any patent term adjustments or patent term extensions, our issued U.S. patents will expire between 2034 and 2042.
For the year ended December 31, 2022, Apple as a channel partner facilitated approximately 1% of our bookings. 12 Table of Contents • Mobility Partner Program. In 2014, we became a member of Apple’s Mobility Partner Program, which focuses on solution development and effective go-to-market activities.
For the year ended December 31, 2023, Apple as a channel partner facilitated less than 1% of our bookings. • Mobility Partner Program. In 2014, we became a member of Apple’s Mobility Partner Program, which focuses on solution development and effective go-to-market activities.
Jamf Protect Jamf Protect provides purpose-built endpoint security and MTD for Mac and mobile devices that allows organizations to maintain compliance, defend against the modern threat landscape, and identify and respond to security incidents, giving enterprise security teams unprecedented visibility into their devices, extending Apple’s security and privacy model to the enterprise while upholding the Apple user experience.
Jamf Protect Jamf Protect provides purpose-built endpoint security and MTD for Mac and mobile devices that allows organizations to maintain compliance, defend against the modern threat landscape, and identify and respond to security incidents, giving enterprise security teams unprecedented visibility into their devices.
Jamf Safe Internet also provides network threat prevention, which secures the network from phishing, as well as malware or ransomware attacks. ZecOps ZecOps was acquired by Jamf in November 2022. ZecOps is an ADR solution for mobile devices that gives organizations the ability to extract critical device telemetry.
Jamf Safe Internet also provides network threat prevention, which secures the network from phishing, as well as malware or ransomware attacks. Jamf Executive Threat Protection Jamf Executive Threat Protection is an ADR solution for mobile devices that gives organizations the ability to extract critical device telemetry.
Jamf Private Access ensures that, after a user authenticates into their device, business connections are transparently secured while enabling non-business applications to route directly to the internet, preserving end-user privacy, maintaining the end-user experience without slowing it down, and optimizing secure network infrastructure. This solution works across device ecosystems and signifies Jamf’s expansion into cross-platform capabilities.
Jamf Private Access ensures that, after a user authenticates into their device, business connections are transparently secured while enabling non-business applications to route directly to the internet, preserving end-user privacy, maintaining the end-user experience without slowing it down, and optimizing secure network infrastructure.
Our employee’s passion and drive in leading ERGs contribute to the creation of our inclusive environment, support employees through development and networking opportunities, and support business impact through employee led conversations, special projects and programs, as well as external campaigns in partnership with JNGF and Community Education Initiatives. All of our work is anchored on our Jamf values.
Our employee’s passion and drive in leading ERGs contribute to the creation of our inclusive environment, support employees through development and networking opportunities, and support business impact through employee led conversations, special projects and programs, as well as external campaigns in partnership with our non-profit global foundation, JNGF, and Community Education Initiatives.
It is the most valuable brand in the world according to Forbes, and in 2018, it became the first company to cross a market capitalization of $1 trillion. Apple’s success has been driven by delivering the best user experience to its customers through its innovative combination of hardware, software, and cloud services.
It is the most valuable brand in the world according to Forbes. Apple’s success has been driven by delivering the best user experience to its customers through its innovative combination of hardware, software, and cloud services.
Additionally, in our annual employee engagement survey conducted in October 2022, 87% of over 2,100 participating employees agreed that they would recommend Jamf as a great place to work.
Additionally, in our annual employee engagement survey conducted in September 2023, 86% of over 2,400 participating employees agreed that they would recommend Jamf as a great place to work.
Companies in the software industry or non-practicing entities may own large numbers of patents, copyrights, trademarks, and other intellectual property and proprietary rights, and these companies and entities have, and may in the future, 24 Table of Contents request license agreements, threaten litigation, or file suit against us based on allegations of infringement, misappropriation, or other violations of their intellectual property and proprietary rights.
Companies in the software industry or non-practicing entities may own large numbers of patents, copyrights, trademarks, and other intellectual property and proprietary rights, and these companies and entities have, and may in the future, request license agreements, threaten litigation, or file suit against us based on allegations of infringement, misappropriation, or other violations of their intellectual property and proprietary rights. 15 Table of Contents See “Risk Factors — Risks Related to Our Intellectual Property and IT Systems” for a more comprehensive description of risks related to our intellectual property.
By preserving and enhancing the Apple experience in an enterprise context, we believe we can drive our growth within the current Apple ecosystem as well as fuel further Apple penetration in enterprises, which will extend our opportunity. The key elements of our growth strategy include: • Extend technology leadership through R&D investment and new products.
By preserving and enhancing the Apple experience in an enterprise context, we believe we can drive our growth within the current Apple ecosystem as well as fuel further Apple penetration in enterprises, which should extend our opportunity. The key elements of our growth strategy include: • Helping promote Apple’s growth in the enterprise.
More employees than ever before are working from different locations and on various devices. Organizations need to be able to ensure secure access to company resources as devices are rarely being connected from within a traditional network perimeter.
Included with Jamf Connect is a ZTNA solution that replaces legacy conditional access and VPN technology. More employees than ever before are working from different locations and on various devices. Organizations need to be able to ensure secure access to company resources as devices are rarely being connected from within a traditional network perimeter.
For example, many companies with a remote or hybrid workforce need to ship devices directly from the manufacturer to the end user and have all the enterprise requirements fulfilled without IT ever touching the devices.
Workflows that were once aspirational have become essential elements of the employee and technology experience. For example, many companies with a remote or hybrid workforce need to ship devices directly from the manufacturer to the end user and have all the enterprise requirements fulfilled without IT ever touching the devices.
Sales and Marketing Sales We have a global, multi-faceted go-to-market approach that allows us to efficiently sell to and serve the needs of organizations of varying sizes.
Furthermore, we plan to invest in our products and technology to fulfill the unique needs of the market we target. Sales and Marketing Sales We have a global, multi-faceted go-to-market approach that allows us to efficiently sell to and serve the needs of organizations of varying sizes.
The strength of Jamf’s “land and expand” strategy is evidenced by the approximately 13,500 customers that are now 15 Table of Contents running both a Jamf management and security product as of December 31, 2022 as well as our dollar-based net retention rate of 113% as of December 31, 2022, calculated on a trailing twelve months basis. • Expand global presence.
The strength of Jamf’s “land and expand” strategy is evidenced by the approximately 30,700 customers that are now running both a Jamf management and security product as of December 31, 2023 as well as our dollar-based net retention rate of 108% as of December 31, 2023, calculated on a trailing twelve months basis. • International expansion.
Customers As of December 31, 2022, we had more than 71,000 customers, over 24,000 of which became customers in the last two years, in more than 100 countries and territories.
Customers As of December 31, 2023, we had more than 75,300 customers, over 28,000 of which became customers in the last three years, in more than 100 countries and territories.
As of December 31, 2022, based on employees who chose to identify their gender, approximately 33.6% of our workforce and 38.5% of new hires in 2022 self-identified as women. Women also made up approximately 36.0% of the Jamf management team as of December 31, 2022.
All of our work is anchored on our Jamf values. As of December 31, 2023, based on employees who chose to identify their gender, approximately 33% of our workforce and 46% of new hires in 2023 self-identified as women. Women also made up approximately 37% of the Jamf management team as of December 31, 2023.
This information is then analyzed to identify IOC, which can show 19 Table of Contents when a device has fallen victim to a highly targeted attack. By making it possible to identify compromised devices, organizations are able to quickly respond and remediate, preventing extended exposure.
This information is then analyzed to identify IOC, which can show when a device has fallen victim to a highly targeted attack. By making it possible to identify compromised devices, organizations are able to quickly respond and remediate, preventing extended exposure. We previously referred to Jamf Executive Threat Protection as ZecOps, a business we acquired in 2022.
While the latter category of competitors is Apple-focused, they lack the depth of our platform, and none have grown to a meaningful scale to be considered material competitors.
Given Jamf’s success, several companies are following our approach to delivering an Apple ecosystem vision. While the latter category of competitors is Apple-focused, they lack the depth of our platform, and none have grown to a meaningful scale to be considered material competitors.
For enterprise Apple deployments, the limitations of legacy solutions all add up to higher operational and support costs, greater security vulnerability, lower productivity, and a degraded user experience. While its devices may have higher upfront costs, implementing the full Apple experience results in higher productivity and lower total cost of ownership.
For enterprise Apple deployments, the limitations of legacy solutions all add up to higher operational and support costs, greater security vulnerability, lower productivity, and a degraded user experience.
Jamf also makes it easy to leverage its other solutions within Jamf Now with an enhanced tier of service that offers additional management features as well as compelling security features such as password syncing with cloud identity providers as well as malware prevention, which helps prevent malicious software and other threats from running on Mac devices in an environment.
Jamf also makes it easy to leverage its other solutions within Jamf Now such as password syncing with cloud identity providers, malware prevention which helps prevent malicious software and other threats from running on Mac devices in an environment, and Self Service which connects users to App Store and third-party apps with an on-demand Mac App catalog.
Jamf was founded in 2002, around the same time that Apple was leading an industry transformation. Apple transformed the way people access and utilize technology through its focus on creating a superior consumer experience. With the release of revolutionary products like the Mac, iPod, iPhone, and iPad, Apple built the world’s most valuable brand and became ubiquitous in everyday life.
Jamf was founded in 2002, around the same time that Apple was leading an industry transformation. Apple transformed the way people access and utilize technology through its focus on creating a superior consumer experience.
Jamf School transforms processes that once required IT involvement into dynamic interactions that put the power in the hands of the people who have the greatest impact on meeting each student’s learning needs. Jamf School also engages and connects the student.
Teachers can also start remote lessons within the app, using Apple’s FaceTime or other video conferencing tools. Jamf School transforms processes that once required IT involvement into dynamic interactions that put the power in the hands of the people who have the greatest impact on meeting each student’s learning needs.
Large enterprise providers, such as VMware, Microsoft, and IBM, typically compete with us on one solution (e.g. device management, identity, network security, or endpoint-security) intended for cross-platform use and not specialized for Apple. Given Jamf’s success, several companies are following our approach to delivering an Apple ecosystem vision.
Competition We generally compete with large cross-platform enterprise providers and early stage providers of Apple enterprise solutions. Large enterprise providers, such as VMware, Microsoft, and IBM, typically compete with us on one solution (e.g. device management, identity, network security, or endpoint-security) intended for cross-platform use and not specialized for Apple.
Through our long-standing relationship with Apple, we have accumulated significant Apple technical experience and expertise that give us the ability to fully and quickly leverage and extend the capabilities of Apple products, operating systems, and services. This expertise enables us to fully support new innovations and operating system releases the moment they are made available by Apple.
Through our long-standing relationship with Apple, we have accumulated significant Apple technical experience and expertise that give us the ability to fully and quickly leverage and extend the capabilities of Apple products, operating systems, and services, while protecting devices with our differentiated Apple-first security solutions.
Jamf Now allows customers to set up their own accounts to enroll their devices and immediately benefit regardless of any prior experience with Jamf. Jamf Now facilitates the consistent configuration of devices remotely, provides a 360-degree view of inventory, and remotely enforces passcodes, encryption, installed software, and locking or wiping of devices.
Jamf Now facilitates the consistent configuration of devices remotely, provides a 360-degree view of inventory, and remotely enforces passcodes, encryption, installed software, and locking or wiping of devices.
Apple education became a Jamf channel partner in 2011 and resells Jamf to K-12 and higher education organizations within the U.S. In 2012, Apple expanded its channel relationship by offering Jamf products to businesses through Apple retail, which includes their stores in the U.S. and sales teams that are focused on SMBs.
In 2012, Apple expanded its channel relationship by offering Jamf products to businesses through Apple retail, which includes their stores in the U.S. and sales teams that are focused on SMBs. In 2014, we became a member of Apple’s Mobility Partner Program that focuses on solution development and effective go-to-market activities.
Considering IDC’s estimate of Mac enterprise penetration, we believe there is significant opportunity to fill the gap between how many employees want a Mac and how many currently use one. Rise in remote and hybrid work The COVID-19 pandemic accelerated the need for solutions to empower remote work, distance learning, and telehealth.
Considering IDC’s estimate of Mac enterprise penetration, we believe there is significant opportunity to fill the gap between how many employees want a Mac and how many currently use one. Rise in remote and hybrid work More and more work is being done on mobile devices as hybrid work becomes the norm at many organizations.
Jamf School Jamf School is a purpose-built software solution for educators and is supported by value-add workflow apps that empower teachers to create a focused, active, and personal learning environment. We have a long and successful presence in the education market, dating back to the early 2000s, and we introduced Jamf School in early 2019 following the acquisition of ZuluDesk.
Jamf School Jamf School is a purpose-built software solution for educators and is supported by value-add workflow apps that empower teachers to create a focused, active, and personal learning environment.
In 2022, Great 25 Table of Contents Place to Work ® , a global leader in workplace culture, and Fortune ® magazine named Jamf as one of the year’s 100 Best Companies to Work For ™ and one of the Best Workplaces in Technology ™ .
In 2022, Great Place to Work ® and Fortune ® magazine named Jamf as one of the year’s 100 Best Companies to Work For ™ and 16 Table of Contents one of the Best Workplaces in Technology ™ . These awards are based on the responses of current employees on their employee experience.
This wave of new Mac devices requiring seamless remote access to business apps and resources is causing friction among many enterprise IT support and management teams, which have historically focused more on Windows device management. Macs, of course, are not the entire story around Apple devices in the enterprise.
While the Mac computer was once primarily associated with creative or artistic activities, it now represents a growing share of computers within the enterprise. This wave of new Mac devices requiring seamless remote access to business apps and resources is causing friction among many enterprise IT support and management teams, which have historically focused more on Windows device management.
In response to the consumerization of IT movement, enterprises are transforming digitally to create a more engaged workforce, offering employees consumer-like tools and choice of technology brands. As the competition for talent escalates, we believe technology will play a central role in either improving or degrading the employee experience.
In response to the consumerization of IT movement, enterprises are transforming digitally to create a more engaged workforce, offering employees consumer-like tools to get work done and their choice of technology brands.
Apple, Microsoft, and Google have each introduced device-specific cloud services to automate enterprise IT processes. Fully embracing these cloud services demands specific focus on the respective ecosystem. Legacy solutions do not leverage the native capabilities of Apple and do not deliver the full Apple experience across several key areas, including the following: 9 Table of Contents • Provisioning and deployment.
Apple, Microsoft, and Google have each introduced device-specific cloud services to automate enterprise IT processes. Fully embracing these cloud services demands specific focus on the respective ecosystem.
Apple’s gains in the U.S. have been even more significant, with Apple operating systems now representing over 41% of web traffic in December 2022, compared to 30% for Microsoft and 26% for Google. Over that same period, the market share of Microsoft in the U.S. has declined from 92% to 30%.
According to Statcounter, Apple operating systems comprised 24% of global web traffic (both business and consumer) in December 2023, up from 4% in January 2009. Apple’s gains in the U.S. have been even more significant, with Apple operating systems representing over 41% of web traffic in December 2023, compared to 35% for Microsoft and 20% for Google.
Over this same decade, however, the Mac computer has grown in popularity and market share, further demonstrating that Apple’s increased use is not limited to iOS devices. While the Mac computer was once primarily associated with creative or artistic activities, it now represents a growing share of computers within the enterprise.
The increased use of mobile devices to access the internet is largely responsible for the decline in market share of Windows over the past decade. Over this same decade, however, the Mac computer has grown in popularity and market share, further demonstrating that Apple’s increased use is not limited to iOS devices.
Teachers design lesson templates leveraging content from Apple’s App Store combined with their own teaching materials to 17 Table of Contents meet their curriculum needs to then easily deploy these lessons to students. They can also restrict specific functions during assessments and control what content and resources students have access to on their iPads at a specific time.
Teachers using Jamf School can quickly and easily control all devices in their classroom and design lesson templates leveraging content from Apple’s App Store combined with their own teaching materials to meet their curriculum needs, then easily deploy these lessons to students.
Unlike competitors, our software solutions are Apple-first and Apple-best to preserve and extend the native Apple experience, allowing employees to use their devices as they do in their personal lives, while retaining their privacy and fulfilling IT and Infosec’s enterprise requirements around deployment, access, and security.
Oftentimes, this is not possible as many organizations rely on legacy solutions to administer devices, providing a lackluster experience, or do not give employees a choice of device. Unlike competitors, our software solutions are built Apple-first and Apple-best to preserve and extend the native Apple experience, while fulfilling IT and Infosec’s enterprise requirements around deployment, access, and security.
Millennials demand more from their enterprise IT organizations. They expect to work from anywhere at any time. They expect to be able to collaborate instantly. They expect to have a choice in the technology brand they use. This trend is expected to continue as younger generations continue to enter the workforce and workplace technology continues to directly impact employment decision-making.
Accordingly, millennial and Gen Z workers demand more from their enterprise IT organizations. They expect to work from anywhere at any time. They expect to be able to collaborate instantly. They expect to have a choice in the technology brand they use or have the option to bring their own devices to work.
While this workflow has been used by some organizations in the past to increase IT efficiency and smooth the user experience, it now has become a logistical and scalable advantage for device distribution. In healthcare, providers have used iPads to facilitate virtual inpatient care, serve patients at home, and connect isolated patients with loved ones.
While this workflow has been used by some organizations in the past to increase IT efficiency and smooth the user experience, it now has become a logistical and scalable advantage for device distribution. IT and security teams also need to be able to remotely monitor, track, and secure employee devices.
These and other laws and regulations that may be enacted, or new interpretation of existing laws and regulations, may require us to modify our data processing practices and policies and incur substantial costs to comply. 26 Table of Contents The foregoing description does not include an exhaustive list of the laws and regulations governing or impacting our business.
Congress, various state legislatures, and foreign governments concerning content regulation and data protection that could affect us. These and other laws and regulations that may be enacted, or new interpretation of existing laws and regulations, may require us to modify our data processing practices and policies and incur substantial costs to comply.
Our multi-dimensional go-to-market model and cloud-deployed offering enable us to reach all organizations around the world, large and small, with our software solutions. As a result, we continue to see rapid growth and expansion of our customer base as Apple continues to gain momentum in the enterprise.
We sell our SaaS solutions via a subscription model, through a direct sales force, online, and indirectly via our channel partners, including Apple. Our multi-dimensional go-to-market model and cloud-deployed offering enable us to reach all organizations around the world, large and small, with our software solutions.
We have a large international presence which we intend to continue growing. For the year ended December 31, 2022, approximately 36% of our new subscriptions originated outside of North America, compared to 34% for the prior year.
We have a large international presence which we intend to continue growing. For the year ended December 31, 2023, approximately 35% of our new subscriptions originated outside of North America. We intend to continue making investments in our international sales and marketing channels to take advantage of this market opportunity, while refining our go-to-market approach based on local market dynamics.
Approximately 60% of our bookings were facilitated via our channel partners for the year ended December 31, 2022. One of our notable channel partners is Apple, which, as a channel partner, facilitated approximately 1% of our bookings for the year ended December 31, 2022.
Approximately 57% of our bookings were facilitated via our channel partners for the year ended December 31, 2023. One of our notable channel partners is Apple. Apple education became a Jamf channel partner in 2011 and resells Jamf to K-12 and higher education organizations within the U.S.
For smaller businesses or those with less complex requirements, we provide an online self-service e-commerce model that allows organizations to find products best suited for their needs. This provides an efficient way to introduce smaller organizations to Jamf, with an opportunity for the relationship to grow over time.
We work closely with these various Apple teams across both sales and marketing to develop close relationships and expand our customer base. For smaller businesses or those with less complex requirements, we provide an online self-service e-commerce model that allows organizations to find products best suited for their needs.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeAs a result, our operating results could suffer due to: • any decline in demand for Jamf Pro; • the failure of our other products to achieve market acceptance; • the introduction of products and technologies that serve as a replacement or substitute for, or represent an improvement over, Jamf Pro; • the failure of Jamf Pro to interoperate or integrate with third party software and services; 33 Table of Contents • technological innovations or new standards that Jamf Pro does not address; • sensitivity to current or future prices offered by us or our competitors; and • our inability to release enhanced versions of Jamf Pro on a timely basis.
Biggest changeAs a result, our operating results could suffer due to: • any decline in demand for Jamf Pro; • the failure of our other products to achieve market acceptance; • the introduction of products and technologies that serve as a replacement or substitute for, or represent an improvement over, Jamf Pro; • the failure of Jamf Pro to interoperate or integrate with third-party software and services; • technological innovations or new standards that Jamf Pro does not address; • sensitivity to current or future prices offered by us or our competitors; and • our inability to release enhanced versions of Jamf Pro on a timely basis. 24 Table of Contents Our inability to renew or increase sales of subscriptions to our products or market and sell additional products and functionality, or a decline in prices of our platform subscription levels, would harm our business and operating results more seriously than if we derived more revenue from a greater variety of products.
Companies across all industries and around the globe are facing increasing scrutiny relating to their ESG policies, initiatives, and activities by investors, lenders, customers, government regulators, and other market participants. Regulatory requirements related to ESG have been issued in the E.U., its Member States, and other countries, particularly with respect to climate change, emission reduction, and environmental stewardship.
Companies across all industries and around the globe are facing increasing scrutiny and litigation relating to their ESG policies, initiatives, and activities by investors, lenders, customers, government regulators, and other market participants. Regulatory requirements related to ESG have been issued in the E.U., its Member States, and other countries, particularly with respect to climate change, emission reduction, and environmental stewardship.
Our ability as an organization to acquire and integrate other companies, services, or technologies in a successful manner is not guaranteed. In the future, we may not be able to find suitable acquisition or investment candidates, and we may not be able to complete such acquisitions or investments on favorable terms, if at all.
Our ability as an organization to acquire and integrate or invest in other companies, services, or technologies in a successful manner is not guaranteed. In the future, we may not be able to find suitable acquisition or investment candidates, and we may not be able to complete such acquisitions or investments on favorable terms, if at all.
Cyberattacks, computer malware, viruses, social engineering (including phishing and ransomware attacks), and general hacking are becoming more prevalent and more sophisticated in our industry, and we may in the future become the target of third parties seeking unauthorized access to our confidential or sensitive information or that of our customers.
Cyberattacks, computer malware, viruses, social engineering (including phishing and ransomware attacks), and general hacking are becoming more prevalent and more sophisticated in our industry, and we may in the future become the target of third parties seeking unauthorized access to our confidential or sensitive information or that of our customers or partners.
Among other things: • these provisions allow us to authorize the issuance of undesignated preferred stock, the terms of which may be established and the shares of which may be issued without shareholder approval, and which may include supermajority voting, special approval, dividend, or other rights or preferences superior to the rights of shareholders; • these provisions provide for a classified board of directors with staggered three-year terms; • these provisions provide that, at any time when Vista beneficially owns, in the aggregate, less than 40% in voting power of our stock entitled to vote generally in the election of directors, directors may only be removed for cause, and only by the affirmative vote of holders of at least 66 2∕3% in voting power of all the then-outstanding shares of our stock entitled to vote thereon, voting together as a single class; 57 Table of Contents • these provisions prohibit shareholder action by written consent from and after the date on which Vista beneficially owns, in the aggregate, less than 35% in voting power of our stock entitled to vote generally in the election of directors; • these provisions provide that any amendment, alteration, rescission, or repeal of our bylaws by our shareholders will require the affirmative vote of the holders of at least 66 2∕3% in voting power of all the then-outstanding shares of our stock entitled to vote thereon, voting together as a single class; and • these provisions establish advance notice requirements for nominations for elections to our Board or for proposing matters that can be acted upon by shareholders at shareholder meetings; provided, however, at any time when Vista beneficially owns, in the aggregate, at least 10% in voting power of our stock entitled to vote generally in the election of directors, such advance notice procedure will not apply to it.
Among other things: • these provisions allow us to authorize the issuance of undesignated preferred stock, the terms of which may be established and the shares of which may be issued without shareholder approval, and which may include supermajority voting, special approval, dividend, or other rights or preferences superior to the rights of shareholders; • these provisions provide for a classified board of directors with staggered three-year terms; • these provisions provide that, at any time when Vista beneficially owns, in the aggregate, less than 40% in voting power of our stock entitled to vote generally in the election of directors, directors may only be removed for cause, and only by the affirmative vote of holders of at least 66 2∕3% in voting power of all the then-outstanding shares of our stock entitled to vote thereon, voting together as a single class; • these provisions prohibit shareholder action by written consent from and after the date on which Vista beneficially owns, in the aggregate, less than 35% in voting power of our stock entitled to vote generally in the election of directors; • these provisions provide that any amendment, alteration, rescission, or repeal of our bylaws by our shareholders will require the affirmative vote of the holders of at least 66 2∕3% in voting power of all the then-outstanding shares of our stock entitled to vote thereon, voting together as a single class; and • these provisions establish advance notice requirements for nominations for elections to our Board or for proposing matters that can be acted upon by shareholders at shareholder meetings; provided, however, at any time when Vista beneficially owns, in the aggregate, at least 10% in voting power of our stock entitled to vote generally in the election of directors, such advance notice procedure will not apply to it.
Our customers may merge with other entities who use alternatives to our products and, during weak economic times, there is an increased risk that one or more of our customers will file for bankruptcy protection, either of which may harm our revenue, profitability, and results of operations.
Moreover, our customers may merge with other entities who use alternatives to our products and, during weak economic times, there is an increased risk that one or more of our customers will file for bankruptcy protection, either of which may harm our revenue, profitability, and results of operations.
If our security products fail to detect a security incident, there could potentially be claims against us for such security incident, which could require us to pay damages and could hurt our reputation, whether or not the security incident was the fault of our products.
If our cybersecurity products fail to detect a security incident, there could potentially be claims against us for such security incident, which could require us to pay damages and could hurt our reputation, whether or not the security incident was the fault of our products.
See “— If we fail to maintain, enhance, or protect our brand, our ability to expand our customer base will be impaired and our business, financial condition, and results of operations may suffer” and “— We are in a highly competitive market, and competitive pressures from existing and new companies, including as a result of consolidation in our market, may harm our business, revenues, growth rates, and market share.” We rely, in part, on channel partners for the sale and distribution of our products and, in some instances, for the support of our products.
See “— If we fail to maintain, enhance, or protect our brand, our ability to expand our customer base will be impaired and our business, financial condition, and results of operations may suffer” and “— We are in a highly competitive market, and competitive pressures from existing and new companies, including as a result of consolidation in our market, may harm our business, revenue, growth rates, and market share.” We rely, in part, on channel partners for the sale and distribution of our products and, in some instances, for the support of our products.
In addition, the functionality and popularity of our platform also depends on its interoperability with other third-party operating systems and devices, such as Microsoft and Google.
In addition, the functionality and popularity of our platform also depends on its interoperability with other third-party operating systems, devices, and services, such as Microsoft and Google.
We risk damage to our brand and reputation, impacts to our ability to secure government contracts, or limited access to capital markets and loans if we fail to adapt to, or comply with, investor, lender, customer, or other stakeholder expectations and standards and potential government regulation with respect to ESG matters, including in areas such as diversity and inclusion, environmental stewardship, support for local communities, and corporate governance and transparency.
We risk damage to our brand and reputation, impacts to our ability to secure government contracts, or limited access to capital if we fail to adapt to, or comply with, investor, lender, customer, or other stakeholder expectations and standards and potential government regulation with respect to ESG matters, including in areas such as diversity and inclusion, environmental stewardship, support for local communities, and corporate governance and transparency.
These 31 Table of Contents partnerships may require us to adhere to outside policies, which may be administratively challenging and could result in a decrease in our ability to complete sales. Even if the service provider partner considers us to be an important strategic relationship, internal processes at these large partners are sometimes difficult and time-consuming to navigate.
These partnerships may require us to adhere to outside policies, which may be administratively challenging and could result in a 22 Table of Contents decrease in our ability to complete sales. Even if the service provider partner considers us to be an important strategic relationship, internal processes at these large partners are sometimes difficult and time-consuming to navigate.
If our customers are unsuccessful in addressing these competitive challenges, their businesses may be materially adversely affected, reducing the demand for our services, or decreasing our revenues, each of which could adversely affect our ability to cover fixed costs and our gross profit margins and results of operations. Our sales efforts require considerable time and expense.
If our customers are unsuccessful in addressing these competitive challenges, their businesses may be materially adversely affected, reducing the demand for our services, or decreasing our revenue, each of which could adversely affect our ability to cover fixed costs and our gross profit margins and results of operations. Our sales efforts require considerable time and expense.
Additional factors that may influence the length and variability of our sales cycle include: • the discretionary nature of purchasing and budget cycles and decisions; • impacts on customers’ business, cash flows, and financial condition as a result of macroeconomic conditions; • lengthy purchasing approval processes; • the mix of products considered by our customers; • the industries in which our customers operate; • the evaluation of competing products during the purchasing process; • time, complexity, and expense involved in replacing existing products; • announcements or planned introductions of new products, features, or functionality by our competitors or of new products or offerings by us; and • evolving functionality demands.
Additional factors that may influence the length and variability of our sales cycle include: • the discretionary nature of purchasing and budget cycles and decisions; • impacts on customers’ business, cash flows, and financial condition as a result of macroeconomic conditions; 31 Table of Contents • lengthy purchasing approval processes; • the mix of products considered by our customers; • the industries in which our customers operate; • the evaluation of competing products during the purchasing process; • time, complexity, and expense involved in replacing existing products; • announcements or planned introductions of new products, features, or functionality by our competitors or of new products or offerings by us; and • evolving functionality demands.
These factors include: 39 Table of Contents • recessionary periods in our customers’ markets, including the impact of inflationary conditions on their budgets and financial condition; • the inability of our customers to adapt to rapidly changing technology and evolving industry standards, which may contribute to short product life cycles or shifts in our customers’ strategies; • regulation changes in our customers’ respective industries; • the inability of our customers to develop, market, or gain commercial acceptance of their products, some of which are new and untested; • the potential that our customers’ products become commoditized or obsolete; • loss of business or a reduction in pricing power experienced by our customers; • the emergence of new business models or more popular products and shifting patterns of demand; and • a highly-competitive consumer products industry, which is often subject to shorter product lifecycles, shifting end-user preferences, and higher revenue volatility.
These factors include: • recessionary periods in our customers’ markets; • the impact of inflationary conditions on our customers’ budgets and financial condition; • the inability of our customers to adapt to rapidly changing technology and evolving industry standards, which may contribute to short product life cycles or shifts in our customers’ strategies; • regulation changes in our customers’ respective industries; • the inability of our customers to develop, market, or gain commercial acceptance of their products, some of which are new and untested; • the potential that our customers’ products become commoditized or obsolete; • loss of business or a reduction in pricing power experienced by our customers; • the emergence of new business models or more popular products and shifting patterns of demand; and • a highly-competitive consumer products industry, which is often subject to shorter product lifecycles, shifting end-user preferences, and higher revenue volatility.
In addition, as of December 31, 2022, we had $149.0 million of additional borrowing capacity under our 2020 Revolving Credit Facility. Our indebtedness, or any additional indebtedness we may incur, could require us to divert funds identified for other purposes for debt service and impair our liquidity position.
In addition, as of December 31, 2023, we had $149.0 million of additional borrowing capacity under our 2020 Revolving Credit Facility. Our indebtedness, or any additional indebtedness we may incur, could require us to divert funds identified for other purposes for debt service and impair our liquidity position.
Risk Factor Summary The following summarizes certain of the principal factors that make an investment in our Company speculative or risky: • the impact of adverse general and industry-specific economic and market conditions and reductions in IT spending; • the potential impact of customer dissatisfaction with Apple or other negative events affecting Apple services and devices, and failure of enterprises to adopt Apple products; • the potentially adverse impact of changes in features and functionality by Apple and other third parties on our engineering focus or product development efforts; • changes in our continued relationship with Apple; • the fact that we are not party to any exclusive agreements or arrangements with Apple; 27 Table of Contents • our reliance, in part, on channel partners for the sale and distribution of our products; • our ability to successfully develop new products or materially enhance current products through our research and development efforts; • our ability to continue to attract new customers and maintain and expand our relationships with our current customers; • our ability to correctly estimate market opportunity and forecast market growth; • our ability to effectively manage our future growth; • our dependence on one of our products for a substantial portion of our revenue; • our ability to change our pricing models, if necessary, to compete successfully; • the impact of delays or outages of our cloud services from any disruptions, capacity limitations, or interferences of third-party data centers that host our cloud services, including AWS; • our ability to meet service-level commitments under our subscription agreements; • our ability to maintain, enhance, and protect our brand; • our ability to maintain our corporate culture; • the ability of Jamf Nation to thrive and grow as we expand our business; • the potential impact of inaccurate, incomplete, or misleading content that is posted on Jamf Nation; • our ability to offer high-quality support; • risks and uncertainties associated with acquisitions, divestitures, and strategic investments; • our ability to predict and respond to rapidly evolving technological trends and our customers’ changing needs; • our ability to compete with existing and new companies; • our ability to attract and retain highly qualified personnel; • risks associated with competitive challenges faced by our customers; • the impact of our often long and unpredictable sales cycle; • our ability to effectively expand and develop our sales and marketing capabilities; • the risks associated with free trials and other inbound, lead-generation sales strategies; • the risks associated with indemnity provisions in our contracts; • risks associated with cybersecurity events; • the impact of real or perceived errors, failures, or bugs in our products; • the impact of general disruptions to data transmission; • risks associated with stringent and changing privacy laws, regulations, and standards, and information security policies and contractual obligations related to data privacy and security; 28 Table of Contents • the risks associated with intellectual property infringement, misappropriation, or other claims; • our reliance on third-party software and intellectual property licenses; • our ability to obtain, protect, enforce, and maintain our intellectual property and proprietary rights; • the risks associated with our use of open source software in our products; and • risks related to our indebtedness, including our ability to raise the funds necessary to settle conversions of our convertible senior notes, repurchase our convertible senior notes upon a fundamental change, or repay our convertible senior notes in cash at their maturity.
Risk Factor Summary The following summarizes certain of the principal factors that make an investment in our Company speculative or risky: • the impact of adverse general and industry-specific economic and market conditions and reductions in IT spending; • the potential impact of customer dissatisfaction with Apple or other negative events affecting Apple services and devices, and failure of enterprises to adopt Apple products; • the potentially adverse impact of changes in features and functionality by Apple and other third parties on our engineering focus or product development efforts; • changes in our continued relationship with Apple; • the fact that we are not party to any exclusive agreements or arrangements with Apple; • our reliance, in part, on channel partners for the sale and distribution of our products; 18 Table of Contents • our ability to successfully develop new products or materially enhance current products through our research and development efforts; • our ability to continue to attract new customers and maintain and expand our relationships with our current customers; • our ability to correctly estimate market opportunity and forecast market growth; • our ability to effectively manage our future growth; • our dependence on one of our products for a substantial portion of our revenue; • our ability to change our pricing models, if necessary, to compete successfully; • the impact of delays or outages of our cloud services from any disruptions, capacity limitations, or interferences of third-party data centers that host our cloud services, including AWS; • our ability to meet service-level commitments under our subscription agreements; • our ability to maintain, enhance, and protect our brand; • our ability to attract and retain highly qualified personnel and maintain our corporate culture, including as a result of our recent workforce reduction; • the ability of Jamf Nation to thrive and grow as we expand our business and the potential impact of inaccurate, incomplete, or misleading content that is posted on Jamf Nation; • our ability to offer high-quality support; • risks and uncertainties associated with acquisitions, divestitures, and strategic investments; • our ability to predict and respond to rapidly evolving technological trends and our customers’ changing needs; • our ability to effectively implement, use, and market AI/ML technologies; • our ability to compete with existing and new companies; • risks associated with competitive challenges faced by our customers; • the impact of our often long and unpredictable sales cycle; • our ability to effectively expand and develop our sales and marketing capabilities; • the risks associated with free trials and other inbound, lead-generation sales strategies; • the risks associated with indemnity provisions in our contracts; • risks associated with cybersecurity events; • the impact of real or perceived errors, failures, or bugs in our products; • the impact of general disruptions to data transmission; • risks associated with stringent and changing privacy laws, regulations, and standards, and information security policies and contractual obligations related to data privacy and security; • the risks associated with intellectual property infringement, misappropriation, or other claims; 19 Table of Contents • our reliance on third-party software and intellectual property licenses; • our ability to obtain, protect, enforce, and maintain our intellectual property and proprietary rights; • the risks associated with our use of open source software in our products; and • risks related to our indebtedness, including our ability to raise the funds necessary to settle conversions of our convertible senior notes, repurchase our convertible senior notes upon a fundamental change, or repay our convertible senior notes in cash at their maturity.
While we have security measures in place designed to protect our and our customers’ confidential and sensitive information and prevent data loss, these measures cannot provide absolute security and may not be effective to prevent a security breach, including as a result of employee error, theft, misuse, or malfeasance, third-party actions, unintentional events, or deliberate attacks by cyber criminals, any of which may result in someone obtaining unauthorized access to our customers’ data, our data, our intellectual 41 Table of Contents property, and/or our other confidential or sensitive business information.
While we have security measures in place designed to protect our and our customers’ confidential and sensitive information and prevent data loss, these measures cannot provide absolute security and may not be effective to prevent a security breach, including as a result of employee error, theft, misuse, or malfeasance, third-party actions, unintentional events, or deliberate attacks by cyber criminals, any of which may result in someone obtaining unauthorized access to our customers’ data, our data, our intellectual property, and/or our other confidential or sensitive business information.
We rely upon free trials of our products and other inbound lead-generation strategies to drive our sales and revenue. If these strategies fail to continue to generate sales opportunities or trial users do not convert into paying customers, our business and results of operations would be harmed.
We rely, in part, upon free trials of our products and other inbound lead-generation strategies to drive our sales and revenue. If these strategies fail to continue to generate sales opportunities or trial users do not convert into paying customers, our business and results of operations would be harmed.
We are in a highly competitive market, and competitive pressures from existing and new companies, including as a result of consolidation in our market, may harm our business, revenues, growth rates, and market share. Our products seek to serve multiple markets, and we are subject to competition from a wide and varied field of competitors.
We are in a highly competitive market, and competitive pressures from existing and new companies, including as a result of consolidation in our market, may harm our business, revenue, growth rates, and market share. Our products seek to serve multiple markets, and we are subject to competition from a wide and varied field of competitors.
We devote significant financial and personnel resources to implement and maintain security measures; however, these resources may not be sufficient, and as cyber-security threats develop, evolve, and grow more complex over time, it may be necessary to make significant further investments to protect our data and infrastructure.
We devote significant financial and personnel resources to implement and maintain security measures; however, these resources may not be sufficient, and as cybersecurity threats develop, evolve, and grow more complex over time, it may be necessary to make significant further investments to protect our data and infrastructure.
Accordingly, the effect of significant downturns in sales of our SaaS subscription and support and maintenance contracts may not be fully reflected in our results of operations until future periods. We may be unable to adjust our cost structure to compensate for this potential shortfall in subscription revenues.
Accordingly, the effect of significant downturns in sales of our SaaS subscription and support and maintenance contracts may not be fully reflected in our results of operations until future periods. We may be unable to adjust our cost structure to compensate for this potential shortfall in subscription revenue.
Events and circumstances considered in determining whether the carrying value of amortizable intangible assets and goodwill may not be recoverable include, but are not limited to, significant changes in performance relative to expected operating results, significant changes in the use of the assets, significant negative industry 50 Table of Contents or economic trends, significant impacts to the economy (such as inflationary pressures), or a significant decline in our stock price and/or market capitalization for a sustained period of time.
Events and circumstances considered in determining whether the carrying value of amortizable intangible assets and goodwill may not be recoverable include, but are not limited to, significant changes in performance relative to expected operating results, significant changes in the use of the assets, significant negative industry or economic trends, significant impacts to the economy (such as inflationary pressures), or a significant decline in our stock price and/or market capitalization for a sustained period of time.
Additional risks we may face in connection with such transactions include, among others:: • disruptions to management focus on day-to-day responsibilities and ongoing operations; • inherent uncertainties in valuation models; • reductions in cash available for operations and other uses; • challenges with implementing adequate and appropriate controls, procedures, and policies in acquired businesses; • increased exposure to risks related to foreign operations due to the increase in our employee presence outside the U.S.; • potential difficulties in completing projects associated with in-process research and development of acquired businesses; • retention of key personnel from acquired companies; • changes in relationships with strategic partners or the loss of any key customers or partners as a result of product acquisitions or strategic positioning resulting from any such transaction; • liability for pre-acquisition activity, including intellectual property infringement claims, violations of laws, commercial disputes, tax liabilities, and other known and unknown liabilities; • litigation or other claims resulting from any such transaction, including claims from terminated employees, customers, current and former stockholders, or other third parties; • risks relating to the challenges and costs of closing a transaction, including completion of customary closing conditions for each transaction (such as obtaining applicable regulatory and stockholder approvals); and • failure to achieve the expected benefits of any such transaction, including the need to later divest acquired assets at a loss if a transaction does not meet our expectations.
Additional risks we may face in connection with such transactions include, among others: • disruptions to management focus on day-to-day responsibilities and ongoing operations; • inherent uncertainties in valuation models; • reductions in cash available for operations and other uses; • challenges with implementing adequate and appropriate controls, procedures, and policies in acquired businesses; 28 Table of Contents • increased exposure to risks related to foreign operations due to the increase in our employee presence outside the U.S.; • potential difficulties in completing projects associated with IPR&D of acquired businesses; • retention of key personnel from acquired companies; • changes in relationships with strategic partners or the loss of any key customers or partners as a result of product acquisitions or strategic positioning resulting from any such transaction; • liability for pre-acquisition activity, including intellectual property infringement claims, violations of laws, commercial disputes, tax liabilities, and other known and unknown liabilities; • litigation or other claims resulting from any such transaction, including claims from terminated employees, customers, current and former stockholders, or other third parties; • risks relating to the challenges and costs of closing a transaction, including completion of customary closing conditions for each transaction (such as obtaining applicable regulatory and stockholder approvals); and • failure to achieve the expected benefits of any such transaction, including the need to later divest acquired assets at a loss if a transaction does not meet our expectations.
If our customers do not renew their subscriptions or licenses for our products, or if they 32 Table of Contents reduce their subscription amounts at the time of renewal, our revenue and other results of operations will decline and our business will suffer.
If our customers do not renew their subscriptions or licenses for our products, or if they reduce their subscription amounts at the time of renewal, our revenue and other results of operations will decline and our 23 Table of Contents business will suffer.
We also have several direct contractual relationships with Apple that span all enterprise devices across the Apple ecosystem, including Mac, iPad, iPhone, and Apple TV. Additionally, Apple is a significant reseller of Jamf products, particularly in education. These contractual relationships can be terminated by Apple at any time with limited advance notice to us.
We also have several direct contractual relationships with Apple that span all enterprise devices across the Apple 21 Table of Contents ecosystem, including Mac, iPad, iPhone, and Apple TV. Additionally, Apple is a significant reseller of Jamf products, particularly in education. These contractual relationships can be terminated by Apple at any time with limited advance notice to us.
For example, any incident broadly affecting the interaction of Apple devices with necessary Apple services (e.g., iCloud or Apple push notifications), including any delays or interruptions in such Apple services, could negatively affect our products and solutions.
For example, any incident broadly affecting the interaction of Apple devices with necessary Apple services (for example, iCloud or Apple push notifications), including any delays or interruptions in such Apple services, could negatively affect our products and solutions.
A loss of certain channel partners, a decrease in revenues from certain of these channel partners, or any failure in our channel strategy could adversely affect our business. We rely on channel partners for the sale and distribution of a substantial portion of our products.
A loss of certain channel partners, a decrease in revenue from certain of these channel partners, or any failure in our channel strategy could adversely affect our business. We rely on channel partners for the sale and distribution of a substantial portion of our products.
Our new products and product enhancements could fail to attain sufficient market acceptance for many reasons, including: • the failure to accurately predict market or customer demands; • defects, errors, or failures in the design or performance of our new products or product enhancements; • negative publicity about the performance or effectiveness of our products; • the introduction or anticipated introduction of competing products by our competitors; and • the perceived value of our products or enhancements relative to their cost.
Our new products and product enhancements could fail to attain sufficient market acceptance for many reasons, including: • the failure to accurately predict market or customer demands; • defects, errors, or failures in the design or performance of our new products or product enhancements; 29 Table of Contents • negative publicity about the performance or effectiveness of our products; • the introduction or anticipated introduction of competing products by our competitors; and • the perceived value of our products or enhancements relative to their cost.
We additionally have customers who operate in heavily-regulated organizations who procure our software products both through our partners and directly, and we have made, and may continue to make, significant investments to support future sales opportunities in these sectors. Doing business with government entities presents a variety of risks.
We additionally have customers who operate 38 Table of Contents in heavily-regulated organizations who procure our software products both through our partners and directly, and we have made, and may continue to make, significant investments to support future sales opportunities in these sectors. Doing business with government entities presents a variety of risks.
We establish and protect our intellectual property and proprietary rights, including our proprietary information and technology, through a combination of licensing agreements, third-party nondisclosure agreements, confidentiality procedures, and other contractual provisions, as well as 45 Table of Contents through patent, trademark, trade dress, copyright, trade secret, and other intellectual property laws in the U.S. and similar laws in other countries.
We establish and protect our intellectual property and proprietary rights, including our proprietary information and technology, through a combination of licensing agreements, third-party nondisclosure agreements, confidentiality procedures, and other contractual provisions, as well as through patent, trademark, trade dress, copyright, trade secret, and other intellectual property laws in the U.S. and similar laws in other countries.
We are not restricted under the terms of the 2026 Notes Indenture from incurring additional debt, securing existing or future debt, recapitalizing our debt, or taking a number of other actions that are not limited by the terms of the 2026 Notes Indenture that could have the effect of diminishing 52 Table of Contents our ability to make payments on our debt, including the 2026 Notes, when due.
We are not restricted under the terms of the 2026 Notes Indenture from incurring additional debt, securing existing or future debt, recapitalizing our debt, or taking a number of other actions that are not limited by the terms of the 2026 Notes Indenture that could have the effect of diminishing our ability to make payments on our debt, including the 2026 Notes, when due.
We operate globally and as a result our business and revenues are impacted by global macroeconomic conditions. Global financial developments seemingly unrelated to us or the software industry may harm us.
We operate globally and as a result our business and revenue are impacted by global macroeconomic conditions. Global financial developments seemingly unrelated to us or the software industry may harm us.
The taxing authorities of the jurisdictions in which we operate may challenge our methodologies for pricing intercompany transactions, which are generally required to be computed on an arm’s-length basis pursuant to 48 Table of Contents intercompany arrangements, or disagree with our determinations as to the income and expenses attributable to specific jurisdictions.
The taxing authorities of the jurisdictions in which we operate may challenge our methodologies for pricing intercompany transactions, which are generally required to be computed on an arm’s-length basis pursuant to intercompany arrangements, or disagree with our determinations as to the income and expenses attributable to specific jurisdictions.
Consequently, a shortfall in sales of our SaaS subscription and support and maintenance contracts in any quarter may not significantly reduce our subscription revenues for that quarter but may negatively affect subscription revenues in future quarters.
Consequently, a shortfall in sales of our SaaS subscription and support and maintenance contracts in any quarter may not significantly reduce our subscription revenue for that quarter but may negatively affect subscription revenue in future quarters.
A prolonged disruption, cyber-security event, or any other negative event affecting Apple could lead to customer dissatisfaction and could in turn damage our reputation with current and potential customers, expose us to liability, and cause us to lose customers or otherwise harm our business, financial condition, and results of operations.
A prolonged disruption, cybersecurity event, or any other negative event affecting Apple could lead to customer dissatisfaction and could in turn damage our reputation with current and potential customers, expose us to liability, and cause us to lose customers or otherwise harm our business, financial condition, and results of operations.
We can provide no assurance as to the financial stability or viability of the option counterparties. 54 Table of Contents We may not be able to generate sufficient cash flow to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under such indebtedness, which may not be successful.
We can provide no assurance as to the financial stability or viability of the option counterparties. We may not be able to generate sufficient cash flow to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under such indebtedness, which may not be successful.
In the ordinary course of their business activities, Vista and its affiliates may engage in activities where their interests conflict with our interests or those of our other shareholders, such as investing in or advising businesses that directly or indirectly compete with certain portions of our business or are suppliers or customers of ours.
In the ordinary course of their business activities, Vista and its affiliates may engage in activities 47 Table of Contents where their interests conflict with our interests or those of our other shareholders, such as investing in or advising businesses that directly or indirectly compete with certain portions of our business or are suppliers or customers of ours.
In addition, compliance with complex regulations and contracting provisions in a variety of jurisdictions can be expensive and consume significant management resources. In certain 47 Table of Contents jurisdictions, our ability to win business may be constrained by political and other factors unrelated to our competitive position in the market.
In addition, compliance with complex regulations and contracting provisions in a variety of jurisdictions can be expensive and consume significant management resources. In certain jurisdictions, our ability to win business may be constrained by political and other factors unrelated to our competitive position in the market.
In particular, for so long as Vista continues to own a significant percentage of our stock, Vista will be able to cause or prevent a change of control of us or a change in the 56 Table of Contents composition of our Board, including the selection of the Chair of our Board, and could preclude any unsolicited acquisition of us.
In particular, for so long as Vista continues to own a significant percentage of our stock, Vista will be able to cause or prevent a change of control of us or a change in the composition of our Board, including the selection of the Chair of our Board, and could preclude any unsolicited acquisition of us.
Risks Related to Our Intellectual Property and IT Systems If we or our third-party service providers suffer a cyber-security event, our reputation may be harmed, we may lose customers, and we may incur significant liabilities, any of which would harm our business and operating results.
Risks Related to Our Intellectual Property and IT Systems If we or our third-party service providers suffer a cybersecurity event, our reputation may be harmed, we may lose customers, and we may incur significant liabilities, any of which would harm our business and operating results.
Further, these events could decrease the capital we have available to operate our business. Any or all of these events could harm our business and financial performance. Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.
Further, 40 Table of Contents these events could decrease the capital we have available to operate our business. Any or all of these events could harm our business and financial performance. Our ability to use our net operating losses to offset future taxable income may be subject to certain limitations.
Our revenue recognition model for our SaaS subscription and support and maintenance contracts also makes it difficult for us to rapidly increase our revenues through additional sales in any period, as a significant amount of our revenues are recognized over the applicable agreement term.
Our revenue recognition model for our SaaS subscription and support and maintenance contracts also makes it difficult for us to rapidly increase our revenue through additional sales in any period, as a significant amount of our revenue is recognized over the applicable agreement term.
If we need additional capital and cannot raise it on acceptable terms, or at all, we may not be able to, among other things: • develop and enhance our products; • continue to expand our product development, sales, and marketing organizations; • hire, train, and retain employees; • respond to competitive pressures or unanticipated working capital requirements; or • pursue acquisition opportunities.
If we need additional capital and cannot raise it on acceptable terms, or at all, we may not be able to, among other things: • develop and enhance our products; 46 Table of Contents • continue to expand our product development, sales, and marketing organizations; • hire, train, and retain employees; • respond to competitive pressures or unanticipated working capital requirements; or • pursue acquisition opportunities.
Any of these factors could adversely affect our reputation and/or confidence in Jamf Nation and could have a material adverse effect on our business, results of operations, and financial condition. If we fail to offer high-quality support, our business and reputation could suffer.
Any of these factors could adversely affect our reputation and/or confidence in Jamf Nation and could have a material adverse effect on our business, results of operations, and financial condition. 27 Table of Contents If we fail to offer high-quality support, our business and reputation could suffer.
As a result, we may experience significant fluctuations in our financial and other operating results, including fluctuations in our key metrics. This variability and unpredictability could result in our failing to meet the expectations of 49 Table of Contents securities analysts or investors for any period.
As a result, we may experience significant fluctuations in our financial and other operating results, including fluctuations in our key metrics. This variability and unpredictability could result in our failing to meet the expectations of securities analysts or investors for any period.
We maintain insurance to protect against certain types of claims associated with the use of our products, but our insurance may not adequately cover any such claims and may not continue to be available to us on acceptable terms or at all.
We maintain insurance to 32 Table of Contents protect against certain types of claims associated with the use of our products, but our insurance may not adequately cover any such claims and may not continue to be available to us on acceptable terms or at all.
As a result of these restrictions, we may be: • limited in how we conduct our business; 55 Table of Contents • unable to raise additional debt or equity financing to operate during general economic or business downturns; or • unable to compete effectively or to take advantage of new business opportunities.
As a result of these restrictions, we may be: • limited in how we conduct our business; • unable to raise additional debt or equity financing to operate during general economic or business downturns; or • unable to compete effectively or to take advantage of new business opportunities.
We may also fail to adequately anticipate and prepare for the commercialization of emerging technologies and the development of new markets and applications for our technology and thereby fail to take advantage of new market opportunities or fall behind early movers in 37 Table of Contents those markets.
We may also fail to adequately anticipate and prepare for the commercialization of emerging technologies and the development of new markets and applications for our technology and thereby fail to take advantage of new market opportunities or fall behind early movers in those markets.
Changes in our products or changes in export and import regulations may create delays in the introduction of our products into international markets, prevent our customers with international operations from deploying our products globally, or, in some cases, prevent the export or import of our products to certain countries, governments, or persons altogether.
Changes in our products or changes in export and import regulations may create delays in the introduction of our products into international markets, prevent our customers with international operations from deploying our products globally, 39 Table of Contents or, in some cases, prevent the export or import of our products to certain countries, governments, or persons altogether.
For the year ended December 31, 2022, approximately 60% of our bookings were through channel partners. We anticipate that we will continue to depend on relationships with third parties, such as our channel partners and system integrators, to sell, market, and deploy our products. Identifying partners, and negotiating and documenting relationships with them, requires significant time and resources.
For the year ended December 31, 2023, approximately 57% of our bookings were through channel partners. We anticipate that we will continue to depend on relationships with third parties, such as our channel partners and system integrators, to sell, market, and deploy our products. Identifying partners, and negotiating and documenting relationships with them, requires significant time and resources.
Further, our efforts to enforce our intellectual property and proprietary rights may be met with defenses, counterclaims, and countersuits attacking the validity and enforceability of our intellectual property and proprietary rights, and if such defenses, counterclaims, or countersuits are successful, we could lose valuable intellectual property and proprietary rights.
Further, our efforts to enforce our intellectual property and proprietary rights may be met with defenses, counterclaims, and countersuits attacking the validity and enforceability of our 37 Table of Contents intellectual property and proprietary rights, and if such defenses, counterclaims, or countersuits are successful, we could lose valuable intellectual property and proprietary rights.
If we cannot meet our debt service obligations, the holders of our indebtedness may accelerate such indebtedness and, to the extent such indebtedness is secured, foreclose on our assets. In such an event, we may not have sufficient assets to repay all of our indebtedness.
If we cannot meet our debt 45 Table of Contents service obligations, the holders of our indebtedness may accelerate such indebtedness and, to the extent such indebtedness is secured, foreclose on our assets. In such an event, we may not have sufficient assets to repay all of our indebtedness.
Any damage to, failure of, or interference with our cloud service that is hosted by AWS, or by third-party providers we may utilize in the future, whether as a result of our actions, actions by the third-party data centers, actions by other third parties, or acts of God, could result in interruptions in our cloud service and/or the loss of our or our customers’ data.
Any damage to, failure of, or interference with our cloud service that is hosted by AWS, or by third-party providers we may utilize in the future, whether as a result of our actions, actions by the third-party data centers, actions by other third parties, or catastrophic events, could result in interruptions in our cloud service and/or the loss of our or our customers’ data.
Despite precautions taken at these facilities, the occurrence of a natural disaster, an act of terrorism, war, or other act of malfeasance, a decision to close the facilities without adequate notice, or other unanticipated problems at these facilities could result in lengthy interruptions in our service and the loss of customer data and business.
Despite precautions taken at these facilities, the occurrence of a natural disaster, cybersecurity event, an act of terrorism, war, or other catastrophic event, a decision to close the facilities without adequate notice, or other unanticipated problems at these facilities could result in lengthy interruptions in our service and the loss of customer data and business.
Our operating results and the trading price of our shares may fluctuate in response to 58 Table of Contents the various factors described herein, many of which are beyond our control, which may cause our operating results and the market price and demand for our shares to fluctuate substantially.
Our operating results and the trading price of our shares may fluctuate in response to the various factors described herein, many of which are beyond our control, which may cause our operating results and the market price and demand for our shares to fluctuate substantially.
If we fail to maintain our current relationship and contracts with Apple, our ability to compete and grow our business may be materially impacted. For example, we may not be able to continue to support new Apple innovations and releases at the moment the hardware and software are released.
Our future relationship with Apple is important to our success. If we fail to maintain our current relationship and contracts with Apple, our ability to compete and grow our business may be materially impacted. For example, we may not be able to continue to support new Apple innovations and releases at the moment the hardware and software are released.
Specifically, we did not design and maintain access controls related to maintaining appropriate segregation of duties and user access, as well as controls related to change management over IT program and data changes.
Specifically, we did not design and maintain appropriate access controls related to maintaining appropriate segregation of duties and user access, as well as controls 42 Table of Contents related to change management over IT program and data changes.
A key element of our strategy is to invest significantly in our research and development efforts to develop new products and enhance our existing products to address additional applications and markets. For the year ended December 31, 2022, our research and development expense was approximately 25% of our revenue.
A key element of our strategy is to invest significantly in our research and development efforts to develop new products and enhance our existing products to address additional applications and markets. For the year ended December 31, 2023, our research and development expense was approximately 24% of our revenue.
As a result, a customer may suffer a cyber-security event on its own systems, unrelated to our own, and a malicious actor could obtain access to the customer’s information held on our system.
As a result, a customer may suffer a cybersecurity event on its own systems, unrelated to our own, and a malicious actor could obtain access to the customer’s information held on our system.
In the future, these services may not be available to us on commercially reasonable terms, or at all. If we do not accurately predict our infrastructure capacity requirements, our 43 Table of Contents customers could experience service shortfalls.
In the future, these services may not be available to us on commercially reasonable terms, or at all. If we do not accurately predict our infrastructure capacity requirements, our customers could experience service shortfalls.
In addition, the insurance and incident response capabilities we maintain may not be adequate to cover or mitigate our losses resulting from disasters or other business interruptions.
Further, the insurance and incident response capabilities we maintain may not be adequate to cover or mitigate our losses resulting from disasters or other business interruptions.
Similarly, any cyber-security events affecting Apple devices could result in a disruption to Apple services, regulatory investigations, reputational damage, and a loss of sales and customers for Apple.
Similarly, any cybersecurity events affecting Apple devices could result in a disruption to Apple services, regulatory investigations, reputational damage, and a loss of sales and customers for Apple.
Strategic or financial buyers, including our existing competitors, could acquire one or more of our competitors and provide alternative products that compete more effectively against us.
Strategic or financial buyers, including our existing competitors, could acquire one or more of our competitors 30 Table of Contents and provide alternative products that compete more effectively against us.
Additionally, natural disasters or other catastrophic events may cause damage or disruption to our operations, international commerce, and the global economy, thus harming our business.
In addition, natural disasters or other catastrophic events may cause damage or disruption to our operations, international commerce, and the global economy, thus harming our business.
Therefore, any return on investment in our common stock is solely dependent upon the appreciation of the price of our common stock on the open market, which may not occur.
Therefore, any ROI in our common stock is solely dependent upon the appreciation of the price of our common stock on the open market, which may not occur.
In addition to Vista’s beneficial ownership of 44.1% of our common stock as of December 31, 2022, our certificate of incorporation and bylaws and the DGCL contain provisions that could make it more difficult for a third party to acquire us, even if doing so might be beneficial to our shareholders.
In addition to Vista’s beneficial ownership of 42.8% of our common stock as of December 31, 2023, our certificate of incorporation and bylaws and the DGCL contain provisions that could make it more difficult for a third-party to acquire us, even if doing so might be beneficial to our shareholders.
Risks Related to Ownership of Our Common Stock Vista owns a large portion of our common stock and thus can influence certain of our corporate actions, and its interests may conflict with ours or yours in the future. As of December 31, 2022, Vista beneficially owned approximately 44.1% of our common stock.
Risks Related to Ownership of Our Common Stock Vista owns a large portion of our common stock and thus can influence certain of our corporate actions, and its interests may conflict with ours or yours in the future. As of December 31, 2023, Vista beneficially owned approximately 42.8% of our common stock.
We also expect our operating expenses to increase in future periods, particularly as we continue to invest in research and development and technology infrastructure, expand our operations globally, develop new products and enhancements for existing products, and as we support our operations as we grow and mature as a public company.
We also expect our operating expenses to increase in future periods, particularly as we continue to invest in research and development and technology infrastructure, expand our operations globally, develop new products and enhancements for existing products, and as we support our operations.
Because we have no current plans to pay regular cash dividends on our common stock for the foreseeable future, you may not receive any return on investment unless you sell your common stock for a price greater than that which you paid for it.
Because we have no current plans to pay regular cash dividends on our common stock for the foreseeable future, you may not receive any ROI unless you sell your common stock for a price greater than that which you paid for it. We do not anticipate paying any regular cash dividends on our common stock for the foreseeable future.
The potential issuance of preferred stock may delay or prevent a change in control of us, discouraging bids for our common stock at a premium to the market price, and materially adversely affect the market price and the voting and other rights of the holders of our common stock.
The potential issuance of preferred stock may delay or prevent a change in control of us, discouraging bids for our common stock at a premium to the market price, and materially adversely affect the market price and the voting and other rights of the holders of our common stock. General Risk Factors Catastrophic events may disrupt our business.
Our financial results could also be harmed if customers choose non-Apple products based on cost, availability, user experience, functionality, or other factors. The market for Apple products may not continue to grow, or may grow more slowly than we expect. As a result, enterprise adoption of Apple products may be slower than anticipated.
Our financial results could also be harmed if customers choose non-Apple products based on cost, availability, user experience, functionality, or other factors. The market for Apple products may not continue to grow, or may grow more slowly than we expect.
As of December 31, 2022, we had 123,170,172 shares of our common stock outstanding. All of the shares of common stock sold in our IPO and follow-on offerings are available for sale in the public market. In addition, we have registered shares of common stock that we may issue under our equity compensation plans.
As of December 31, 2023, we had 126,938,102 shares of our common stock outstanding. All of the shares of common stock sold in our IPO and follow-on offerings are available for sale in the public market. In addition, we have registered shares of common stock that we may issue under our equity compensation plans.
Our certificate of incorporation authorizes us to issue one or more series of preferred stock. Our Board has the authority to determine the preferences, limitations, and relative rights of the shares of preferred stock and to fix the number of shares constituting any series and the designation of such series, without any further vote or action by our shareholders.
Our Board has the authority to determine the preferences, limitations, and relative rights of the shares of preferred stock and to fix the number of shares constituting any series and the designation of such series, without any further vote or action by our shareholders.
In the event of a major earthquake, hurricane, or catastrophic event such as fire, power loss, telecommunications failure, cyberattack, war, or terrorist attack, we may be unable to continue our operations and may endure system interruptions, reputational harm, delays in our application development, lengthy interruptions in our products, breaches of data security, and loss of critical data, all of which could adversely affect our business, results of operations, and financial condition.
In the event of a major earthquake, hurricane, or catastrophic event such as fire, power loss, telecommunications failure, cyberattack, war, terrorist attack, or other geopolitical unrest, we may be unable to continue our operations and may endure system interruptions, reputational harm, delays in our application development, lengthy interruptions in our products, breaches of data security, and loss of critical data.
We derive a substantial portion of our revenue from one product. For the year ended December 31, 2022, sales of subscriptions to our Jamf Pro product accounted for approximately 64% of our total revenue. We expect these subscriptions to account for a large portion of our total revenue for the foreseeable future.
For the year ended December 31, 2023, sales of subscriptions to our Jamf Pro product accounted for approximately 60% of our total revenue. We expect these subscriptions to account for a large portion of our total revenue for the foreseeable future.
Even if such a breach is unrelated to our own security programs or practices, or if the customer failed to adequately protect our products, that breach could result in our incurring significant economic and operational costs in investigating, remediating, eliminating, and putting in place additional tools and devices to further protect our customers from their own vulnerabilities, and could also result in reputational harm to us. 42 Table of Contents As a result, the reliability and capacity of our IT systems is critical to our operations and the implementation of our growth initiatives.
Even if such a breach is unrelated to our own security programs or practices, or if the customer failed to adequately protect our products, that breach could result in our incurring significant economic and operational costs in investigating, remediating, eliminating, and putting in place additional tools and devices to further protect our customers from their own vulnerabilities, and could also result in reputational harm to us.
It may be necessary in the future to seek or renew licenses relating to various aspects of our products. We have the expectation, based on experience and standard industry practice, that such licenses generally can be obtained on commercially reasonable terms.
Our products include software and other intellectual property and proprietary rights licensed from third parties. It may be necessary in the future to seek or renew licenses relating to various aspects of our products. We have the expectation, based on experience and standard industry practice, that such licenses generally can be obtained on commercially reasonable terms.
Our business will also be harmed if our customers and potential customers believe our services are unreliable. Additionally, any limitation of the capacity of our third-party data centers could impede our ability to scale, onboard new customers, or expand the usage of existing customers, which could adversely affect our business, financial condition, and results of operations.
Additionally, any limitation of the capacity of our third-party data centers could impede our ability to scale, onboard new customers, or expand the usage of existing customers, which could adversely affect our business, financial condition, and results of operations.
We are closely monitoring for developments related to valid transfer mechanisms available for transferring personal data outside the European Economic Area (including the Trans-Atlantic Data Privacy Framework) and other countries that have similar trans-border data flow requirements and adjusting our practices accordingly.
Data Privacy Framework, there are also legal challenges to that data transfer mechanism. We continue to monitor developments related to valid transfer mechanisms available for transferring personal data outside the European Economic Area (including the Trans-Atlantic Data Privacy Framework) and other countries that have similar trans-border data flow requirements and adjust our practices accordingly.
For all of these reasons and others we cannot anticipate today, we may not be able to compete successfully against our current and future competitors, which could harm our business, results of operations, and financial condition.
For all of these reasons and others we cannot anticipate today, we may not be able to compete successfully against our current and future competitors, which could harm our business, results of operations, and financial condition. Our customers face numerous competitive challenges, which may materially adversely affect their business and ours.

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Item 2. Properties

Properties — owned and leased real estate

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Biggest changeThese additional office locations in the U.S. include Eau Claire, WI; New York City, NY; San Francisco, CA; and Austin, TX. Our international offices are located in Poland, the Netherlands, Australia, Japan, Hong Kong, Taiwan, the UK, Sweden, the Czech Republic, India, and Israel. We believe that our facilities are adequate for our current needs.
Biggest changeThese additional office locations in the U.S. include Eau Claire, WI; New York City, NY; and Austin, TX. Our international offices are located in Poland, the Netherlands, Australia, Japan, Hong Kong, Taiwan, the UK, the Czech Republic, India, and Israel. We believe that our facilities are adequate for our current needs.
Item 2. Properties Our corporate headquarters are in Minneapolis, MN, where we lease 102,937 square feet of office space under a lease that expires in February of 2030. We have additional office locations in the U.S. and in various international countries where we lease a total of 185,645 square feet.
Item 2. Properties Our corporate headquarters are in Minneapolis, MN, where we lease 102,937 square feet of office space under a lease that expires in February of 2030. We have additional office locations in the U.S. and in various international countries where we lease a total of 178,884 square feet.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeThe results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors. Item 4. Mine Safety Disclosures Not applicable. 61 Table of Contents Part II.
Biggest changeThe results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors. Item 4. Mine Safety Disclosures Not applicable. 53 Table of Contents Part II.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeSecurities Authorized for Issuance Under Equity Compensation Plans The information required by this item will be set forth in the Proxy Statement, which will be filed no later than 120 days after the end of our fiscal year ended December 31, 2022 and is incorporated in this Annual Report on Form 10-K by reference. 62 Table of Contents Stock Performance Graph The following performance graph and related information shall not be deemed to be “soliciting material” or to be “filed” for purposes of Section 18 of the Exchange Act, and shall not be incorporated by reference into any document filed by us with the SEC under the Exchange Act or the Securities Act, whether made before or after the date of this Annual Report on Form 10-K, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Biggest changeAny future determination to pay dividends is at the discretion of our Board, subject to compliance with covenants in current and future agreements governing our and our subsidiaries’ indebtedness, and will depend on our results of operations, financial condition, capital requirements, and other factors that our Board may deem relevant. 54 Table of Contents Stock Performance Graph The following performance graph and related information shall not be deemed to be “soliciting material” or to be “filed” for purposes of Section 18 of the Exchange Act, and shall not be incorporated by reference into any document filed by us with the SEC under the Exchange Act or the Securities Act, whether made before or after the date of this Annual Report on Form 10-K, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
The following performance graph and related information shows a comparison of the cumulative total return for our common stock, the S&P 500 Index, and the S&P Information Technology Index between July 22, 2020 (the date our common stock commenced trading on NASDAQ) through December 31, 2022. All values assume an initial investment of $100 and reinvestment of any dividends.
The following performance graph and related information shows a comparison of the cumulative total return for our common stock, the S&P 500 Index, and the S&P 500 Information Technology Index between July 22, 2020 (the date our common stock commenced trading on NASDAQ) through December 31, 2023. All values assume an initial investment of $100 and reinvestment of any dividends.
Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Market Information for Our Common Stock Our common stock trades on the NASDAQ under the symbol “JAMF.” Holders of Record As of December 31, 2022, there were 36 holders of record of our common stock, including Cede & Co, a nominee for DTC, which holds shares of our common stock on behalf of an indeterminate number of beneficial owners.
Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities Market Information for Our Common Stock Our common stock trades on the NASDAQ under the symbol “JAMF.” Holders of Record As of December 31, 2023, there were 28 holders of record of our common stock, including Cede & Co, a nominee for DTC, which holds shares of our common stock on behalf of an indeterminate number of beneficial owners.
The comparisons are based on historical data and are not indicative of, nor intended to forecast, the future performance of our common stock. The closing price of our common stock on December 30, 2022, the last trading day of our 2022 fiscal year, was $21.30. *$100 invested on 7/22/20 in stock or 6/30/20 in index, including reinvestment of dividends.
The comparisons are based on historical data and are not indicative of, nor intended to forecast, the future performance of our common stock. The closing price of our common stock on December 29, 2023, the last trading day of our 2023 fiscal year, was $18.06. *$100 invested on 7/22/20 in stock or 6/30/20 in index, including reinvestment of dividends.
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Any future determination to pay dividends is at the discretion of our Board, subject to compliance with covenants in current and future agreements governing our and our subsidiaries’ indebtedness, and will depend on our results of operations, financial condition, capital requirements, and other factors that our Board may deem relevant.
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Fiscal year ending December 31. Unregistered Sales of Equity Securities We had no sales of unregistered equity securities during the period covered by this Annual Report on Form 10-K that were not previously reported in a Current Report on Form 8-K or Quarterly Report on Form 10-Q.
Removed
Fiscal year ending December 31. Unregistered Sales of Equity Securities We issued an aggregate 711,111 shares o f our common stock (for consideration of $15.1 million based on the closing price of our common stock on November 16, 2022) to various persons and entities as partial consideration for our purchase of ZecOps.
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Issuer Purchases of Equity Securities None. 55 Table of Contents Item 6. [Reserved] 56 Table of Contents
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On the closing date (November 16, 2022), 710,691 shares of this consideration were issued to applicable ZecOps equityholders and 420 shares were issued in a reserve account, subject to the completion of customary shareholder certifications. The reserved shares were subsequently released in January 2023.
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The offer, sale, and issuance of these shares was deemed to be exempt from registration under the Securities Act in reliance on Rule 506 of Regulation D.
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The recipients of the 63 Table of Contents shares acquired them for investment only and not with a view to or for sale in connection with any distribution thereof and appropriate legends were affixed to these shares.
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The recipients were all accredited investors within the meaning of Rule 501 of Regulation D under the Securities Act and had adequate access to information about us. No underwriters or placement agents were involved in this transaction. Issuer Purchases of Equity Securities None. Item 6. [Reserved] 64 Table of Contents

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeIncome Tax (Provision) Benefit Income tax (provision) benefit consists primarily of income taxes related to U.S. federal and state income taxes and income taxes in foreign jurisdictions in which we conduct business. 69 Table of Contents Results of Operations The following table sets forth our consolidated statements of operations data for the periods indicated: Years Ended December 31, 2022 2021 2020 (in thousands) Revenue: Subscription $ 455,007 $ 344,243 $ 248,879 Services 19,025 16,122 14,519 License 4,744 6,023 5,734 Total revenue 478,776 366,388 269,132 Cost of revenue: Cost of subscription (1)(2)(3)(4) (exclusive of amortization expense shown below) 85,479 63,441 39,529 Cost of services (1)(2)(3) (exclusive of amortization expense shown below) 13,816 10,898 10,726 Amortization expense 19,932 16,018 10,753 Total cost of revenue 119,227 90,357 61,008 Gross profit 359,549 276,031 208,124 Operating expenses: Sales and marketing (1)(2)(3)(4) 217,728 148,192 98,885 Research and development (1)(2)(3)(4) 119,906 82,541 52,513 General and administrative (1)(2)(3)(4) 132,562 96,206 51,603 Amortization expense 28,227 25,294 22,575 Total operating expenses 498,423 352,233 225,576 Loss from operations (138,874) (76,202) (17,452) Interest expense, net (538) (2,478) (10,741) Loss on extinguishment of debt — (449) (5,213) Foreign currency transaction loss (2,802) (849) (722) Other income, net — — 91 Loss before income tax benefit (142,214) (79,978) (34,037) Income tax benefit 913 4,789 9,955 Net loss $ (141,301) $ (75,189) $ (24,082) (1) Includes stock-based compensation as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Cost of revenue: Subscription $ 8,854 $ 3,755 $ 732 Services 1,299 594 139 Sales and marketing 33,559 10,938 1,748 Research and development 24,392 10,512 1,533 General and administrative 41,066 10,006 2,591 $ 109,170 $ 35,805 $ 6,743 70 Table of Contents (2) Includes payroll taxes related to stock-based compensation as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Cost of revenue: Subscription $ 293 $ 122 $ — Services 54 24 — Sales and marketing 810 431 — Research and development 429 335 — General and administrative 428 615 — $ 2,014 $ 1,527 $ — (3) Includes depreciation expense as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Cost of revenue: Subscription $ 1,201 $ 1,134 $ 985 Services 170 169 207 Sales and marketing 2,725 2,342 1,966 Research and development 1,610 1,277 1,149 General and administrative 965 835 876 $ 6,671 $ 5,757 $ 5,183 (4) Includes acquisition-related expense as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Cost of revenue: Subscription $ 61 $ 88 $ — Sales and marketing 7 180 — Research and development 912 1,088 — General and administrative 3,663 5,032 5,200 $ 4,643 $ 6,388 $ 5,200 General and administrative also includes acquisition-related earnout of $0.7 million, $6.0 million, and $(1.0) million for the years ended December 31, 2022, 2021, and 2020, respectively.
Biggest changeIncome Tax (Provision) Benefit Income tax (provision) benefit consists primarily of income taxes related to U.S. federal and state income taxes and income taxes in foreign jurisdictions in which we conduct business. 61 Table of Contents Results of Operations The following table sets forth our consolidated statements of operations data for the periods indicated: Years Ended December 31, 2023 2022 2021 (in thousands) Revenue: Subscription $ 543,019 $ 455,007 $ 344,243 Services 16,325 19,025 16,122 License 1,227 4,744 6,023 Total revenue 560,571 478,776 366,388 Cost of revenue: Cost of subscription (1)(2)(3)(4)(5) (exclusive of amortization expense shown below) 98,554 85,479 63,441 Cost of services (1)(2)(3)(4) (exclusive of amortization expense shown below) 13,976 13,816 10,898 Amortization expense 13,529 19,932 16,018 Total cost of revenue 126,059 119,227 90,357 Gross profit 434,512 359,549 276,031 Operating expenses: Sales and marketing (1)(2)(3)(4)(5) 250,757 217,728 148,192 Research and development (1)(2)(3)(4)(5) 134,422 119,906 82,541 General and administrative (1)(2)(3)(4)(5)(6) 135,233 132,562 96,206 Amortization expense 29,349 28,227 25,294 Total operating expenses 549,761 498,423 352,233 Loss from operations (115,249) (138,874) (76,202) Interest income (expense), net 6,526 (538) (2,478) Loss on extinguishment of debt — — (449) Foreign currency transaction gain (loss) 916 (2,802) (849) Loss before income tax (provision) benefit (107,807) (142,214) (79,978) Income tax (provision) benefit (2,279) 913 4,789 Net loss $ (110,086) $ (141,301) $ (75,189) (1) Includes stock-based compensation as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Cost of revenue: Subscription $ 10,229 $ 8,854 $ 3,755 Services 1,386 1,299 594 Sales and marketing 33,127 33,559 10,938 Research and development 23,719 24,392 10,512 General and administrative 32,539 41,066 10,006 $ 101,000 $ 109,170 $ 35,805 62 Table of Contents (2) Includes payroll taxes related to stock-based compensation as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Cost of revenue: Subscription $ 318 $ 293 $ 122 Services 57 54 24 Sales and marketing 1,162 810 431 Research and development 581 429 335 General and administrative 490 428 615 $ 2,608 $ 2,014 $ 1,527 (3) Includes depreciation expense as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Cost of revenue: Subscription $ 1,219 $ 1,201 $ 1,134 Services 168 170 169 Sales and marketing 3,155 2,725 2,342 Research and development 1,814 1,610 1,277 General and administrative 1,064 965 835 $ 7,420 $ 6,671 $ 5,757 (4) Includes acquisition-related expense as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Cost of revenue: Subscription $ — $ 61 $ 88 Services 50 — — Sales and marketing 371 7 180 Research and development 807 912 1,088 General and administrative 6,133 3,663 5,032 $ 7,361 $ 4,643 $ 6,388 (5) Includes system transformation costs as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Cost of revenue: Subscription $ 51 $ — $ — Sales and marketing 174 — — Research and development 12 — — General and administrative 4,596 — — $ 4,833 $ — $ — 63 Table of Contents (6) General and administrative also includes the following: Years Ended December 31, 2023 2022 2021 (in thousands) Acquisition-related earnout $ — $ 694 $ 6,037 Offering costs — 124 594 Restructuring charges 1,393 — — Legal settlements and other non-recurring litigation costs 559 — 5,000 The following table sets forth our consolidated statements of operations data expressed as a percentage of total revenue for the periods indicated: Years Ended December 31, 2023 2022 2021 (as a percentage of total revenue) Revenue: Subscription 97 % 95 % 94 % Services 3 4 4 License — 1 2 Total revenue 100 100 100 Cost of revenue: Cost of subscription (exclusive of amortization expense shown below) 18 18 17 Cost of services (exclusive of amortization expense shown below) 2 3 3 Amortization expense 2 4 5 Total cost of revenue 22 25 25 Gross profit 78 75 75 Operating expenses: Sales and marketing 45 45 40 Research and development 24 25 23 General and administrative 24 28 26 Amortization expense 6 6 7 Total operating expenses 99 104 96 Loss from operations (21) (29) (21) Interest income (expense), net 1 — (1) Loss on extinguishment of debt — — — Foreign currency transaction gain (loss) — (1) — Loss before income tax (provision) benefit (20) (30) (22) Income tax (provision) benefit — — 1 Net loss (20) % (30) % (21) % A discussion regarding our results of operations for the year ended December 31, 2023 compared to the year ended December 31, 2022 is presented below.
We believe our ability to retain and expand usage of our software solutions by our existing customer base is evidenced by our dollar-based net retention rate. Sustain product innovation and technology leadership . Our success is dependent on our ability to sustain product innovation and technology leadership in order to maintain our competitive advantage.
We believe our ability to retain and expand usage of our software solutions by our existing customer base is evidenced by our dollar-based net retention rate. Product innovation and technology leadership . Our success is dependent on our ability to sustain product innovation and technology leadership in order to maintain our competitive advantage.
We also intend to continue to invest in our research and development team to develop new and improved products, features, and functionality. Although these investments may increase our operating expenses and, as a result, adversely affect our operating results in the near term, we believe they will contribute to our long-term growth. Continue international expansion.
We also intend to continue to invest in our research and development team to develop new and improved products, features, and functionality. Although these investments may increase our operating expenses and, as a result, adversely affect our operating results in the near term, we believe they will contribute to our long-term growth. International expansion.
Future Liquidity and Capital Resource Requirements We believe our cash and cash equivalents, the 2020 Revolving Credit Facility, and cash provided by sales of our software solutions and services will be sufficient to meet our working capital and capital expenditure needs, debt service requirements for at least the next 12 months, and other known long-term cash requirements.
Future Liquidity and Capital Resource Requirements We believe our cash and cash equivalents, the 2020 Revolving Credit Facility, and cash provided by sales of our software solutions and services will be sufficient to meet our working capital and capital expenditure needs, debt service requirements for at least the next 12 months, as well as other known long-term cash requirements.
Our high dollar-based net retention rates are primarily attributable to an expansion of devices and our ability to cross-sell our new solutions to our installed customer base. 67 Table of Contents Components of Results of Operations Revenue We recognize revenue under ASC 606 when or as performance obligations are satisfied.
Our high dollar-based net retention rates are primarily attributable to an expansion of devices and our ability to cross-sell our new solutions to our installed customer base. 59 Table of Contents Components of Results of Operations Revenue We recognize revenue under ASC 606 when or as performance obligations are satisfied.
License revenue consists of revenue from on-premise perpetual licenses of our Jamf Pro product sold primarily to existing customers. We recognize license revenue upfront, assuming all revenue recognition criteria are satisfied. We expect license revenue to decrease because sales to new customers are primarily cloud-based subscription arrangements and therefore reflected in subscription revenue. Services.
License revenue consists of revenue from on-premise perpetual licenses of our Jamf Pro product sold primarily to existing customers. We recognize license revenue upfront, assuming all revenue recognition criteria are satisfied. We expect license revenue to decrease because sales to new customers are primarily cloud-based subscription arrangements and therefore reflected in subscription revenue. Cost of Revenue Cost of subscription.
In 2022, ARR is calculated on a constant currency basis using a rate that estimates the exchange rate at the beginning of the year. ARR does not have any standardized meaning and is therefore unlikely to be comparable to similarly titled measures presented by other companies.
ARR is calculated on a constant currency basis using a rate that estimates the exchange rate at the beginning of the year. ARR does not have any standardized meaning and is therefore unlikely to be comparable to similarly titled measures presented by other companies.
Our future success is dependent on our ability to successfully develop, market, and sell additional products to both new and existing customers. For example, we announced our BYOD solution in March 2022 to help organizations manage and secure personally owned devices that employees bring to work, while upholding employee personal privacy. Continue investment in growth.
Our future success is dependent on our ability to successfully develop, market, and sell additional products to both new and existing customers. For example, we announced our BYOD solution in March 2022 to help organizations manage and secure personally owned devices that employees bring to work, while upholding employee personal privacy.
Often our customers will begin with a small deployment and then 65 Table of Contents later expand their usage more broadly within the enterprise as they realize the benefits of our platform. We believe that our “land and expand” business model allows us to efficiently increase revenue from our existing customer base.
Often our customers will begin with a small deployment and then later expand their usage more broadly within the enterprise as they realize the benefits of our platform. We believe that our “land and expand” business model allows us to efficiently increase revenue from our existing customer base.
Revenue is recognized as the services are performed. We expect services revenue to decrease as a percentage of total revenue as the demand for our services is not expected to grow at the same rate as the demand for our subscription solutions. Cost of Revenue Cost of subscription.
Revenue is recognized as the services are performed. We expect services revenue to decrease as a percentage of total revenue as the demand for our services is not expected to grow at the same rate as the demand for our subscription solutions. License.
Recent Accounting Pronouncements For a description of our recently adopted accounting pronouncements and recently issued accounting standards not yet adopted, see “Note 2 — Summary of significant accounting policies” to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K. 83 Table of Contents
Recent Accounting Pronouncements For a description of our recently adopted accounting pronouncements and recently issued accounting standards not yet adopted, see “Note 2 — Summary of significant accounting policies” to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
Refer to “Note 2 — Summary of significant accounting policies” to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for more detailed information regarding our critical accounting policies. Revenue recognition We derive revenue from the sales of SaaS subscriptions, support and maintenance contracts, software licenses, and related professional services.
Refer to “Note 2 — Summary of significant accounting policies” to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K for more detailed information regarding these and other accounting policies. Revenue recognition We derive revenue from the sales of SaaS subscriptions, support and maintenance contracts, software licenses, and related professional services.
Critical Accounting Estimates Our discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements. The preparation of our financial statements in accordance with GAAP requires us to make estimates and 80 Table of Contents assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses.
Critical Accounting Estimates Our discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements. The preparation of our financial statements in accordance with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses.
We intend to continue to invest in enhancing awareness of our software solutions, creating additional use cases, and developing more products, features, and functionality, which we believe are important factors to expand usage of our software solutions by our existing customer base.
We intend to continue to invest in enhancing awareness of our software solutions, creating additional use cases, and developing more products, features, and functionality, which we believe are important factors to expand usage of our software solutions by our existing customer 57 Table of Contents base.
We will continue to invest in innovation so that we can offer our customers new solutions and enhance our existing solutions. See “Business — Research and Development” for more information. We expect such investment to increase on an absolute dollar basis as our business grows. General and Administrative.
We will continue to invest in innovation so that we can offer our customers new solutions and enhance our existing 60 Table of Contents solutions. See “Business — Research and Development” for more information. We expect such investment to increase on an absolute dollar basis as our business grows. General and administrative.
We expect our sales and marketing expenses to increase on an absolute dollar basis as we expand our sales personnel and marketing efforts. 68 Table of Contents Research and development. Research and development expenses consist primarily of personnel costs and allocated overhead.
We expect our sales and marketing expenses to increase on an absolute dollar basis as we expand our sales personnel and marketing efforts. Research and development. Research and development expenses consist primarily of personnel costs and allocated overhead.
Amortization. Amortization expense consists of amortization of acquired intangible assets. Interest Expense, Net Interest expense, net primarily consists of interest charges and amortization of capitalized issuance costs related to our 2026 Notes, as well as interest income earned on our cash and cash equivalents.
Interest Income (Expense), Net Interest income (expense), net primarily consists of interest charges and amortization of capitalized issuance costs related to our 2026 Notes, as well as interest income earned on our cash and cash equivalents.
With a focus on the user and being the bridge between critical technologies — with Apple and Microsoft as two examples — we feel we can help other market participants deliver more to enterprise users with the power of Jamf.
With a focus on the user and being the bridge between critical technologies — with Apple, Microsoft, AWS, Google, and Okta as examples — we feel we can help other market participants deliver more to enterprise users with the power of Jamf.
We intend to expand our customer base by continuing to make significant and targeted investments in our direct sales and marketing to attract new customers and to drive broader awareness of our software solutions. Maintain customer retention and expand within our customer base.
We intend to expand our customer base by continuing to make significant and targeted investments in our direct sales and marketing to attract new customers and to drive broader awareness of our software solutions. Existing customer retention and expansion.
We define non-GAAP gross profit as gross profit, adjusted for amortization expense, stock-based compensation expense, acquisition-related expense, and payroll taxes related to stock-based compensation.
We define non-GAAP gross profit as gross profit, adjusted for amortization expense, stock-based compensation expense, acquisition-related expense, payroll taxes related to stock-based compensation, and system transformation costs.
In addition, global demand for our platform and the growth of our international operations is dependent upon the rate of market adoption of Apple products in international markets. Enhance our offerings via our partner network.
In addition, global demand for our platform and the growth of our international operations is dependent upon the rate of market adoption of Apple products in international markets. Partner network development.
These factors could result in reductions in IT spending by our existing and prospective customers or in requests to renegotiate existing contracts, defaults on payments due on existing contracts, or non-renewals. In the second half of 2022, as result of macroeconomic uncertainty, some of our customers took a more moderate outlook when planning their future hiring and device growth needs.
These factors could result in reductions in IT spending by our existing and prospective customers or in requests to renegotiate existing contracts, defaults on payments due on existing contracts, or non-renewals. As result of macroeconomic uncertainty, some of our customers have taken a more moderate outlook when planning their future hiring and device growth needs.
Our ARR was $512.5 million and $412.5 million as of December 31, 2022 and 2021, respectively, which is an increase of 24% year-over-year. The growth in our ARR is primarily driven by device expansion, the addition of new customers, and cross-selling additional solutions to our installed customer base.
Our ARR was $588.6 million and $512.5 million as of December 31, 2023 and 2022, respectively, which is an increase of 15% year-over-year. The growth in our ARR is primarily driven by device expansion, cross-selling additional solutions to our installed customer base, and the addition of new customers.
We help IT and security teams confidently protect the devices, data, and applications used by their workforce, while providing employees with consumer-simple, privacy-protecting technology. With Jamf’s software, devices can be deployed to employees brand new in the shrink-wrapped box, set up automatically and personalized at first power-on and administered continuously throughout the lifecycle of the device.
We help IT and security teams confidently protect the devices, data, and applications used by their workforce, while providing employees with the powerful and intended Apple experience. With Jamf’s software, devices can be deployed to employees brand new in the shrink-wrapped box, set up automatically and personalized at first power-on and administered continuously throughout the lifecycle of the device.
A single customer may have multiple Jamf products on a single device, but we still would only count that as one device. The number of devices on our software platform was 30.0 million and 26.1 million as of December 31, 2022 and 2021, respectively, representing a 15% year-over-year growth rate.
A single customer may have multiple Jamf products on a single device, but we still would only count that as one device. The number of devices on our software platform was 32.3 million and 30.0 million as of December 31, 2023 and 2022, respectively, representing a 8% year-over-year growth rate.
The allocation of the purchase price requires management to make significant estimates in determining the fair value of assets acquired and liabilities assumed, especially with respect to intangible assets. These estimates are inherently uncertain and unpredictable.
The allocation of the purchase price requires management to make significant estimates in determining the fair value of assets acquired and liabilities assumed, especially with respect to intangible assets.
Our dollar-based net retention rates were 113% and 120% for the trailing twelve months ended December 31, 2022 and 2021, respectively.
Our dollar-based net retention rates were 108% and 113% for the trailing twelve months ended December 31, 2023 and 2022, respectively.
During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of the assets acquired and liabilities assumed may be recorded with the corresponding offset to goodwill.
These estimates are inherently uncertain and unpredictable. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of the assets acquired and liabilities assumed may be recorded with the corresponding offset to goodwill.
Our revenue, results of operations, and cash flows depend on the overall demand for our products. Currently, the U.S. and other key international economies are impacted by record levels of inflation, elevated interest rates, supply chain challenges, volatility in credit, equity and foreign exchange markets, and overall uncertainty with respect to the economy, including the possibility of a recession.
Our revenue, results of operations, and cash flows depend on the overall demand for our products. Currently, the U.S. and other key international economies are impacted by high levels of inflation, elevated interest rates, financial instability and concerns about volatility in credit, equity, and foreign exchange markets, and overall uncertainty with respect to the economy.
We expect these conditions to continue in 2023. 66 Table of Contents Key Business Metrics In addition to our GAAP financial information, we review several operating and financial metrics, including the following key metrics, to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions.
Key Business Metrics In addition to our GAAP financial information, we review several operating and financial metrics, including the following key metrics, to evaluate our business, measure our performance, identify trends affecting our business, formulate business plans, and make strategic decisions.
The Company typically determines SSP based on observable selling prices of its products and services. In instances where SSP is not directly observable, such as with software licenses that are never sold on a stand-alone basis, SSP is determined using information that may include market conditions and other observable inputs.
In instances where SSP is not directly observable, such as with software licenses that are never sold on a stand-alone basis, SSP is determined using information that may include market conditions and other observable inputs.
We define non-GAAP gross profit margin as non-GAAP gross profit as a percentage of total revenue. 75 Table of Contents A reconciliation of non-GAAP gross profit to gross profit and non-GAAP gross profit margin to gross profit margin, the most directly comparable GAAP measures, are as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Gross profit $ 359,549 $ 276,031 $ 208,124 Amortization expense 19,932 16,018 10,753 Stock-based compensation 10,153 4,349 871 Acquisition-related expense 61 88 — Payroll taxes related to stock-based compensation 347 146 — Non-GAAP gross profit $ 390,042 $ 296,632 $ 219,748 Gross profit margin 75% 75% 77% Non-GAAP gross profit margin 81% 81% 82% Non-GAAP Operating Income and Non-GAAP Operating Income Margin We use non-GAAP operating income and non-GAAP operating income margin, and believe it is useful for our investors, to understand and evaluate our operating performance and trends, to prepare and approve our annual budget, and to develop short-term and long-term operating plans.
A reconciliation of non-GAAP gross profit to gross profit and non-GAAP gross profit margin to gross profit margin, the most directly comparable GAAP measures, are as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Gross profit $ 434,512 $ 359,549 $ 276,031 Amortization expense 13,529 19,932 16,018 Stock-based compensation 11,615 10,153 4,349 Acquisition-related expense 50 61 88 Payroll taxes related to stock-based compensation 375 347 146 System transformation costs 51 — — Non-GAAP gross profit $ 460,132 $ 390,042 $ 296,632 Gross profit margin 78% 75% 75% Non-GAAP gross profit margin 82% 81% 81% 67 Table of Contents Non-GAAP Operating Income and Non-GAAP Operating Income Margin We use non-GAAP operating income and non-GAAP operating income margin, and believe it is useful for our investors, to understand and evaluate our operating performance and trends, to prepare and approve our annual budget, and to develop short-term and long-term operating plans.
We define non-GAAP net income as net loss, adjusted for income tax benefit, amortization expense, stock-based compensation expense, foreign currency transaction loss, loss on extinguishment of debt, amortization of debt issuance costs, acquisition-related expense, acquisition-related earnout, costs associated with our secondary offerings, payroll taxes related to stock-based compensation, and legal settlement, and adjustment to income tax expense based on the non-GAAP measure of profitability using our blended U.S. statutory tax rate.
We define non-GAAP net income as net loss, adjusted for income tax (provision) benefit, amortization expense, stock-based compensation expense, foreign currency transaction (gain) loss, loss on extinguishment of debt, amortization of debt issuance costs, acquisition-related expense, acquisition-related earnout, offering costs, payroll taxes related to stock-based compensation, system transformation costs, restructuring charges, and extraordinary legal settlements and other non-recurring litigation costs, and adjustment to income tax expense based on the non-GAAP measure of profitability using our blended U.S. statutory tax rate.
A reconciliation of non-GAAP operating income to operating loss and non-GAAP operating income margin to operating loss margin, the most directly comparable GAAP measures, are as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Operating loss $ (138,874) $ (76,202) $ (17,452) Amortization expense 48,159 41,312 33,328 Stock-based compensation 109,170 35,805 6,743 Acquisition-related expense 4,643 6,388 5,200 Acquisition-related earnout 694 6,037 (1,000) Offering costs 124 594 670 Payroll taxes related to stock-based compensation 2,014 1,527 — Legal settlement — 5,000 — Non-GAAP operating income $ 25,930 $ 20,461 $ 27,489 Operating loss margin (29)% (21)% (6)% Non-GAAP operating income margin 5% 6% 10% Non-GAAP Net Income We use non-GAAP net income, and believe it is useful for our investors, to understand and evaluate our operating performance and trends.
A reconciliation of non-GAAP operating income to operating loss and non-GAAP operating income margin to operating loss margin, the most directly comparable GAAP measures, are as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Operating loss $ (115,249) $ (138,874) $ (76,202) Amortization expense 42,878 48,159 41,312 Stock-based compensation 101,000 109,170 35,805 Acquisition-related expense 7,361 4,643 6,388 Acquisition-related earnout — 694 6,037 Offering costs — 124 594 Payroll taxes related to stock-based compensation 2,608 2,014 1,527 System transformation costs 4,833 — — Restructuring charges 1,393 — — Legal settlements and other non-recurring litigation costs 559 — 5,000 Non-GAAP operating income $ 45,383 $ 25,930 $ 20,461 Operating loss margin (21)% (29)% (21)% Non-GAAP operating income margin 8% 5% 6% Non-GAAP Net Income We use non-GAAP net income, and believe it is useful for our investors, to understand and evaluate our operating performance and trends.
The 2026 Notes bear interest at a rate of 0.125% per year, payable semiannually in arrears on March 1 st and September 1 st of each year, beginning on March 1, 2022.
The 2026 Notes bear interest at a rate of 0.125% per year, payable semiannually in arrears on March 1 st and September 1 st of each year, beginning on March 1, 2022. The 2026 Notes mature on September 1, 2026. See Note 9 of our consolidated financial statements for additional information.
Foreign Currency Transaction Loss Years Ended December 31, Change 2022 2021 $ % (in thousands, except percentages) Foreign currency transaction loss $ 2,802 $ 849 $ 1,953 NM NM Not Meaningful.
Foreign Currency Transaction Gain (Loss) Years Ended December 31, Change 2023 2022 $ % (in thousands, except percentages) Foreign currency transaction gain (loss) $ 916 $ (2,802) $ 3,718 NM NM Not Meaningful.
General and administrative expenses consist primarily of employee compensation costs for corporate personnel, such as those in our executive, human resource, facilities, accounting and finance, legal and compliance, and IT departments. In addition, general and administrative expenses include acquisition and integration-related expenses which primarily consist of third-party expenses, such as legal and accounting fees, and adjustments to contingent consideration.
General and administrative expenses consist primarily of employee compensation costs for corporate personnel, such as those in our executive, human resource, facilities, accounting and finance, legal and compliance, and IT departments. General and administrative expenses also include non-personnel costs such as legal, accounting, and other professional fees.
General and administrative expenses also include costs incurred in secondary offerings. We expect our general and administrative expenses to increase on a dollar basis as our business grows, particularly as we continue to invest in technology infrastructure and expand our operations globally.
We expect our general and administrative expenses to increase on a dollar basis as our business grows, particularly as we continue to invest in technology infrastructure and expand our operations globally. Amortization. Amortization expense consists of amortization of acquired intangible assets.
We define non-GAAP income before income taxes as loss before income taxes adjusted for amortization expense, stock-based compensation expense, foreign currency transaction loss, loss on extinguishment of debt, amortization of debt 76 Table of Contents issuance costs, acquisition-related expense, acquisition-related earnout, costs associated with our secondary offerings, payroll taxes related to stock-based compensation, and legal settlement.
We define non-GAAP income before income taxes as loss before income taxes adjusted for amortization expense, stock-based compensation expense, foreign currency transaction (gain) loss, loss on extinguishment of debt, amortization of debt issuance costs, acquisition-related expense, acquisition-related earnout, offering costs, payroll taxes related to stock-based compensation, system transformation costs, restructuring charges, and legal settlements and other non-recurring litigation costs.
Adjusted EBITDA We define adjusted EBITDA as net loss, adjusted for interest expense, net, provision (benefit) for income taxes, depreciation and amortization expense, stock-based compensation expense, foreign currency transaction loss, loss on extinguishment of debt, acquisition-related expense, acquisition-related earnout, costs associated with our secondary offerings, payroll taxes related to stock-based compensation, and legal settlement. 77 Table of Contents A reconciliation of adjusted EBITDA to net loss, the most directly comparable GAAP measure, is as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Net loss $ (141,301) $ (75,189) $ (24,082) Interest expense, net 538 2,478 10,741 Benefit for income taxes (913) (4,789) (9,955) Depreciation expense 6,671 5,757 5,183 Amortization expense 48,159 41,312 33,328 Stock-based compensation 109,170 35,805 6,743 Foreign currency transaction loss 2,802 849 722 Loss on extinguishment of debt — 449 5,213 Acquisition-related expense 4,643 6,388 5,200 Acquisition-related earnout 694 6,037 (1,000) Offering costs 124 594 670 Payroll taxes related to stock-based compensation 2,014 1,527 — Legal settlement — 5,000 — Adjusted EBITDA $ 32,601 $ 26,218 $ 32,763 Liquidity and Capital Resources General As of December 31, 2022, our principal sources of liquidity were cash and cash equivalents totaling $224.3 million, which were held for general corporate purposes, which may include working capital, capital expenditures, and potential acquisitions and strategic transactions, as well as the available balance of the 2020 Revolving Credit Facility, described in Note 9 to the consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K.
Adjusted EBITDA We define adjusted EBITDA as net loss, adjusted for interest (income) expense, net, provision (benefit) for income taxes, depreciation expense, amortization expense, stock-based compensation expense, foreign currency transaction (gain) loss, loss on extinguishment of debt, acquisition-related expense, acquisition-related earnout, offering costs, payroll taxes related to stock-based compensation, system transformation costs, restructuring charges, and extraordinary legal settlements and other non-recurring litigation costs. 69 Table of Contents A reconciliation of adjusted EBITDA to net loss, the most directly comparable GAAP measure, is as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Net loss $ (110,086) $ (141,301) $ (75,189) Interest (income) expense, net (6,526) 538 2,478 Provision (benefit) for income taxes 2,279 (913) (4,789) Depreciation expense 7,420 6,671 5,757 Amortization expense 42,878 48,159 41,312 Stock-based compensation 101,000 109,170 35,805 Foreign currency transaction (gain) loss (916) 2,802 849 Loss on extinguishment of debt — — 449 Acquisition-related expense 7,361 4,643 6,388 Acquisition-related earnout — 694 6,037 Offering costs — 124 594 Payroll taxes related to stock-based compensation 2,608 2,014 1,527 System transformation costs 4,833 — — Restructuring charges 1,393 — — Legal settlements and other non-recurring litigation costs 559 — 5,000 Adjusted EBITDA $ 52,803 $ 32,601 $ 26,218 Liquidity and Capital Resources General As of December 31, 2023, our principal sources of liquidity were cash and cash equivalents totaling $243.6 million, which were held for general corporate purposes, which may include working capital, capital expenditures, and potential acquisitions and strategic transactions, as well as the available balance of the 2020 Revolving Credit Facility of $149.0 million, which matures on July 27, 2025.
Cash Flows The following table presents a summary of our consolidated cash flows from operating, investing, and financing activities: Years Ended December 31, 2022 2021 2020 (in thousands) Net cash provided by operating activities $ 90,005 $ 65,165 $ 52,801 Net cash used in investing activities (34,782) (387,418) (6,876) Net cash provided by financing activities 261 305,528 115,964 Effect of exchange rate changes on cash, cash equivalents, and restricted cash (713) (993) 604 Net increase (decrease) in cash, cash equivalents, and restricted cash 54,771 (17,718) 162,493 Cash, cash equivalents, and restricted cash, beginning of period 177,150 194,868 32,375 Cash, cash equivalents, and restricted cash, end of period $ 231,921 $ 177,150 $ 194,868 Cash paid for interest $ 763 $ 967 $ 12,649 Cash paid for purchases of equipment and leasehold improvements 7,727 9,755 4,368 Operating Activities Our largest source of operating cash is cash collections from our subscription customers.
We also have a variable purchase obligation of $17.5 million over the term of a three-year contract for third-party hosting services that is not reflected in the table above. 71 Table of Contents Cash Flows The following table presents a summary of our consolidated cash flows from operating, investing, and financing activities: Years Ended December 31, 2023 2022 2021 (in thousands) Net cash provided by operating activities $ 35,964 $ 90,005 $ 65,165 Net cash used in investing activities (22,476) (34,782) (387,418) Net cash provided by financing activities 5,321 261 305,528 Effect of exchange rate changes on cash, cash equivalents, and restricted cash 79 (713) (993) Net increase (decrease) in cash, cash equivalents, and restricted cash 18,888 54,771 (17,718) Cash, cash equivalents, and restricted cash, beginning of period 231,921 177,150 194,868 Cash, cash equivalents, and restricted cash, end of period $ 250,809 $ 231,921 $ 177,150 Cash paid for interest $ 784 $ 763 $ 967 Cash paid for purchases of equipment and leasehold improvements 2,934 7,727 9,755 Operating Activities Our largest source of operating cash is cash collections from our subscription customers.
Jamf was founded in 2002, around the same time that Apple was leading an industry transformation. Apple transformed the way people access and utilize technology through its focus on creating a superior consumer experience. With the release of revolutionary products like the Mac, iPod, iPhone, and iPad, Apple built the world’s most valuable brand and became ubiquitous in everyday life.
Jamf was founded in 2002, around the same time that Apple was leading an industry transformation. Apple transformed the way people access and utilize technology through its focus on creating a superior consumer experience.
Net cash provided by financing activities of $305.5 million during the year ended December 31, 2021 was primarily due to proceeds of $373.8 million from the issuance and sale of the 2026 Notes and proceeds of $10.7 million from the exercise of stock options, partially offset by $36.0 million paid for the purchase of the Capped Calls, $25.0 million paid for the deferred consideration associated with the Wandera acquisition, $13.1 million paid for debt issuance costs, and $4.2 million paid for the contingent consideration associated with the Digita acquisition.
The decrease was primarily attributable to $373.8 million of proceeds from the issuance of the 2026 Notes in 2021 and a $5.5 million decrease in proceeds from the exercise of stock options, partially offset by $36.0 million for the purchase of the Capped Calls in 2021, a $25.0 million payment for deferred 72 Table of Contents consideration associated with the Wandera acquisition in 2021, and a $13.1 million decrease in cash paid for debt issuance costs.
Through our long-standing relationship with Apple, we have accumulated significant Apple technical experience and expertise that give us the ability to fully and quickly leverage and extend the capabilities of Apple products, operating systems, and services. This expertise enables us to fully support new innovations and operating system releases the moment they are made available by Apple.
Through our long-standing relationship with Apple, we have accumulated significant Apple technical experience and expertise that give us the ability to fully and quickly leverage and extend the capabilities of Apple products, operating systems, and services, while protecting devices with our differentiated Apple-first security solutions.
Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. When our contracts with customers contain multiple performance obligations, the contract transaction price is allocated based on a relative SSP basis to each performance obligation.
Our contracts with customers often include promises to transfer multiple products and services to a customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment.
As of December 31, 2022, we had deferred revenue of $346.2 million, of which $278.0 million was recorded as a current liability and is expected to be recorded as revenue in the next 12 months, provided all other revenue recognition criteria have been met. On July 1, 2021, we completed our acquisition of Wandera for total consideration of $409.3 million.
As of December 31, 2023, we had deferred revenue of $373.4 million, of which $317.5 million was recorded as a current liability and is expected to be recognized as revenue in the next 12 months, provided all other revenue recognition criteria have been met.
A reconciliation of non-GAAP net income to net loss, the most directly comparable GAAP measure, is as follows: Years Ended December 31, 2022 2021 2020 (in thousands) Net loss $ (141,301) $ (75,189) $ (24,082) Exclude: income tax benefit 913 4,789 9,955 Loss before income tax benefit (142,214) (79,978) (34,037) Amortization expense 48,159 41,312 33,328 Stock-based compensation 109,170 35,805 6,743 Foreign currency transaction loss 2,802 849 722 Loss on extinguishment of debt — 449 5,213 Amortization of debt issuance costs 2,722 1,002 — Acquisition-related expense 4,643 6,388 5,200 Acquisition-related earnout 694 6,037 (1,000) Offering costs 124 594 670 Payroll taxes related to stock-based compensation 2,014 1,527 — Legal settlement — 5,000 — Non-GAAP income before income taxes 28,114 18,985 16,839 Non-GAAP provision for income taxes (1) (6,747) (4,556) (4,041) Non-GAAP net income $ 21,367 $ 14,429 $ 12,798 (1) Beginning in the first quarter of 2022, the Company changed its method of calculating its non-GAAP provision for income taxes in accordance with the SEC’s Non-GAAP Financial Measures Compliance and Disclosure Interpretation on a retroactive basis.
We define non-GAAP provision for income taxes as the current and deferred income tax expense commensurate with the non-GAAP measure of profitability using our blended U.S. statutory tax rate. 68 Table of Contents A reconciliation of non-GAAP net income to net loss, the most directly comparable GAAP measure, is as follows: Years Ended December 31, 2023 2022 2021 (in thousands) Net loss $ (110,086) $ (141,301) $ (75,189) Exclude: income tax (provision) benefit (2,279) 913 4,789 Loss before income tax (provision) benefit (107,807) (142,214) (79,978) Amortization expense 42,878 48,159 41,312 Stock-based compensation 101,000 109,170 35,805 Foreign currency transaction (gain) loss (916) 2,802 849 Loss on extinguishment of debt — — 449 Amortization of debt issuance costs 2,742 2,722 1,002 Acquisition-related expense 7,361 4,643 6,388 Acquisition-related earnout — 694 6,037 Offering costs — 124 594 Payroll taxes related to stock-based compensation 2,608 2,014 1,527 System transformation costs 4,833 — — Restructuring charges 1,393 — — Legal settlements and other non-recurring litigation costs 559 — 5,000 Non-GAAP income before income taxes 54,651 28,114 18,985 Non-GAAP provision for income taxes (1) (13,116) (6,747) (4,556) Non-GAAP net income $ 41,535 $ 21,367 $ 14,429 (1) In accordance with the SEC’s Non-GAAP Financial Measures Compliance and Disclosure Interpretation, the Company’s blended U.S. statutory rate of 24% is used as an estimate for the current and deferred income tax expense associated with our non-GAAP income before income taxes.
Cost of subscription revenue increased by $22.0 million, or 35%, primarily due to a $9.0 million increase in employee compensation costs related to higher headcount to support the growth in our subscription customer base and the Wandera acquisition, a $6.9 million increase in third party hosting fees as we increased capacity to support our growth and the Wandera acquisition, and a $5.3 million increase in stock-based compensation expense and related payroll taxes.
Cost of subscription revenue increased primarily due to a $5.3 million increase in employee compensation costs, a $5.8 million increase in third-party hosting fees as we increased capacity to support our growth, and a $1.4 million increase in stock-based compensation expense and related payroll taxes. Amortization expense decreased due to certain intangible assets reaching the end of their useful life.
This revenue is now recognized ratably over the term of the subscription, in line with the majority of our revenue. We expect subscription revenue to increase over time as we expand our customer base because sales to new customers are expected to be primarily SaaS subscriptions. License.
The license portion of on-premise subscription revenue is recognized upfront, assuming all revenue recognition criteria are satisfied. See “Critical Accounting Estimates” for more information. We expect subscription revenue to increase over time as we expand our customer base because sales to new customers are expected to be primarily SaaS subscriptions. Services.
As of December 31, 2022, there were no amounts outstanding under the 2020 Credit Agreement, other than $1.0 million in outstanding letters of credit. 78 Table of Contents On September 17, 2021, we completed a private offering of the 2026 Notes and received net proceeds of approximately $361.4 million after deducting the initial purchasers’ discounts and commissions and the offering expenses paid by us.
See Note 9 of our consolidated financial statements for additional information. 70 Table of Contents On September 17, 2021, we completed a private offering of the 2026 Notes and received net proceeds of approximately $361.4 million after deducting the initial purchasers’ discounts and commissions and the offering expenses paid by us.
This focus has allowed us to create a best-in-class user experience in the enterprise. We sell our SaaS solutions via a subscription model, through a direct sales force, online, and indirectly via our channel partners, including Apple. Our multi-dimensional go-to-market model and cloud-deployed offering enable us to reach all organizations around the world, large and small, with our software solutions.
This expertise enables us to fully support new innovations and operating system releases the moment they are made available by Apple. This focus has allowed us to create a best-in-class user experience in the enterprise. We sell our SaaS solutions via a subscription model, through a direct sales force, online, and indirectly via our channel partners, including Apple.
Our primary use of cash from operating activities is related to employee-related expenditures, marketing expenses, and third-party hosting costs.
Our primary use of cash from operating activities is employee-related expenditures, marketing expenses, and third-party hosting costs. During the year ended December 31, 2023, net cash provided by operating activities was $36.0 million, a decrease of $54.0 million compared to the year ended December 31, 2022.
Financing Activities Net cash provided by financing activities of $0.3 million during the year ended December 31, 2022 was primarily due to proceeds of $5.2 million from the exercise of stock options, partially offset by $4.6 million paid for contingent consideration associated with the Digita acquisition.
Financing Activities During the year ended December 31, 2023, net cash provided by financing activities was $5.3 million, an increase of $5.1 million compared to the year ended December 31, 2022. The increase was primarily attributable to a $4.6 million payment for contingent consideration in 2022.
Cost of Revenue and Gross Margin Years Ended December 31, Change 2022 2021 $ % (in thousands, except percentages) Cost of revenue: Cost of subscription (exclusive of amortization expense shown below) $ 85,479 $ 63,441 $ 22,038 35 % Cost of services (exclusive of amortization expense show below) 13,816 10,898 2,918 27 Amortization expense 19,932 16,018 3,914 24 Total cost of revenue $ 119,227 $ 90,357 $ 28,870 32 % Gross margin 75% 75% Cost of revenue increased by $28.9 million, or 32%, for the year ended December 31, 2022 compared to the year ended December 31, 2021 driven by an increase in cost of subscription revenue and amortization expense.
Cost of Revenue and Gross Margin Years Ended December 31, Change 2023 2022 $ % (in thousands, except percentages) Cost of revenue: Cost of subscription (exclusive of amortization expense shown below) $ 98,554 $ 85,479 $ 13,075 15 % Cost of services (exclusive of amortization expense show below) 13,976 13,816 160 1 Amortization expense 13,529 19,932 (6,403) (32) Total cost of revenue $ 126,059 $ 119,227 $ 6,832 6 % Gross margin 78% 75% For the year ended December 31, 2023, cost of revenue increased primarily due to an increase in cost of subscription revenue, partially offset by a decrease in amortization expense.
The effective tax rates for the years ended December 31, 2022 and 2021 were impacted by $0.7 million and $1.7 million, respectively, of discrete income tax benefit. Non-GAAP Financial Measures In addition to our results determined in accordance with GAAP, we believe the following non-GAAP financial measures are useful in evaluating our operating performance.
Non-GAAP Financial Measures In addition to our results determined in accordance with GAAP, we believe the following non-GAAP financial measures are useful in evaluating our operating performance.
During the year ended December 31, 2021, net cash used in investing activities was $387.4 million primarily driven by the acquisition of Wandera for $349.7 million, net of cash acquired, $25.0 million paid for the deferred consideration associated with the Wandera acquisition, and purchases of $9.8 million in equipment and leasehold improvements for updates to office space and hardware and software.
The decrease was primarily attributable to a $328.9 million decrease in payments for acquisitions, net of cash acquired, a $25.0 million payment for deferred consideration associated with the Wandera acquisition in 2021, and a $2.0 million decrease in purchases of equipment and leasehold improvements, partially offset by a $3.1 million increase in purchases of investments.
We define non-GAAP operating income as operating loss, adjusted for amortization expense, stock-based compensation expense, acquisition-related expense, acquisition-related earnout, costs associated with our secondary offerings, payroll taxes related to stock-based compensation, and legal settlement. We define non-GAAP operating income margin as non-GAAP operating income as a percentage of total revenue.
We define non-GAAP operating income as operating loss, adjusted for amortization expense, stock-based compensation expense, acquisition-related expense, acquisition-related earnout, offering costs, payroll taxes related to stock-based compensation, system transformation costs, restructuring charges, and extraordinary legal settlements and other non-recurring litigation costs. Restructuring charges for the year ended December 31, 2023 primarily include lease impairments.
Sales and marketing expenses increased by $69.5 million, or 47%, for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily due to a $31.8 million increase in employee compensation costs driven by higher headcount due to growth in the business and the Wandera acquisition, a $23.0 million increase in stock-based compensation expense and related payroll taxes, a $6.8 million increase in marketing costs, a $4.2 million increase in travel-related expenses, and a $2.3 million increase in computer hardware and software costs to support the growth of the business.
For the year ended December 31, 2023, general and administrative expenses increased primarily due to a $4.6 million increase related to system transformation costs, a $4.0 million increase in employee compensation costs, a $2.4 million increase in acquisition-related expenses, a $1.5 million increase in charitable contributions, and restructuring charges of $1.4 million primarily related to lease impairments, partially offset by an $8.5 million decrease in stock-based compensation expense and related payroll taxes and a $2.4 million decrease in the annual premium for directors and officers insurance due to improved market conditions for such insurance.
Foreign currency transaction loss increased by $2.0 million for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily due to the impact of changes in foreign currency exchange rates, primarily the GBP and EUR. 74 Table of Contents Income Tax Benefit Years Ended December 31, Change 2022 2021 $ % (in thousands, except percentages) Income tax benefit $ 913 $ 4,789 $ (3,876) (81) % Income tax benefit was $0.9 million and $4.8 million for the years ended December 31, 2022 and 2021, respectively.
Income Tax (Provision) Benefit Years Ended December 31, Change 2023 2022 $ % (in thousands, except percentages) Income tax (provision) benefit $ (2,279) $ 913 $ (3,192) NM Effective tax rate (2.1) % 0.6 % NM Not Meaningful. 66 Table of Contents The change in the effective tax rate for the year ended December 31, 2023 compared to the prior year was primarily due to international growth.
A discussion regarding our results of operations for the year ended December 31, 2021 compared to the year ended December 31, 2020 can be found under Part II, Item 7 in our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 1, 2022, which is available free of charge on the SEC’s website at www.sec.gov and our investor relations website at ir.jamf.com.
A discussion regarding our results of operations for the year ended December 31, 2022 compared to the year ended December 31, 2021 can be found under Part II, Item 7 in our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 1, 2023, which is available free of charge on the SEC’s website at www.sec.gov and our investor relations website at ir.jamf.com. 64 Table of Contents Comparison of the Years Ended December 31, 2023 and 2022 Revenue Years Ended December 31, Change 2023 2022 $ % (in thousands, except percentages) SaaS subscription and support and maintenance $ 521,269 $ 430,613 $ 90,656 21 % On‑premise subscription 21,750 24,394 (2,644) (11) Subscription revenue 543,019 455,007 88,012 19 Professional services 16,325 19,025 (2,700) (14) Perpetual licenses 1,227 4,744 (3,517) (74) Non-subscription revenue 17,552 23,769 (6,217) (26) Total revenue $ 560,571 $ 478,776 $ 81,795 17 % For the year ended December 31, 2023, overall revenue increased due to higher subscription revenue, partially offset by a decrease in perpetual licenses revenue and professional services revenue.
Interest Expense, Net Years Ended December 31, Change 2022 2021 $ % (in thousands, except percentages) Interest expense, net $ 538 $ 2,478 $ (1,940) (78) % Interest expense, net decreased by $1.9 million, or 78%, for the year ended December 31, 2022 compared to the year ended December 31, 2021 reflecting a $3.0 million increase in interest income due to higher earned interest rates and higher average invested balances and a $0.5 million decrease in interest charges, partially offset by a $1.5 million increase in amortization of issuance costs driven by the issuance of the 2026 Notes.
Interest Income (Expense), Net Years Ended December 31, Change 2023 2022 $ % (in thousands, except percentages) Interest income (expense), net $ 6,526 $ (538) $ 7,064 NM NM Not Meaningful. For the year ended December 31, 2023, interest income, net increased primarily due to higher earned interest rates and higher average invested balances.
For the year ended December 31, 2022, net cash provided by operating activities was $90.0 million reflecting our net loss of $141.3 million, adjusted for non-cash charges of $190.6 million and net cash inflows of $40.8 million from changes in our operating assets and liabilities.
During the year ended December 31, 2022, net cash provided by operating activities was $90.0 million, an increase of $24.8 million compared to the year ended December 31, 2021.
Investing Activities During the year ended December 31, 2022, net cash used in investing activities was $34.8 million primarily driven by the acquisition of ZecOps for $19.8 million, net of the cash acquired, purchases of $7.7 million in equipment and leasehold improvements, cash paid for two other acquisitions of $4.0 million, and cash paid for the purchase of investments of $3.1 million.
The decrease was primarily attributable to a $5.0 million decrease in payments for acquisitions, net of cash acquired, a $4.8 million decrease in purchases of equipment and leasehold improvements, and a $2.4 million decrease in purchases of investments.
Research and development expenses increased by $37.4 million, or 45%, for the year ended December 31, 2022 compared to the year ended December 31, 2021 primarily due to a $20.3 million increase in employee compensation costs driven by higher headcount due to growth in our overall business and the Wandera acquisition, a $14.0 million increase in stock-based compensation expense and related payroll taxes, and a $2.0 million increase in computer hardware and software costs to support the growth of the business.
For the year ended December 31, 2023, research and development expenses increased primarily due to a $15.1 million increase in employee compensation costs, partially offset by a $1.3 million decrease in outside services.
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As a result, we continue to see rapid growth and expansion of our customer base as Apple continues to gain momentum in the enterprise. Key Factors Affecting Our Performance Our historical financial performance has been, and we expect our financial performance in the future to be, driven by our ability to: Attract new customers.
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With the release of revolutionary products like the Mac, iPod, iPhone, iPad, Apple Watch, and Apple TV, Apple built one of the world’s most valuable brands and became ubiquitous in everyday life.
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Our dollar-based net retention rate for the trailing twelve months ended December 31, 2021 was based on our Jamf legacy business and did not include Wandera since it had not been a part of our business for the full trailing twelve months.
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Our multi-dimensional go-to-market model and cloud-deployed offering enable us to reach all organizations around the world, large and small, with our software solutions. Key Factors Affecting Our Performance New customer growth.
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The license portion of on-premise subscription revenue is recognized upfront, assuming all revenue recognition criteria are satisfied. See “Critical Accounting Estimates” for more information. Beginning in the third quarter of 2021, we updated how we deliver our Jamf Connect product resulting in a change in revenue recognition, with less revenue recognized upfront as on-premise subscription revenue.
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We also announced Jamf Executive Threat Protection in April 2023, as an advanced detection and response tool designed for mobile devices that provides organizations with an efficient, remote method to monitor devices and respond to advanced attacks. Investment in growth.
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Also, we incur additional general and administrative expenses as a result of operating as a public company, including costs to comply with the rules and regulations applicable to companies listed on a national securities exchange, costs related to compliance and reporting obligations pursuant to the rules and regulations of the SEC, and increased expenses for insurance, investor relations, and accounting expenses.
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We expect these conditions to continue in 2024. In addition on January 25, 2024, the Company announced a workforce reduction plan intended to reduce operating costs, improve operating margins, and continue advancing the Company’s ongoing commitment to profitable growth in light of current macroeconomic conditions. The workforce reduction plan is expected to impact approximately 6% of the Company’s full-time employees.
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Loss on Extinguishment of Debt Upon closing of the IPO, we repaid $205.0 million of the principal amount of the 2017 Term Loan Facility and recorded a loss on extinguishment of debt of $5.2 million for the prepayment penalty and write off of debt issuance costs.
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The Company currently estimates that it will incur charges of approximately $6.6 million to $8.2 million 58 Table of Contents in connection with the workforce reduction plan, consisting of cash expenditures for notice period and severance payments, employee benefits, and related costs.
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In the third quarter of 2021, we repaid the principal amount of the 2021 Term Loan Facility and recorded debt extinguishment costs of $0.4 million for the write-off of remaining debt issuance costs.
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The Company expects that the majority of the charges will be incurred in the first quarter of 2024 and that the execution of the workforce reduction plan will be substantially complete by the end of the second quarter of 2024, subject to local law and consultation requirements.
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The acquisition-related earnout was an expense for the years ended December 31, 2022 and 2021 compared to a benefit for the year ended December 31, 2020 reflecting the increase in fair value of the Digita acquisition contingent liability due to growth in sales of our Jamf Protect product.
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In addition, general and administrative expenses include acquisition and integration-related expenses which primarily consist of third-party expenses, such as legal and accounting fees, and adjustments to contingent consideration.
Removed
General and administrative also includes the full settlement of a $5.0 million legal-related matter for the year ended December 31, 2021. 71 Table of Contents The following table sets forth our consolidated statements of operations data expressed as a percentage of total revenue for the periods indicated: Years Ended December 31, 2022 2021 2020 (as a percentage of total revenue) Revenue: Subscription 95 % 94 % 93 % Services 4 4 5 License 1 2 2 Total revenue 100 100 100 Cost of revenue: Cost of subscription (exclusive of amortization expense shown below) 18 17 15 Cost of services (exclusive of amortization expense shown below) 3 3 4 Amortization expense 4 5 4 Total cost of revenue 25 25 23 Gross profit 75 75 77 Operating expenses: Sales and marketing 45 40 37 Research and development 25 23 20 General and administrative 28 26 19 Amortization expense 6 7 8 Total operating expenses 104 96 84 Loss from operations (29) (21) (6) Interest expense, net — (1) (4) Loss on extinguishment of debt — — (2) Foreign currency transaction loss (1) — — Other income, net — — — Loss before income tax benefit (30) (22) (12) Income tax benefit — 1 4 Net loss (30) % (21) % (8) % A discussion regarding our results of operations for the year ended December 31, 2022 compared to the year ended December 31, 2021 is presented below.
Added
General and administrative expenses also include system transformation costs, which are primarily associated with the implementation of sales software and software supporting our business including enterprise resource planning, as well as other systems to provide best-in-class processes, governance, and systems. General and administrative expenses may also include restructuring charges including severance and lease impairments.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeInterest Rate Risk As of December 31, 2022, we had $224.3 million of cash and cash equivalents, which were held for working capital purposes. Our cash and cash equivalents are comprised of cash, money market deposit accounts, and money market funds with original maturities at the time of purchase of three months or less.
Biggest changeOur cash and cash equivalents are comprised of cash, money market deposit accounts, and money market funds with original maturities at the time of purchase of three months or less. We do not enter into investments for trading or speculative purposes.
Additionally, the fair value of the 2026 Notes fluctuates when the market price of our common stock fluctuates. The 2026 Notes are carried at face value less unamortized debt issuance costs on our consolidated balance sheets, and the fair value of the 2026 Notes is presented for disclosure purposes only. 84 Table of Contents
Additionally, the fair value of the 2026 Notes fluctuates when the market price of our common stock fluctuates. The 2026 Notes are carried at face value less unamortized debt issuance costs on our consolidated balance sheets, and the fair value of the 2026 Notes is presented for disclosure purposes only. 74 Table of Contents
Our operating expenses are denominated in the currencies of the countries in which our operations are located, which are primarily in the U.S., UK, Czech Republic, Poland, and the Netherlands.
Our operating expenses are denominated in the currencies of the countries in which our operations are located, which are primarily in the U.S., the UK, the Netherlands, Poland, the Czech Republic, Japan, and Australia.
We do not enter into investments for trading or speculative purposes. Due to the short-term nature of these instruments, we believe that we do not have any material exposure to changes in the fair value of our investment portfolio as a result of changes in interest rates. Decreases in interest rates, however, would reduce future interest income.
Due to the short-term nature of these instruments, we believe that we do not have any material exposure to changes in the fair value of our investment portfolio as a result of changes in interest rates. Decreases in interest rates, however, would reduce future interest income.
During the years ended December 31, 2022 and 2021, a hypothetical 10% change in foreign currency exchange rates applicable to our business would not have had a material impact on our consolidated results of operations and cash flows.
During the year ended December 31, 2023, a hypothetical 10% change in foreign currency exchange rates applicable to our business would have an impact of $15.5 million on our operating loss. Interest Rate Risk As of December 31, 2023, we had $243.6 million of cash and cash equivalents, which were held for working capital purposes.

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